ಅಡಿಟರ್ಸ್ ರಿಪೋರ್ಟ್Bluspring Enterprises Ltd.
Bluspring Enterprises Limited Report on the Audit of the Standalone Financial Statements
We have audited the accompanying standalone financial statements of Bluspring Enterprises Limited (the âCompanyâ), which comprise the Balance Sheet as at March 31, 2026, and the Statement of Profit and Loss (including Other Comprehensive Loss), 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 âActâ) 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, (âInd ASâ) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, its profit and other comprehensive loss, and its cash flows and the changes in equity for the year ended on that date.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing
(âSAâs) specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditorâs 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 (âICAIâ) 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 ICAIâs 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 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 AUDITORâS REPORT THEREON
⢠The Companyâs Board of Directors is responsible for the other information. The other information comprises the Boardâs Report, Annexures to the Boardâs Report, Management discussion and analysis, and Report on Corporate Governance but does not include the consolidated financial statements, standalone financial statements and our auditorâs report thereon. The Boardâs Report is expected to be made available to us after the date of this auditorâs report.
⢠Our opinion on the standalone financial statements does not cover the other information and will not express any form of assurance conclusion thereon.
⢠I n 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 Boardâs Report, Annexures to the Boardâs Report, Management discussion and analysis, and Report on Corporate Governance, 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 âThe Auditorâs responsibilities Relating to Other Informationâ.
RESPONSIBILITIES OF MANAGEMENT AND BOARD OF DIRECTORS FOR THE STANDALONE FINANCIAL STATEMENTS
The Companyâs 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 and cash flows and changes in equity of the 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
Companyâs 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 Companyâs Board of Directors is also responsible for overseeing the Companyâs financial reporting process.
AUDITORâS 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 auditorâs 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:
⢠I dentify 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 managementâs 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 Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs 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 auditorâs 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 auditorâs 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.
The Comparative information for the period ended March 31, 2025, include the financial information of the Transferred Businesses 2 of Quess Corp Limited (Refer Note 41 to the standalone financial statements) for the period February 11, 2024, to March 31, 2025. This financial information of the Transferred Businesses 2 for the period February 11,2024, to March 31,2025, has been extracted by the Management from the financial information of Quess Corp Limited for the financial year ended March 31,2025, which were audited by us.
Our opinion on the standalone financial statements and our report on Other Legal and Regulatory Requirements below is not modified in respect of these matters.
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, except for (a) not keeping backup on a daily basis of such books of account maintained in electronic mode in a server physically located in India (Refer Note 48(i) to the standalone financial statements) and (b) not complying with the requirement of audit trail as stated in (i)(vi) below (Refer Note 48(ii) to the standalone financial statements).
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Loss, 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) I n 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 March 31, 2026, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2026, from being appointed as a director in terms of Section 164(2) of the Act.
f) The modification relating to the maintenance of accounts and other matters connected therewith, is as stated in paragraph (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 âAnnexure Aâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls with reference to standalone financial statements.
h) With respect to the other matters to be included in the Auditorâs 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.
i) With respect to the other matters to be included in the Auditorâs 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 36 to the standalone financial statements.
i i. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
i ii. There were no amounts which were 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 the Note 47(i) 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 or entities, including foreign entities (âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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 the Note 47(ii) to the standalone financial statements, no funds have been received by the Company from any person or entities, including foreign entities (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) 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 Company has not declared or paid any dividend during the year and has not proposed final dividend for the year.
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 March 31, 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, except for the instances mentioned below (Refer Note 48(ii) to the standalone financial statements):
⢠In respect of one accounting software, audit trail feature was not enabled at certain tables and database level to log any direct changes till June 27, 2025.
⢠In respect of another accounting software, used for maintaining attendance module, audit trail feature was not enabled throughout the year.
⢠In respect of another accounting software, for maintaining the books of account in respect of procurement process, audit trail feature was not enabled at the database level to log any direct data changes.
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.
Additionally, the audit trail that was enabled and operated, has been preserved by the Company as per the statutory requirements for record retention.
2. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure Bâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
For DELOITTE HASKINS & SELLS Chartered Accountants (Firmâs Registration No.008072S)
Madhavi Kalva
Partner
Membership No. 213550 UDIN:26213550NDKJUB9445 Place: Bengaluru Date: May 19, 2026
We have audited the accompanying standalone financial
statements of Bluspring Enterprises Limited (the âCompanyâ),
which comprise the Balance Sheet as at 31 March 2025, 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 period 11 February 2024 (âDate of
Incorporationâ) to 31 March 2025 (âFinancial yearâ), 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 âActâ) 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, (âInd ASâ) and other
accounting principles generally accepted in India, of the state of
affairs of the Company as at 31 March 2025, and its loss, total
comprehensive loss, its cash flows and the changes in equity
for the financial year ended on that date.
BASIS FOR OPINION
We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (âSAâs) specified
under section 143(10) of the Act. Our responsibilities under
those Standards are further described in the Auditorâs
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 (âICAIâ) 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 ICAIâs 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.
EMPHASIS OF MATTER
We draw attention to Note 41 to the standalone financial
statements in respect of Composite Scheme of Arrangement
amongst the Bluspring Enterprises Limited (âResultant Company
2â/âthe Companyâ), Digitide Solutions Limited (âResultant
Company 1â) and Quess Corp Limited (âDemerged Companyâ)
and their respective shareholders and creditors (âthe Schemeâ),
from the appointed date of 1 April 2024, as approved by the
Honâble National Company Law Tribunal, Bengaluru Bench by an
Order dated 17 March 2025. Consequently, upon the Scheme
becoming effective, the standalone financial statements have
been prepared after giving effect to the aforesaid acquisition
of the Transferred Businesses 2 from the date of incorporation
of the Company (i.e. 11 February 2024).
Our opinion is not modified in respect of this matter.
KEY AUDIT MATTER
Key audit matter is a matter that, in our professional judgment,
was of most significance in our audit of the standalone financial
statements of the current period. This matter was 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 this matter. We have determined
the matter described below to be the key audit matter to be
communicated in our report.
|
Key Audit Matter |
Auditorâs Response |
|
Revenue recognition: |
Principal audit procedures performed: |
|
The Company derives revenue primarily from facility |
Our audit approach was a combination of test of controls and ⢠Tested the effectiveness of controls relating to accuracy and |
|
invoicing cycle is on contractual pre-determined dates and |
⢠For a sample of contracts, |
|
recognized as receivables based on customer acceptances |
o tested revenue recognition by agreeing key terms used |
|
Revenue for the post billing period is recognized as unbilled |
and confirmation received from customers for efforts |
|
revenues. Unbilled revenues are invoiced subsequent to the |
incurred/resources deployed. |
|
year-end based on customer acceptances. |
o tested unbilled revenues with subsequent invoicing |
|
We considered recording of unbilled revenues as a key |
based on customer acceptances or internal records, if |
|
audit matter as there is a significant judgement applied by |
customer acceptances are not available. |
|
Refer Note 2.21 and 24 to the standalone financial statements. |
INFORMATION OTHER THAN THE FINANCIAL
STATEMENTS AND AUDITORâS REPORT
THEREON
⢠The Companyâs Board of Directors is responsible for
the other information. The other information comprises
the Boardâs Report, Annexures to the Boardâs Report,
Management discussion and analysis, and Report
on Corporate Governance but does not include the
consolidated financial statements, standalone financial
statements and our auditorâs report thereon. These are
expected to be made available to us after the date of this
auditorâs report.
⢠Our opinion on the standalone financial statements does
not cover the other information and will not express any
form of assurance conclusion thereon.
⢠I n 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 Boardâs Report, Annexures to the
Boardâs Report, Management discussion and analysis,
and Report on Corporate Governance, 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 âThe Auditorâs
responsibilities Relating to Other Informationâ.
RESPONSIBILITIES OF MANAGEMENT AND
BOARD OF DIRECTORS FOR THE STANDALONE
FINANCIAL STATEMENTS
The Companyâs 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
Companyâs 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 Companyâs Board of Directors is also responsible for
overseeing the Companyâs financial reporting process.
AUDITORâS 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 auditorâs 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:
⢠I dentify 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 managementâs 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 Companyâs ability to continue as
a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditorâs
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 auditorâs
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 the matter that were of most
significance in the audit of the standalone financial statements
of the current period and are therefore the key audit matter.
We describe this matter in our auditorâs 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
The standalone financial statements include the financial
information of the Transferred Businesses 2 of Quess Corp
Limited (Refer note 41 of the standalone financial statements) for
the period 11 February 2024 to 31 March 2024. This financial
information of the Transferred Businesses 2 for the period 11
February 2024 to 31 March 2024 has been extracted by the
Management from the financial information of Quess Corp
Limited for the financial year ended 31 March 2024, which
were audited by us.
Our opinion on the standalone financial statements and our
report on Other Legal and Regulatory Requirements below is
not modified in respect of these matter.
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, except for (a) not keeping backup on a
daily basis of one application maintained in electronic
mode in a server physically located in India (Refer
Note 47 to the standalone financial statements)
and (b) not complying with the requirements of
audit trail as stated in (i)(vi) below, 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 Loss), 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) I n 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 2025 taken
on record by the Board of Directors, none of the
directors is disqualified as on 31 March 2025 from
being appointed as a director in terms of Section
164(2) of the Act.
f ) The observations relating to the maintenance of
accounts and other matters connected therewith,
are as stated in paragraph (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 âAnnexure Aâ. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Companyâs internal financial
controls with reference to standalone financial
statements.
h) With respect to the other matters to be included in the
Auditorâs 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 financial year is in accordance with the
provisions of Section 197 of the Act.
i ) With respect to the other matters to be included in
the Auditorâs 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 36
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.
I ii. There were no amounts which are 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 the note 46 (a) 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 persons or entities, including
foreign entities (âIntermediariesâ), 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 (âUltimate Beneficiariesâ)
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 the note 46 (b)
to the financial statements, no funds
have been received by the Company
from any persons or entities, including
foreign entities (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) 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 1 1(e), as
provided under (a) and (b) above, contain
any material misstatement.
v. The company has not declared or paid any
dividend during the financial year and has not
proposed final dividend for the financial year.
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 31st March,
2025 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, except for
the instances noted below (Refer note 47 to the
standalone financial statements):
⢠In respect of one accounting software,
audit trail feature was not enabled at
certain tables and database level to log
any direct data changes.
⢠The Company has used two other
accounting softwares, which is operated
by a third-party software provider, for
maintaining the books of account in
respect of financial reporting and payroll
processes. In the absence of coverage
of audit trail requirement at the database
level in the System and Organisation
Controls (SOC 1) Type 2 Report, we are
unable to comment whether audit trail
feature of the said softwares was enabled
at the database level and operated
throughout the year for all relevant
transactions recorded in the softwares.
Further, during the course of our audit, we did
not come across any instance of the audit trail
feature being tampered with, in respect of said
accounting software for the period for which the
audit trail feature was enabled and operating.
Additionally, reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014,
relating to the preservation of audit trail as
per statutory record retention requirements, is
not applicable, as these are the first financial
statements of the Company.
2. As required by the Companies (Auditorâs Report) Order,
2020 (âthe Orderâ) issued by the Central Government in
terms of Section 143(11) of the Act, we give in âAnnexure
Bâ a statement on the matters specified in paragraphs 3
and 4 of the Order.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Firmâs Registration No.008072S)
Gurvinder Singh
Partner
Place: Bengaluru Membership No. 110128
Date: 23 June 2025 UDIN:25110128BMHZVB8321
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