Sterlite Technologies Ltd Auditor Reports

To the Members of Sterlite Technologies Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of Sterlite Technologies Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2023, and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information.

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 accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, and total comprehensive income (comprising of profit and other comprehensive loss), changes in equity and cash flows for the year then ended.

Basis for Opinion

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 "Auditors 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 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 Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

4. Key audit matters are those matters that, in our professional judgement, 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.

Key audit matter	How our audit addressed the key audit matter
a. Recognition of revenue:	Our audit procedures included:
(Refer note 2.1(b) note 3 and note 25 to the Standalone Financial Statements)	Understood and evaluated the design and tested the operating effectiveness of key controls relating to revenue recognition.
The Company recognises revenue in accordance with Ind AS 115 "Revenue from Contracts with Customers". This involves application of significant judgements by the Management with respect to:	In respect of a sample of contracts, our procedures included, among other things:
• Combination of contracts entered into with the same customer;	• Reading of selected contracts to identify significant terms of the contracts;
• Identification of distinct performance obligations;	• Assessing appropriateness of managements significant judgements in accounting for identified contracts such as identification of performance obligation and allocation of consideration to identified performance obligation;
• Total consideration when the contract involves variable consideration;	• Evaluation of the contract terms with respect to assessment of the date of transfer of control;
• Allocation of consideration to identified performance obligations; and	• Testing of timing of recognition of revenue (including procedures related to cut off) in line with the terms of contracts;
• Recognition of revenue over a period of time or at a point in time, based on timing when control is transferred to customer.	• Testing the appropriateness of key assumptions used by the Management in making estimates for contracts where revenue is recognised over time including the appropriateness and reasonability of Managements conclusion regarding the expected delays in estimated completion of the performance obligations and possible impact on key estimates;
Further, for contracts where revenue is recognised over a period of time, the company makes estimates which impact the revenue recognition. Such estimates include, but are not limited to:	• Reading of the related contract terms and communications with the customers to assess the likelihood of availability of contractual remedies.
• costs to complete,	• Testing of journal entries for unusual/ irregular revenue transactions, if any; and
• contract risks, and	• Assessing adequacy of presentation and disclosures in the consolidated financial statements.
• liquidated damages	Based on the above procedures, we did not note any significant exceptions in the estimates and judgements applied by the Management in revenue recognition including those relating to presentation and disclosures as required by Ind AS 115.
Further for ongoing contracts, management re-assesses the above estimates at each reporting date taking into account expected delays in completion of the performance obligations, cost escalations and available contract remedies.
We focused on this area because a significant portion of the revenue generated requires management to exercise judgement and therefore could be subject to material misstatement due to fraud or error.
b. Valuation of contract assets and trade receivables - risk of credit losses	Our audit procedures included:
(Refer note 2.1 (n)(iii), note 3, note 7 and note 10 to the Standalone Financial Statements)	• Understanding and evaluating the accounting policy of the Company;
The Companys trade receivables and contract assets amount to 2,154 crores and 1,373 crores as at March_31,_2023.	• Evaluating the design and testing the operating effectiveness of the key controls on measurement of expected credit loss;
A significant portion of contract assets and trade receivables are related to the Global Services Business (GSB). GSB is into the business of fibre roll out and end to end system integration wherein revenue is recognised over time.	• Understanding the reasons for aged / overdue balances including factors like project status and contractual terms through discussions with the management, corroborating by review of correspondences with the customers and site visits as necessary and obtaining management representations where necessary;
Such contracts are long term in nature and have inherent operational and contractual risks, like difference in billing and payment milestones, customer site acceptance, retention clauses, availability of funds with customers, potential disputes, etc., resulting in delays in billing and collection and risk of recoverability.	• Assessing and challenging the appropriateness and completeness of the assumptions used by the Management in determining the expected credit loss by considering credit risk of the customer, cash collection, correspondences with the customers, etc.;
The trade receivables and contract assets for other businesses are mainly related to contracts for sale of goods and time and material contracts.	• Inquiring with the inhouse legal counsel regarding status of the disputed dues and reviewing and discussing the legal opinions obtained by the management with the external legal counsels wherever necessary;
The expected credit loss provision is measured by the management using the simplified approach as prescribed by Ind AS 109: Financial Instruments.	• Assessing and testing the appropriateness of inputs and assumptions used in the provision matrix; and
While the Company assesses the recoverability of receivable from each contract of GSB separately based on credit risk, project status, past history, latest discussion/ correspondence with the customers and legal opinions wherever applicable, the provision is estimated on an aggregate basis.	• Assessing adequacy of the disclosures in the financial statements required to be made by the Management as per the applicable Ind AS requirements;
For other businesses, a provision matrix is used to measure the lifetime expected credit losses as per the practical expedient prescribed under Ind AS 109.	Based on the above procedures performed, no significant observations were noted in managements assessment of valuation of trade receivables and contract assets.
The trade receivables and contract assets are material to the standalone financial statements and as the assessment of their recoverability requires considerable management judgement, we determined this to be a key audit matter.
c. Carrying value of investments in subsidiaries	Our audit procedures included:
(Refer note 2.1 (j), note 3, note 6 and note 8 to the Standalone Financial Statements)	• Understanding and evaluating the design and testing of operating effectiveness of key controls around managements assessment of impairment and estimation of recoverable amount of value of investments;
The carrying amount of loans to and investments in subsidiaries as of March 31, 2023 was 437 crores and 387_crores respectively.	• Evaluating the information based on which the impairment indicators are identified such as financial conditions, order in hands, market condition in which these entities operate;
The Company accounts for investments in subsidiaries at cost (less accumulated impairment if any).	• Involving our valuation experts to assist in assessing the appropriateness of valuation model, discount rate and terminal growth rate;
The management reviews the carrying value of these investments at each reporting date and assesses if there are any indicators that the investment in subsidiaries are impaired and, performs an impairment analysis on these investments by making an estimate of recoverable amount, being the higher of fair value less costs to sell and value in use.	• Evaluating the cash flow forecasts by comparing them to budgets, actual past results and our understanding of internal and external factors;
	• Testing the mathematical accuracy of the underlying calculations;
	• Testing the completeness and accuracy of the underlying data used in the assessment;
The Management has estimated the recoverable value based on the value in use approach determined using discounted forecast cash flow model requiring judgements with certain key inputs like:	• Performing sensitivity analysis and evaluating whether any reasonably foreseeable change in assumptions could lead to impairment; and
• Future cashflows,	• Assessing the adequacy of disclosures in the financial statements.
• Discount rates,	Based on the above procedures, we did not note any significant exceptions in the estimates and judgements applied by the Management in impairment assessment of investments in subsidiaries including those relating to presentation and disclosures as required by Ind AS 36.
• Terminal growth rate,
• Economic and entity specific factors incorporated in the valuation.
The Company recognised a total impairment of 4 crores for the year ended March 31, 2023 (for the year ended March_31, 2022 - 22 crores) against these investments.
We focused on this area due to significant carrying amount of the net investments in subsidiaries and the significant management judgement and estimates involved in making an estimate of the recoverable amount.

Other Information

5. The Companys 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 standalone financial statements and our auditors 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 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 financial statements

6. The Companys 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, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards 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 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.

7. In preparing the standalone financial statements, management is responsible for assessing the Companys 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 Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors responsibilities for the audit of the standalone financial statements

8. 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 auditors 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.

9. As part of an audit in accordance with SAs, we exercise professional judgement 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 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 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 management.

• Conclude on the appropriateness of managements 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors 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 auditors 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.

10. 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. 11. 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. 12. 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 auditors 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

13. As required by the Companies (Auditors Report) Order, 2020 ("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 B a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

14. 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 account as required by law have been kept by the Company so far as it appears from our examination of those books except that in respect of certain books and papers backup is not maintained in India

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive loss), the Statement of Changes in Equity and the Statement of Cash Flows 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 Accounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section_164(2) of the Act.

(f) With respect to the maintenance of accounts and other matters connected therewith, reference is made to our remarks in paragraph 14(b) above.

(g) 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".

(h) With respect to the other matters to be included in the Auditors 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 financial statements – Refer note 21 and 37 to the standalone financial statements;

ii. The Company was not required to recognise a provision as at March 31, 2023 under the applicable law or accounting standards, as it does not have any material foreseeable losses on long-term contracts. The Company did not have any long-term derivative contracts as at March 31, 2023.

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

iv. (a) _ The management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, 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, whether, 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 (Refer note 8 to the standalone financial statements);

(b) The management has represented that, to the best of its knowledge and belief, as disclosed in the notes to the accounts, 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, 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 (Refer note 18 to the standalone financial statements); and

(c) Based on such audit procedures that we 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 (a) and (b) contain any material misstatement. v. The dividend declared and paid during the year by the Company is in compliance with Section 123 of the Act. vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 (as amended), which provides for books of account to have the feature of audit trail, edit log and related matters in the accounting software used by the Company, is applicable to the Company only with effect from financial year beginning April 1, 2023, the reporting under clause (g) of Rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), is currently not applicable.

15. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.

For Price Waterhouse Chartered Accountants LLP Firm Registration Number:012754N/N500016

Neeraj Sharma

Partner

Membership Number: 108391

UDIN: 23108391BGTBUQ1530

Place: Mumbai

Date: May 17, 2023

ANNEXURE A TO INDEPENDENT AUDITORS REPORT

Referred to in paragraph 14(g) of the Independent Auditors Report of even date to the members of Sterlite Technologies Limited on the standalone financial statements for the year ended March 31, 2023

Report on the Internal Financial Controls with reference to Standalone Financial Statements under clause (i) of sub-section 3 of Section 143 of the Act

1. We have audited the internal financial controls with reference to standalone financial statements of Sterlite Technologies Limited ("the Company") as of March 31, 2023, in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

2. The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting ("the Guidance Note") issued by the Institute of Chartered Accountants of India ("ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditors Responsibility

3. Our responsibility is to express an opinion on the Companys internal financial controls with reference to standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing deemed to be prescribed under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to standalone financial statements was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements included obtaining an understanding of internal financial controls with reference to standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system with reference to standalone financial statements.

Meaning of Internal Financial Controls with reference to standalone financial statements

6. A Companys internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with reference to standalone financial statements

7. Because of the inherent limitations of internal financial controls with reference to standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to standalone financial statements to future periods are subject to the risk that the internal financial controls with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, an adequate internal financial controls system with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31, 2023, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by ICAI.

For Price Waterhouse Chartered Accountants LLP Firm Registration Number:012754N/N500016

Neeraj Sharma

Partner

Membership Number: 108391

UDIN: 23108391BGTBUQ1530

Place: Mumbai

Date: May 17, 2023

ANNEXURE B TO INDEPENDENT AUDITORS REPORT

Referred to in paragraph 13 of the Independent Auditors Report of even date to the members of Sterlite Technologies Limited on the standalone financial statements as of and for the year ended March 31, 2023

i. (a)__ (A) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of Property, Plant and Equipment.

(B) The Company is maintaining proper records showing full particulars of Intangible Assets.

(b) The Property, Plant and Equipment are physically verified by the Management according to a phased programme designed to cover all the items over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of the Property, Plant and Equipment has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification. Further, the physical verification of the cables is impractical due to the manner in which they have been installed/laid.

(c) The title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), as disclosed in note 4 to the standalone financial statements, are held in the name of the Company.

(d) The Company has chosen cost model for its Property, Plant and Equipment (including Right of Use assets) and intangible assets. Consequently, the question of our commenting on whether the revaluation is based on the valuation by a Registered Valuer, or specifying the amount of change, if the change is 10% or more in the aggregate of the net carrying value of each class of Property, Plant and Equipment (including Right of Use assets) or intangible assets does not arise.

(e) Based on the information and explanations furnished to us, no proceedings have been initiated on or are pending against the Company for holding benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended in 2016) (formerly the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)) and Rules made thereunder, and therefore the question of our commenting on whether the Company has appropriately disclosed the details in its standalone financial statements does not arise. (Also Refer note 4 to the standalone financial statements).

ii. (a)__The physical verification of inventory excluding stocks with third parties has been conducted at reasonable intervals by the Management during the year and, in our opinion, the coverage and procedure of such verification by Management is appropriate. In respect of inventory lying with third parties, these have substantially been confirmed by them. The discrepancies noticed on physical verification of inventory as compared to book records were not 10% or more in aggregate for each class of inventory.

(b) During the year, the Company has been sanctioned working capital limits in excess of 5 crores, in aggregate, from banks and financial institutions on the basis of security of current assets. The Company has filed quarterly returns or statements with such banks and financial institutions, which are not in agreement with the unaudited books of account as set out below (Also refer note 49 to the standalone financial statements).

(in crores)

Name of the Bank/ Financial Institution	Aggregate working capital limits sanctioned	Nature of Current Asset offered as Security	Quarter ended	Amount disclosed as per quarterly return/ statement (in crores)	Amount as per books of account (in crores)	Difference	Reason for difference
ICICI Bank	767		March 31, 2023
State Bank of India	755		Trade receivables and contract assets	3,532	3,527	5	The difference is on account of period end regroupings.
Yes Bank Limited	150
HDFC Bank Limited	300
Axis Bank Limited	450
IDFC First Bank Limited	275	Inventories, Trade receivables and contract assets
Indusind bank limited	335
Bank of Baroda	247
RBL Bank Limited	200
Deutsche Bank AG	275
The Federal Bank Limited	250
IDBI Bank Limited	220
Union Bank of India	110
Export-Import Bank of India	80
Citi Bank	135

iii. (a)__ The Company has made investments in one company and five mutual fund schemes, granted unsecured loans to six companies, 51 other parties and stood guarantee to one company. The aggregate amount during the year, and balance outstanding at the balance sheet date with respect to such loans or advances and guarantees or security to subsidiaries, joint ventures and associates and to parties other than subsidiaries, joint ventures and associates are as per the table given below: (in crores)

	Guarantees	Security	Loans
Aggregate amount granted/ provided during the year
- Subsidiaries	24	Nil	1,295
- Joint Ventures	Nil	Nil	Nil
- Associates	Nil	Nil	Nil
- Others	Nil	Nil	1
Balance outstanding as a balance sheet date in respect of the above case
- Subsidiaries	24	Nil	182
- Joint Ventures	Nil	Nil	Nil
- Associates	Nil	Nil	Nil
- Others	Nil	Nil	0*

(Also refer Note 8 to the standalone financial statements)

* Amount is below the rounding off norm followed by the Company

(b) In respect of the aforesaid investments, guarantees and loans, the terms and conditions under which such loans were granted, investments were made and guarantees provided are not prejudicial to the Companys interest.

(c) In respect of the aforesaid loans, the schedule of repayment of principal and payment of interest has been stipulated as repayable on demand, and the parties are repaying the principal amounts, as stipulated, and are also regular in payment of interest, as applicable.

(d) In respect of the aforesaid loans, there is no amount which is overdue for more than ninety days.

(e) There were no loans or advances in the nature of loans and which fell due during the year and were renewed or extended. Further, no fresh loans were granted to same parties to settle the existing overdue loans or advances in nature of loan. (f) Following loans were granted during the year, to related parties under Section 2(76), which are repayable on demand:

	All Parties	Promoters	Related Parties
Aggregate of loans
- Repayable on demand	1,295	Nil	1,295
- Agreement does not specify any terms or period of repayment	Nil	Nil	Nil
Percentage of loans to the total loans outstanding at the year end	295%	Nil	295%

(Also refer note 8 to the standalone financial statements)

iv. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of the loans and investments made, and guarantees and security provided by it.

v. The Company has not accepted any deposits or amounts which are deemed to be deposits referred in Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.

vi. Pursuant to the rules made by the Central Government of India, the Company is required to maintain cost records as specified under Section 148(1) of the Act in respect of its products. We have broadly reviewed the same and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.

vii. (a)__According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing the undisputed statutory dues in respect of provident fund, goods and services tax and income tax though there has been a slight delay in few cases, and is regular in depositing undisputed statutory dues, including duty of customs, cess and other material statutory dues, as applicable, with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no statutory dues of goods and services tax, provident fund, employees state insurance, sales tax and duty of excise which have not been deposited on account of any dispute. The particulars of dues of income tax and duty of customs as at March 31, 2023, which have not been deposited on account of a dispute, are as follows:

Name of the statute	Nature of dues	Amount ( In crores)	Period to which the amount relates	Forum where the dispute is pending
Customs Act, 1962	Custom Duty	67.82	2001-03	CESTAT, Mumbai
	Custom Duty	0.68	2011-16	CESTAT, Ahmedabad
	Custom Duty	1.53	2013-14	CESTAT, Mumbai
	Custom Duty	1.54	2014-19	Commissioner (Appeals), Mumbai
	Custom Duty	15.00	2002-03	Supreme Court of India
Goods and Service Tax, 2017	Goods and Service Tax	2.48	2020-21	Deputy Commissioner
	Goods and Service Tax	0.09	2017-18	Deputy Commissioner
	Goods and Service Tax	0.39	2018-19	Deputy Commissioner
Income Tax Act, 1961	Income Tax	17.46	AY 2018-19	Commissioner (Appeals)
	Income Tax	3.88	AY 2013-14, AY 2015-16	Commissioner (Appeals) – Mumbai
	Income Tax	1.20	AY 2002-03	Mumbai High Court
	Income Tax	0.07	AY 2001-02	Mumbai High Court
	Income Tax	0.43	AY 2014-15, AY 2016-17	Commissioner (Appeals) - Pune
	Income Tax	1.14	AY 2020-21	Commissioner (Appeals)
	Income Tax	0.83	AY 2021-22	Commissioner (Appeals)
	Income Tax	0.19	AY 2018-19	Commissioner (Appeals)
	Income Tax	0.33	AY 2011-12, AY 2013-14	Commissioner (Appeals) - Ahmedabad
	Income Tax	0.53	AY 2012-13	Gujarat High Court
	Income Tax	0.12	AY 2009-10, AY 2010-11	Income Tax Appellate Tribunal - Ahmedabad
	Income Tax	5.12	AY 2017-18	Additional Commissioner of Income Tax, Delhi

viii. According to the information and explanations given to us and the records of the Company examined by us, there are no transactions in the books of account that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of_account.

ix. (a)__ According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of loans or other borrowings or in the payment of interest to any lender during the year. As stated in note 37 to the standalone financial statements, the Company continues to dispute amounts aggregating 19 crores claimed by a bank in the earlier years, towards import consignments under letter of credit not accepted by the Company, owing to discrepancies in documents. Since the matter is in dispute, we are unable to determine whether there is a default in repayment of dues to the said bank.

(b) According to the information and explanations given to us and on the basis of our audit procedures, we report that the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority. (Also refer note 18 to the standalone financial statements).

(c) In our opinion, and according to the information and explanations given to us, the term loans have been applied for the purposes for which they were obtained. (Also refer note 18 to the standalone financial statements)

(d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the standalone financial statements of the Company, we report that no funds raised on short-term basis have been used for long-term purposes by the Company.

(e) According to the information and explanations given to us and on an overall examination of the standalone financial statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.

(f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

x. (a)__ The Company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, the reporting under clause 3(x)(a) of the Order is not applicable to the Company.

(b) The Company has not made any preferential allotment or private placement of shares or fully or partially or optionally convertible debentures during the year. Accordingly, the reporting under clause 3(x)(b) of the Order is not applicable to the Company.

xi. (a)__ During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company, noticed or reported during the year, nor have we been informed of any such case by the Management.

(b) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, a report under Section 143(12) of the Act, in Form ADT-4, as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 was not required to be filed with the Central Government. Accordingly, the reporting under clause 3(xi)(b) of the Order is not applicable to the Company.

(c) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, the Company has received whistle-blower complaints during the year, which have been considered by us for any bearing on our audit and reporting under this clause. xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the reporting under clause 3(xii) of the Order is not applicable to the Company. xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed in the standalone financial statements as required under Indian Accounting Standard 24 "Related Party Disclosures" under Section 133 of the Act.

xiv. (a)__In our opinion and according to the information and explanation given to us, the Company has an internal audit system commensurate with the size and nature of its business.

(b) The reports of the Internal Auditor for the period under audit have been considered by us. xv. The Company has not entered into any non-cash transactions with its directors or persons connected with him. Accordingly, the reporting on compliance with the provisions of Section 192 of the Act under clause 3(xv) of the Order is not applicable to the Company.

xvi. (a)__The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the reporting under clause 3(xvi)(a) of the Order is not applicable to the Company.

(b) The Company has not conducted non-banking financial / housing finance activities during the year. Accordingly, the reporting under clause 3(xvi)(b) of the Order is not applicable to the Company.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, the reporting under clause 3(xvi)(c) of the Order is not applicable to the Company.

(d) Based on the information and explanations provided by the management of the Company, the Group does not have any CICs, which are part of the Group. We have not, however, separately evaluated whether the information provided by the management is accurate and complete. Accordingly, the reporting under clause 3(xvi)(d) of the Order is not applicable to the Company. xvii. The Company has not incurred any cash losses in the_financial year or in the immediately preceding financial year xviii. There has been no resignation of the statutory auditors during the year and accordingly the reporting under clause

(xviii) is not applicable. xix. According to the information and explanations given to us and on the basis of the financial ratios (Also refer note 41 to the standalone financial statements), ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date will get discharged by the Company as and when they fall due.

xx. As at balance sheet date, the Company does not have any amount remaining unspent under Section 135(5) of the Act. Accordingly, reporting under clause 3(xx) of the Order is not applicable. xxi. The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of Standalone Financial Statements. Accordingly, no comment in respect of the said clause has been included in this report.

For Price Waterhouse Chartered Accountants LLP Firm Registration Number: 012754N/N500016

Neeraj Sharma

Partner

Membership Number: 10839

UDIN: 23108391BGTBUQ1530

Place: Mumbai

Date: May 17, 2023