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Sr.
No.
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Key Audit Matter
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Auditor’s Response
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1
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Revenue recognition under Percentage of Completion
method:
(Refer Note 22 to the standalone financial statements)
The Company recognizes revenue from Engineering,
Procurement and Construction (EPC) contracts which
generally extend beyond a period of one year. The
contract prices are usually fixed.
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Principal audit procedures performed included the following:
a. We understood and evaluated the design and tested
the operating effectiveness of controls around revenue
recognition in relation to EPC contracts
b. We assessed the appropriateness of the revenue
recognition accounting policies in line with Ind AS 115
“Revenue from Contracts with Customers.
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We consider recognition of revenue for such contracts
as a key audit matter due to the varied terms of the
contracts and judgement involved in identification of
contractual obligation and allocation of transaction price
to the performance obligations
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c.
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For a sample of contracts, we conducted test of details
and tested the appropriateness of amount recognized
as revenue by evaluating performance obligations and
allocation of transaction price to various performance
obligations
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Performance obligations are either satisfied over point
of time or at a point of time and revenue is accordingly
recognized.
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Sr.
No.
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Key Audit Matter
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Auditor’s Response
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2
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Evaluation of impairment of investments in three
operating subsidiaries of the Company which has
accumulated losses.
Investments (net) amounting to Rs. 5,891.91 lakhs (net
of impairment amounting to Rs. 3,467.38 lakhs) [Refer
Note 6(i) to the standalone financial statements] in the
three operating subsidiaries, which has accumulated
losses, is considered good and recoverable based on
Management's judgment.
The Management's judgment includes the valuation
methodology, estimating the forecasted revenue,
discount rate, cash flow and the growth rate used in
the projection period. Any adverse changes to these
assumptions could result into reduction in the fair value
determined, resulting in a potential impairment to be
recognized.
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Principal audit procedures performed:
Our procedures relating to the impairment of investments
included the following, among others:
a. We tested the effectiveness of internal controls over
the Company's forecasting process and investment
impairment review including controls relating to the
valuation methodology used, the completeness and
accuracy of the input data considered, including the
reasonableness of key assumptions considered in
determining the future projections and the impairment
calculations.
b. We obtained the investment valuation (as prepared
by management) and we performed the following
procedures:
i) We evaluated appropriateness of the valuation
methodology used and the reasonableness of the
key assumptions considered by the management,
such as discount rate and growth rate, in
consultation with internal fair valuation specialist, as
required, duly considering the historical accuracy of
the Company's estimates in the prior periods.
ii) Compared the actual revenues and cash flows
generated by these subsidiaries during the year as
to the projections and estimates considered in the
previous year.
We also assessed the sensitivity of the valuation to key changes
in assumptions and tested the mathematical accuracy of the
impairment model.
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We have audited the accompanying standalone financial
statements of Swelect Energy Systems Limited (the
“Company”), which comprise the Balance Sheet as at 31 March
2026, and the Statement of Profit and Loss (including Other
Comprehensive Income), the Statement of Cash Flows and the
Statement of Changes in Equity for the year ended on that date,
and notes to the financial statements, including a summary of
material accounting policies and other explanatory information.
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 prescribed under section 133 of the Act,
(“Ind AS”) and other accounting principles generally accepted
in India, of the state of affairs of the Company as at 31 March
2026, its profit and other comprehensive loss, its cash flows
and the changes in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (“SA”s) specified
under section 143(10) of the Act. Our responsibilities under
those Standards are further described in the Auditor's
Responsibility 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 made 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 obtained by us is sufficient and appropriate
to provide a basis for our audit opinion on the standalone
financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the standalone
financial statements of the current period. 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. We have
determined the matters described below to be the key audit
matters to be communicated in our report.
Information Other than the Financial Statements
and Auditor’s Report Thereon
• The Company's Board of Directors is responsible for the
other information. The other information comprises the
information included in the Directors' report, but does not
include the consolidated financial statements, standalone
financial statements and our auditor's report thereon. The
Directors' report is expected to be made available to us
after the date of this auditor's report.
• Our opinion on the standalone financial statements does
not cover the other information and will 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.
• When we read the Directors' report, if we conclude
that there is a material misstatement therein, we are
required to communicate the matter to those charged
with governance as required under SA 720 ‘The Auditor's
responsibilities Relating to Other Information'
Responsibilities of Management and Board
of Directors for the Standalone Financial
Statements
The Company's Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial
performance including other comprehensive loss, cash flows
and changes in equity of the Company in accordance with the
accounting principles generally accepted in India, including Ind
AS specified under section 133 of the Act. This responsibility
also includes maintenance of adequate accounting records
in accordance with the provisions of the Act for safeguarding
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 financial
statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management
and 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 Board of Directors
either intend to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.
The Company's Board of Directors is also responsible for
overseeing the Company's financial reporting process.
Auditor’s Responsibility for the Audit of the
Standalone Financial Statements
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 SAs
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.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
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 controls
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 whether the Company has
adequate internal financial controls with reference to
standalone financial statements in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and
related disclosures made by the management.
• Conclude on the appropriateness of 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.
Materiality is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the standalone financial statements
may be influenced. We consider quantitative materiality and
qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate
the effect of any identified misstatements in the standalone
financial statements.
We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any
significant deficiencies in internal financial controls that we
identify during our audit.
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.
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
of the current period 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.
Report on Other Legal and Regulatory
Requirements
1. As required by Section 143(3) of the Act, based on our
audit we report 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 purposes of our
audit.
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 Balance Sheet, the Statement of Profit and
Loss including Other Comprehensive Income, the
Statement of Cash Flows and Statement of Changes
in Equity dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act.
e) On the basis of the written representations received
from the directors as on 31 March 2026 taken on
record by the Board of Directors, none of the
directors is disqualified as on 31 March 2026 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 and the operating
effectiveness of such controls, refer to our separate
Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company's internal financial
controls with reference to standalone financial
statements.
g) With respect to the other matters to be included
in the Auditor's Report in accordance with the
requirements of section 197(16) of the Act, as
amended, in our opinion and to the best of our
information and according to the explanations given
to us, the remuneration paid by the Company to its
directors during the year is in accordance with the
provisions of section 197 of the Act.
h) 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 has disclosed the impact of
pending litigations on its financial position in its
standalone financial statements - Refer Note
35(a) to the standalone financial statements;
ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses.
iii. 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 42(c) to the standalone
financial statements, no funds have
been advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind
of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with
the understanding, whether recorded in
writing or otherwise, that the Intermediary
shall, directly or indirectly lend or invest
in other persons or entities identified in
any manner whatsoever by or on behalf of
the Company (“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 42(d) to the
standalone financial statements, no funds
have been received by the Company
from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with
the understanding, whether recorded in
writing or otherwise, that the Company
shall, 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.
(c) Based on the audit procedures performed
that have been considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused
us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e), as
provided under (a) and (b) above, contain
any material misstatement
v. The final dividend proposed in the previous
year, declared and paid by the Company during
the year is in accordance with section 123 of the
Act, as applicable.
As stated in note 15(a) 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. Such dividend proposed is
in accordance with section 123 of the Act, as
applicable.
vi. Based on our examination, which included test
checks, the Company has used accounting
software systems for maintaining its books of
account for the financial year ended 31 March,
2026 which have the feature of recording audit
trail (edit log) facility and the same has operated
throughout the year for all relevant transactions
recorded in the software systems.
Further, during the course of our audit we did
not come across any instance of the audit trail
feature being tampered with and the audit trail
has been preserved by the Company as per the
statutory requirements for record retention.
2. As required by the Companies (Auditor's Report) Order,
2020 (“the Order”) issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure B”
a statement on the matters specified in paragraphs 3 and
4 of the Order.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm's Registration No.117366W/W-100018)
Rekha Bai
Partner
Place: Chennai (Membership No. 214161)
Date: 21 May 2025 (UDIN: 26214161FSUFHU4137)
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