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Company Information

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VEDANTA LTD.

23 February 2024 | 12:00

Industry >> Mining/Minerals

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ISIN No INE205A01025 BSE Code / NSE Code 500295 / VEDL Book Value (Rs.) 106.05 Face Value 1.00
Bookclosure 27/12/2023 52Week High 307 EPS 28.45 P/E 9.43
Market Cap. 99751.23 Cr. 52Week Low 208 P/BV / Div Yield (%) 2.53 / 37.82 Market Lot 1.00
Security Type Other

AUDITOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2021-03 

REPORT ON THE AUDIT OF THE STANDALONE IND AS FINANCIAL STATEMENTSOPINION

We have audited the accompanying standalone Ind AS financial statements of Vedanta Limited ("the Company”), which comprise the Balance sheet as at March 31, 2021, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone Ind AS financial statements, including a summary of significant 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 Ind AS financial statements give the information required by the Companies Act, 2013, as amended ("the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, its profit including other comprehensive income, 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 Ind AS financial statements in accordance with the Standards on Auditing (SAs), as 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 Ind AS 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 together with the ethical requirements that are relevant to our audit of the 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 Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

EMPHASIS OF MATTER

We draw attention to note 3(c)(A)(viii) of the accompanying standalone financial results which describes the uncertainty arising out of the demands that have been raised on the Company, with respect to government’s share of profit oil by the Director General of Hydrocarbons and one of the pre-conditions for the extension of the Production Sharing Contract (PSC) for the Rajasthan oil block is the settlement of these demands. While the Government has granted permission to the Company to continue operations in the block till July 31, 2021 or signing of the PSC addendum, whichever is earlier, the Company, based on external legal advice, believes it is in compliance with the necessary conditions to secure an extension of this PSC and that the demands are untenable and hence no provision is required in respect of these demands. Our opinion is not modified in respect of this matter.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone Ind AS financial statements for the financial year ended March 31, 2021. These matters were addressed in the context of our audit of the standalone Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the standalone Ind AS financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone Ind AS financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone Ind AS financial statements.

Key audit matters

How our audit addressed the key audit matter

Recoverability of carrying value of property plant and equipment at Tuticorin (as described in note 3(c)(A)(vii) of the standalone Ind AS financial statements)

As at March 31, 2021, the Company had significant

Our audit procedures included the following:-

amounts of property, plant and equipment, capital

• Assessed through an analysis of internal and external factors

work in progress, exploration intangible assets under

impacting the Company, whether there were any indicators of

development and investments being carried at cost. We focused our efforts on the Cash Generating Unit

impairment in line with Ind AS 36.

("CGU”) at Tuticorin within the copper segment; as it

• Specifically, in relation to the CGU where impairment indicators

had impairment indicators and had a total carrying value

were identified, obtained and evaluated the valuation models

of '2,144 crore.

Recoverability of property plant and equipment has

used to determine the recoverable amount by assessing the key assumptions used by the management including:

been identified as a key audit matter due to:

• The significance of the carrying value of assets

- Assessed the basis for estimating the forecasted volumes and the expected start date of the plant.

being assessed.

• The withdrawal of the Company’s licenses to

- Tested the weighted average cost of capital used for discounting

the cash flows to their present value.

operate the copper plant.

- Tested the valuation models for arithmetical accuracy.

• The fact that the assessment of the recoverable

- Engaged valuation experts to assist in performance of the above

amount of the Company’s CGUs and investments

procedures.

involves significant judgements about the future

- Assessed the implications of withdrawal of Company’s license

cash flow forecasts, start date of the plant and the

to operate the copper plant including sensitivities of key

discount rate that is applied.

assumptions. Also, read the court judgments in respect of the

The key judgements and estimates centered on the

case and external legal opinions in respect of the merits of

likely outcome of the litigations, cash flow forecasts and

the appeal filed by the Company and assessed management’s

discount rate assumptions

position through discussions with the legal counsel to determine the basis of their conclusion.

• Assessed the competence and objectivity of the experts engaged by us.

• Assessed the disclosures made by the Company in this regard.

Evaluation of Going Concern assumption of accounting

financial statements)

) (as described in note 3(c)(A)(xi) and 3(c)(A)(viii) of the standalone Ind AS

The standalone financial statements of the Company

Our procedures in relation to evaluation of going concern included the

are prepared on the going concern basis of accounting.

following:

The evaluation of the appropriateness of adoption of

• Obtained an understanding of the process followed by the

going concern assumption for preparation of these

management and tested the internal controls over the liquidity

standalone financial statements has been performed

assessment, compliance with the debt covenants and preparation

by the management of the Company because of

of the cash flow forecast, and validation of the assumptions and

uncertainties in the market conditions including future

inputs used in the model to estimate the future cash flows.

economic outlook on account of the prevailing global pandemic COVID-19 and the uncertainty around the

• Tested the inputs and assumptions used by the management in

extension of the Production Sharing Contract (PSC) of

the cash flow forecast against historical performance, budgets,

the Rajasthan oil and gas block.

economic and industry indicators, publicly available information, the

The Company has prepared a cash flow forecast for

Company’s strategic plans and benchmarking of key market related conditions.

next eighteen months from year end which involves judgement and estimation of key variables.

• Assessed key assumptions including those pertaining to revenue

The above has been considered as a key audit matter as

and the timing of significant payments in the cash flow forecast for the following eighteen months.

auditing the Company’s going concern assessment as described above is complex and involves a high degree

• Tested management’s sensitivity analysis on key assumptions like

ofjudgment to assess the reasonableness of the cash

input prices, discount rate and selling prices to determine their

flow forecasts, planned refinancing actions and other

impact on the projections of future cash flows also on any possible

assumptions used in the Company’s going concern

cash outgo for securing the extension of the Rajasthan oil and gas block.

analysis.

• Compared the details of the Company’s long-term credit facilities to the supporting documentation.

• Assessed the relationship between the parent company and the Company, including inspection of various financings agreements to examine whether the same were impacted by the affairs of the parent company. Additionally, we assessed whether there are any pre-existing arrangements between the parent and the Company to alleviate the financial difficulties of the parent.

• Assessed the disclosures made by the Company in this regard.

Key audit matters How our audit addressed the key audit matter

Recoverability of disputed trade receivables in power segment (as described in note 3(c)(B)(ii) and note 7 of the standalone Ind

AS financial statements)

As of March 31, 2021 the value of disputed receivables in Our audit procedures included the following:-

the power segment aggregated to '1,323 crore. •

Examined the underlying power purchase agreements.

Due to disagreements over the quantification or •

Examined the relevant state regulatory commission, appellate

timing of the receivable, the recovery of receivables from GRIDCO, a customer in the power segment, are

tribunal and court rulings.

subject to increased risk. Some of these balances are

Examined external legal opinions in respect of the merits of the case

also subject to litigation. These receivables include long

and assessed management’s position through discussions with the

outstanding balances as well and are also subject to counter party credit risk and hence considered as a key

management’s in-house legal team to determine the basis of their conclusion.

audit matter. •

Examined management’s assessment of recoverability of receivables.

Sought independent external lawyer confirmation from Legal Counsel representing the Company in these cases.

Assessed the competence and objectivity of the Company's experts.

Assessed the disclosures made by the Company in this regard.

Accounting and disclosure of transactions with the parent company and its affiliates (as described in note 37 of the standalone

Ind AS financial statements)

The Company has undertaken transactions with Our procedures included the following:

Vedanta Resources Limited (‘VRL’), its parent company •

Obtained and read the Company’s policies, processes and

and its affiliates pertaining to payment of brand and

procedures in respect of identification of such related parties,

management fee; and obtaining guarantees and

obtaining approval, recording and disclosure of related party

payment of commission in consideration thereof.

transactions.

Accounting and disclosure of such related party •

Tested such related party transactions and balances with the

transactions has been identified as a key audit matter

underlying contracts, confirmation letters and other supporting

due to:

documents.

• Significance of such related party transactions; •

Held discussions and obtained representations from the

• Risk of such transactions being executed without

management in relation to such transactions.

proper authorizations; •

Examined the approvals of the board and/or audit committee for

• Risk of material information relating to such

entering into these transactions.

transactions not getting disclosed in the financial •

Read the disclosures made in this regard in the financial statements

statements.

to assess whether the relevant and material information have been disclosed.

Claims and exposures relating to taxation and litigation (as described in note 3(c)(A)(viii), 3(c)(B)(i), 36(D), 42 of the standalone

Ind AS financial statements)

The Company is subject to a large number of tax and Our audit procedures included the following: -

legal disputes, including objections raised by auditors •

Obtained an understanding of the process of identification of

appointed by the Director General Hydrocarbons in

claims, litigations and contingent liabilities and identified key

the oil and gas segment, which have been disclosed /

controls in the process. For selected controls we have performed

provided for in the financial statements based on the facts and circumstances of each case.

tests of controls.

Taxation and litigation exposures have been identified

Obtained the summary of Company’s legal and tax cases and

as a key audit matter due to the complexities involved

assessed management’s position through discussions with the

in these matters, timescales involved for resolution

Legal Counsel, Head of Tax and operational management, on both

and the potential financial impact of these on the

the probability of success in significant cases, and the magnitude of

financial statements. Further, significant management

any potential loss.

judgement is involved in assessing the exposure of each

Examined external legal opinions (where considered necessary) and

case and thus a higher risk involved on adequacy of

other evidence to corroborate management’s assessment of the

provision or disclosure of such cases.

legal claims.

Assessed the competence and objectivity of the Company's experts.

Engaged tax specialists to technically appraise the tax positions taken by management with respect to local tax issues.

Assessed whether management assessment of similar cases is consistent across the divisions and obtained management’s explanations for differences, if any.

Assessed the relevant disclosures made within the financial statements to address whether they reflect the facts and circumstances of the respective tax and legal exposures and the requirements of relevant accounting standards.

Key audit matters

How our audit addressed the key audit matter

Recoverability of unutilized Minimum Alternate Tax (MAT) credits included under deferred tax assets (as described in note 3(c)

(A)(vi) and note 33 of the standalone Ind AS financial statements)

Deferred tax assets as at March 31, 2021 includes MAT

Our audit procedures included the following:-

credits of '3,701 crore relating to the Company which

• Obtained an understanding of the management’s process for

is available for utilization against future tax liabilities.

estimating the recoverability of deferred tax assets and identified

Out of the same, '340 crore is expected to be utilized in

key controls in the process. For selected controls we have

the fourteenth year, fifteen years being the maximum permissible time period to utilize the same.

performed tests of controls.

• Obtained and analysed the future projections of taxable profits

The analysis of the recoverability of deferred tax assets

estimated by management, assessed key assumptions used,

has been identified as a key audit matter because the

including the analysis of the consistency of the actual results

assessment process involves judgement regarding the

obtained by the various segments with those projected in the

future profitability and the likelihood of the realization of

previous year. We further obtained evidence of the approval of the

these assets, in particular whether there will be taxable

budgeted results included in the current year's projections and the

profits in future periods that support the recognition of these assets. This requires assumptions regarding

future cash flow projections.

future profitability, which is inherently uncertain.

• Tested the computation of MAT credits recognized as deferred tax assets.

We have determined that there are no other key audit matters to communicate 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 Annual report, 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 such other information is materially inconsistent with the financial statements or our knowledge obtained in the 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 IND AS 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 Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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 Ind AS 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 Ind AS financial statements, management is 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are also responsible for overseeing the Company’s financial reporting process.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE IND AS FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the standalone Ind AS 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 Ind AS financial statements.

(e) On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) The matter described in Qualified opinion paragraph in "Annexure 2” to this report, in our opinion, may have an adverse effect on the functioning of the Company;

(g) With respect to the adequacy of the internal financial controls over financial reporting of the Company

with reference to these standalone Ind AS financial statements and the operating effectiveness of such controls, refer to our separate Report in "Annexure 2” to this report;

(h) In our opinion, the managerial remuneration for the year ended March 31, 2021 has been paid/ provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(i) 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

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 Ind AS 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 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 whether the Company has adequate internal financial controls with reference to 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 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 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 Ind AS financial statements, including the disclosures, and whether the standalone Ind AS financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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 control 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 Ind AS financial statements for the financial year ended March 31, 2021 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

We did not audit the financial statements and other financial information, in respect of an unincorporated joint venture not operated by the Company, whose Ind AS financial statements include total assets of '115 crore as at March 31, 2021. The Ind AS financial statements and other financial information of the said unincorporated joint venture not operated by the Company have not been audited and such unaudited financial statements and other unaudited financial information have been furnished to us by the management and our report on the Ind AS financial statements of the Company, in so far as it relates to the amounts and disclosures included in respect of the said unincorporated joint venture, is based solely on such unaudited information furnished to us by the management. In our opinion and according to the information and explanations given to us by the Management, these financial statements and other financial information ofjoint venture, is not material to the Company. Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order”), issued by the Central Government

of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act, 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 accounts 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 the Statement of Other Comprehensive Income, the Cash Flow Statement 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 Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, 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 Ind AS financial statements - Refer Note 3(c)(A)(viii), 36(D), 42 to the standalone Ind AS financial statements;

ii. The Company did not have any material foreseeable losses in long-term contracts including derivative contracts during the year ended March 31, 2021;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

For S.R. Batliboi & Co. LLP

Chartered Accountants ICAI Firm Registration Number: 301003E/E300005

per Sudhir Soni

Partner

Place: Mumbai Membership Number: 41870

Date: 13 May 2021 UDIN: 21041870AAAAAP3965