To the Members of Shriram Finance Limited Basis for Opinion
REPORT ON THE AUDIT OF THE STANDALONEFINANCIAL STATEMENTS
Opinion
1. We have audited the accompanying Standalone Financial Statements of Shriram Finance Limited (the “Company”), which comprise the Standalone Balance Sheet as at March 31, 2025, the Standalone Statement of Profit And Loss (including Other Comprehensive Income/Loss), the Standalone Statement of Cash Flow and the Standalone Statement of changes in equity for the year ended, and notes to the Standalone Financial Statements, including a summary of the material accounting policies and other explanatory information (hereinafter referred to as the “Standalone Financial Statements”).
2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (“Ind AS”) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, the relevant circulars, guidelines and directions issued by the Reserve Bank of India (“RBI”) from time to time (“RBI Guidelines”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
3. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.
Key Audit Matter
4. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone Financial Statements for the financial year ended March 31, 2025. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
5. We have determined the matter described below to be the key audit matters to be communicated in our report.
|
Key Audit Matter
|
How the matter was addressed in our audit
|
|
Impairment Loss Allowance of loans and advances
|
Audit Procedures included but were not limited to the following:
|
|
(Reference to Note 12 & 39 read with Material
|
We started our audit procedures with understanding of the internal control environment
|
|
Accounting Policies Note 6.1(VI).
(in INR crores)
|
related to Impairment loss allowance. Our procedures over internal controls focused on recognition and measurement of impairment loss allowance. We assessed the design and tested the operating effectiveness of the selected key controls implemented by the Company.
We also assessed whether the impairment methodology used by the Company is in accordance with the assumptions and methodology approved by the Board of Directors
|
|
Gross Advances Provisions Net Advances
|
2,59,915.91
14,523.12
2,45,392.79
|
|
Significant estimates and judgments involved in Key Audit Matter
|
of the Company which is based on and in compliance with Ind AS 109 “Financial Instruments”.
|
|
Reserve Bank of India has issued Master circular
|
Accordingly, we assessed the approach of the Company regarding definition of Default,
|
|
and other clarifications on Income Recognition and
|
Probability of Default (PD), Loss Given Default (LGD) and incorporation of forward -
|
|
Asset Classification and Provisioning pertaining to
|
looking information for the calculation of ECL. For loans and advances which are assessed
|
|
Advances (“IRAC”). These guidelines prescribe the prudential norms for identification and classification of advances as Stage 3/ NPAs.
The Company has applied significant judgement to
|
for impairment on a portfolio basis, we performed particularly the following procedures:
• We read the Company’s policies for identification, classification and assessing compliance for Stage 3/NPAs customers in line with the IRAC norms;
|
|
determine the identification
|
and classification of
|
• We understood the design, reliability and operating effectiveness of key data inputs
|
|
such assets as Stage 3/ NPAs by applying quantitative
|
and related management controls;
|
|
as well as qualitative factors. The risk of identification
|
• We performed substantial audit procedure relating to identification and classification
|
|
of such assets as Stage 3/ NPAs is affected by factors like stress and liquidity concerns of such assets.
|
of Stage 3/NPAs by the Company.
• We tested the identification/ grouping of the loan accounts mapped with the
|
|
Impairment loss allowance of loans and advances (“Impairment loss allowance”) is a Key Audit
|
customer code as identified by the management;
|
|
Matter as the Company has
|
significant credit risk
|
• We performed analytical procedures to identify possible cases of evergreening of
|
|
exposure considering the large loan portfolio across
|
loans and tested these on sample basis.
|
|
a wide geographical range. The value of loans and
|
• We checked the stage classification as at the balance sheet date as per the definition
|
|
advances on the balance sheet is significant and
|
of Default of the Company and Reserve Bank of India circulars issued from time to
|
|
there is a high degree of complexity and judgment involved in estimating individual and collective
|
time;
|
|
credit impairment provisions, write-offs against
|
• We validated the ECL Model and its calculation by involving our Information
|
|
these loans and to additionally determine the
|
Technology Expert;
|
|
asset quality and provision of the Company. The
|
• We have checked on sample basis that the stage classification for the borrowers has
|
|
Company’s model to calculate Expected Credit
|
been given in accordance with the Resolution Framework issued by Reserve Bank
|
|
Loss (“ECL”) is inherently complex and judgment is
|
of India (the “RBI”) and the Board approved policy for ECL provisioning and stage
|
|
applied in determining the correct construction of the three-stage impairment model (“ECL Model”)
|
classification with respect to such accounts;
|
|
including the selection and input of forward-looking
|
• We have verified whether the ECL provision is made in accordance with the Board
|
|
information. ECL provision
|
calculation require
|
Approved Policy in this regard;
|
|
the use of large volumes of data. The completeness and reliability of data can significantly impact
|
• We have also calculated the ECL provision manually for selected samples;
|
|
accuracy of the modelled impairment provisions.
|
• We have assessed the assumptions made by the Company in making accelerated
|
|
The accuracy of data flows and the implementation
|
provision considering forward looking information.
|
|
of related controls are critical for the integrity of the
|
For loans and advances which are written off during the year under audit, we read and
|
|
estimated impairment provisions.
|
understood the methodology and policy laid down and implemented by the Company in this regard along with its compliance on sample basis.
|
Information other than the Standalone Financial Statements and Auditor’s Report thereon
6. The Company’s Board of Directors is responsible for the preparation of other information. The other information comprises the information included in the Board’s Report, (including annexures thereto), and Management Discussion and Analysis (“MD&A”) (collectively referred to as “Other Information”), but does not include the Standalone Financial Statements and our auditor’s report thereon.
Our opinion on the Standalone Financial Statements does not cover the Other Information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the Other Information and, in doing so, consider whether the Other Information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work
we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with
Governance for the Standalone Financial Statements
7. The accompanying Standalone Financial Statements have been approved by the Company’s Management and Board of Directors. The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these Standalone Financial Statements that give a true and fair view of the standalone financial position, standalone financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act, RBI Guidelines and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
8. In preparing the Standalone Financial Statements, the Management and the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Management and the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
9. The Board of Directors is also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone
Financial Statements
10. Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.
11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for expressing our opinion on the internal financial controls system with reference to the Standalone Financial Statements and the operating effectiveness of such controls based on our audit;
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors;
• Conclude on the appropriateness of the management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern;
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation; and
• Obtain sufficient appropriate audit evidence regarding the Standalone Financial Statements of the Company to express an opinion on the Standalone Financial Statements.
12. We communicate with those charged with governance of the Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
13. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
14. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements for the financial year ended March 31, 2025 and are therefore the Key Audit Matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Matter
15. The Standalone Financial Statements of the Company for the year ended March 31, 2024 were audited by the predecessor joint auditors, who have expressed an unmodified opinion as relevant on those Standalone Financial Statements vide their audit report dated April 26, 2024. Accordingly, we do not express any opinion on the figures reported in the standalone financial statements for the year ended as at March 31, 2024.
Report on Other Legal and Regulatory Requirements
16. As required by Section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under Section 197 read with Schedule V to the Act.
17. As required by the Companies (Auditor’s Report) Order,
2020 (the “Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the Annexure I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
18. Further to our comments in Annexure I, as required by Section 143(3) of the Act based on our audit, we report, to the extent applicable, that:
a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the accompanying Standalone Financial Statements;
b) in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) the Standalone Financial Statements dealt with by this report are in agreement with the books of account;
d) in our opinion, the aforesaid Standalone Financial Statements comply with Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
e) on the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of section 164(2) of the Act;
f) with respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company as on March 31, 2025 and the operating effectiveness of such controls, refer to our separate Report in Annexure II wherein we have expressed an unmodified opinion; and
g) with respect to the other matters to be included in the Auditor’s Report in accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us:
i. The Company, as detailed in Note 50 to the Standalone Financial Statements, has disclosed the impact of pending litigations on its financial position as at March 31, 2025;
ii. The Company has made provision as at March 31, 2025, as required under the applicable
law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. As mentioned in Note 26 to the Standalone Financial Statements, there has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Company;
iv. a. The management has represented
that, to the best of its knowledge and belief, as disclosed in Note 60 to the Standalone Financial Statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person or entity, including foreign entities (the “intermediaries”), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (the “Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
b. The management has represented that, to the best of its knowledge and belief, as disclosed in Note 60 to the Standalone Financial Statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (the “Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our attention that causes us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.
v. In our opinion and according to the information and explanations given to us, the dividends declared and/or paid during the year by the Company is in compliance with Section 123 of the Act, to the extent it applies to payment of dividend. As stated in Note 30 to the standalone financial statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting;
vi. Based on our examination which included test checks, the Company has used various accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility, which have operated throughout the year for all relevant transactions recorded in the software. Based on our procedures performed, we did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
For M M Nissim & Co LLP For G. D. Apte & Co
Chartered Accountants Chartered Accountants
Firm Registration No: 107122W/W100672 Firm Registration No: 100515W
Manish Singhania Umesh S. Abhyankar
Partner Partner
Membership No. 155411 Membership No. 113053
UDIN: 25155411BMKXPN3648 UDIN: 25113053BMONJA2976
Mumbai Mumbai
April 25, 2025 April 25, 2025
|