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Auditor Report of Prestige Estates Projects Ltd.

Mar 31, 2023

Prestige Estates Projects Limited

Report on the Audit of the Standalone Financial Statements OPINION

We have audited the accompanying standalone financial statements of Prestige Estates Projects Limited ("the Companyâ), which comprise the Balance sheet as at March 31, 2023, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and notes to the standalone 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 financial statements give the information required by the Companies Act, 2013, as amended ("the Actâ) 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, 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 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 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 financial statements.

EMPHASIS OF MATTER

We draw attention to Note 55(a) to the standalone financial statements, where in it is stated, that the Company has gross receivables of '' 923 million from a land owner, against whom winding up petitions has been ordered by the Hon'' ble High Court of Judicature. Pending resolution of litigation against the land owner, these receivables are classified as recoverable by the Company based on rights under a Joint Development Agreement. Our opinion is not modified in respect of above 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 financial statements for the financial year ended March 31, 2023. 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. 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 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 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 financial statements.

Key audit matters

How our audit addressed the key audit matter

Revenue recognition from Contract with Customers (as described in note 2.6, 32 and 53 of the standalone financial statements)

In accordance with the requirements of Ind AS 115, Company''s revenue from sale of real estate inventory property (other than projects executed through joint development arrangements described below), is recognised at a point in time, which is upon the Company satisfying its performance obligation and the customer obtaining control of the promised asset.

Our audit procedures included, among others, the following:

â¢ We read the accounting policy for revenue recognition of the Company and assessed compliance of the policy in terms of principles enunciated under Ind AS 115.

â¢ We, on a sample basis inspected the underlying customer contracts and assessed the management evaluation of

Key audit matters	How our audit addressed the key audit matter
For revenue contract forming part of joint development	determining revenue recognition from sale of real estate
arrangements (''JDA'') that are not jointly controlled	inventory property at a point in time in accordance with the
operations, the revenue from the development	requirements under Ind AS 115.
and transfer of constructed area/ revenue sharing	â¢ We understood and tested management process and controls
arrangement and the corresponding land/ development	around transfer of control in case of sale of real estate inventory
rights received under JDA is measured at the fair value of	property and further controls related to determination of
the estimated construction service rendered to the land	fair value of estimated construction service rendered to the
owner. Such revenue is recognised over a period of time	landowner in relation to projects executed through JDA.
in accordance with the requirements of Ind AS 115.	â¢ We, on a sample basis inspected the sale deed and handover
For contracts involving sale of real estate inventory	documents, evidencing the transfer of control of the property
property, the Company receives the consideration in	to the customer based on which revenue is recognised at a
accordance with the terms of the contract in proportion	point in time.
of the percentage of completion of such real estate	â¢ We on a sample basis inspected the underlying customer
project and represents payments made by customers	contracts to determine, whether the contracts with customers
to secure performance obligation of the Company under the contract enforceable by customers. The assessment	involved any financing element.
of such consideration received from customers involves	â¢ We assessed the disclosures made in accordance with the
significant judgment in determining if the contracts with	requirements of Ind AS 115.
customers involves any financing element.	For projects executed during the year through JDA, on a sample
Ind AS 115 requires significant judgment in determining	basis:
when ''control'' of the property underlying the performance	â¢ We obtained and examined the computation of the fair value
obligation is transferred to the customer. Further, for	of the construction service under JDA.
projects executed through JDA, significant estimate	â¢ We obtained the joint development agreements entered into
is undertaken by management for determining the fair	by the Company and compared the ratio of constructed area/
value of the estimated construction service.	revenue sharing arrangement between the Company and the
As the revenue recognition involves significant estimates	landowner as mentioned in the agreement to the computation
and judgement, we regard this as a key audit matter.	statement prepared by the management. â¢ We compared the fair value of the estimated construction service, to the project cost estimates and mark up considered by the management. â¢ We assessed the disclosures made in accordance with the requirements of Ind AS 115.
Assessing the recoverability of carrying value of Investment property and investment properties under construction (as described in note 2.14, 2.15, 2.17, 5 and 6 of the standalone financial statements)
As at March 31,2023, the carrying value of the Investment	Our audit procedures included, among others, the following:
property is '' 15,758 million (including properties under construction - '' 174 million). The carrying value of the investment property is calculated using land costs, construction costs, interest costs and other related costs. The Company reviews on a periodical basis whether there are any indicators of impairment of such investment properties,	â¢ We assessed the Company''s valuation methodology and assumptions based on current economic and market conditions, applied in determining the recoverable amount. â¢ We obtained and read the valuation report used by the Company''s management for determining the fair value (''recoverable amount'') of the investment property. â¢ We considered the independence, competence and objectivity
i.e., ensuring that its investment properties are carried at	of the external specialist involved by the management in
no more than their recoverable amount.	determination of valuation.
We considered the assessment of carrying value of	â¢ We assessed the Company''s valuation methodology applied
Investment property as a key audit matter due to	and compared key property related data used as input with
significance of the balance and significant estimates and judgement involved in impairment assessment.	historical actual data.

Key audit matters	How our audit addressed the key audit matter
	â¢ We assessed the key assumptions used in Company''s valuation methodology including but not limited to discount rates, cashflows, etc. â¢ We compared the recoverable amount of the investment property to the carrying value in books. â¢ We assessed the disclosures made in the financial statements in this regard.
Assessing the recoverability of carrying value of Inventory (including advances paid towards land procurement) and
Refundable deposits paid under JDA (as described in note 2.7, 2.18, 2.20, 10, 13, 19 and 20 of the standalone financial statements)
As at March 31, 2023, the carrying value of inventory	Our audit procedures included, among others, the following:
comprising of Work in progress and Stock of units in	â¢ We evaluated the design and operation of internal controls
completed projects is '' 53,429 million. The inventory	related to testing recoverable amounts with carrying amount
is valued at the lower of the cost and net realisable	of inventory and advances, including evaluating management
value ("NRVâ). The determination of the NRV involves	processes for estimating future costs to complete projects.
estimates based on prevailing market conditions and	â¢ We assessed the Company''s methodology based on current
taking into account the estimated future selling price,	economic and market conditions, applied in assessing the
cost to complete projects and selling costs.	carrying value.
As at March 31, 2023, the carrying value of land advance is '' 425 million and refundable deposits is	â¢ We obtained and tested the computation involved in assessment of carrying value including the NRV/ net
'' 2,188 million. Advances paid by the Company to the landowner/ intermediary towards outright purchase of	recoverable value.
land is recognised as land advance under other assets	â¢ We made inquiries with management to understand
during the course of transferring the legal title to the	key assumptions used in determination of the NRV/ net
Company, whereupon it is transferred to land stock under	recoverable value.
inventories. For land acquired under joint development	For inventory balance:
agreement, the Company has paid Refundable deposits	â¢ We compared the total projected budgeted cost to the total
for acquiring the development rights.	budgeted sale value from the project.
The aforesaid deposits and advances are carried at the	â¢ We compared the NRV to recent sales in the project or to the
lower of the amount paid/ payable and net recoverable	estimated selling price, applied in assessing the NRV.
value, which is based on the management''s assessment including the expected date of commencement and completion of the project and the estimate of sale prices	â¢ We compared the NRV to the carrying value in books. For land advance/ refundable deposits:
and construction costs of the project. We identified the assessment of the carrying value of inventory and land advances/ deposits as a key	â¢ We obtained and assessed the management assumptions based on current economic and market conditions, relating to launch of the project, development plan and future sales.
audit matter due to the significance of the balance to	â¢ We obtained status update from the management and verified
the standalone financial statements as a whole and	the underlying documents for related developments in respect
the involvement of estimates and judgement in the	of the land acquisition and expected realization of deposit
assessment.	amount. â¢ We carried out external confirmation procedures on sample basis to obtain evidence supporting the carrying value of land advance and refundable deposits on sample basis.

Key audit matters	How our audit addressed the key audit matter
Assessing impairment of Investments and loans and advances made by the Company in subsidiaries, joint ventures and
associates (as described in note 2.20, 8, 9, 14 and 18 of the standalone financial statements)
As at March 31,2023, the carrying values of Company''s	Our procedures in assessing the management''s judgement for the
investment in subsidiaries, joint ventures and associates	impairment assessment included, among others, the following:
amounted to '' 16,238 million. Further, the Company has	â¢ We examined the management assessment in determining
granted loans and advances to its subsidiaries, joint	whether any impairment indicators exist.
ventures and associates amounting to ''46,002 million as at March 31, 2023.	As regards investments made: â¢ We assessed the Company''s valuation methodology and
Management reviews regularly whether there are any	assumptions based on current economic and market
indicators of impairment of the investments and loans and advances by reference to the requirements under	conditions, applied in determining the recoverable amount.
Ind AS.	â¢ We obtained and read valuation report of underlying property of the investee entity, if any, basis which the management had
For cases where impairment indicators exist, management estimated the recoverable amounts of	determined the recoverable amount.
the investments, being higher of fair value less costs	â¢ We considered the independence, competence and objectivity
of disposal and value in use. Significant judgements	of the external specialist involved by the management, if any,
are required to determine the key assumptions used in	in determination of valuation.
determination of fair value/ value in use.	â¢ We compared the recoverable amount of the investment to the
We focused our effort on those cases with impairment	carrying value in books as at March 31,2023.
indicators. As the impairment assessment involves	â¢ We assessed the disclosures made in the standalone financial
significant assumptions and judgement, we regard this	statements regarding such investments.
as a key audit matter.	As regards loans and advances granted: â¢ We obtained and considered management evaluation based on current economic and market conditions, applied in determining the recoverability of loans and advances granted to its subsidiaries, joint ventures and associates. â¢ We assessed the financial condition of entities to whom loans and advances were granted by obtaining the most recent audited financial statements of such entities. â¢ We performed inquiries with management on the project status and future business plan of entities to whom loans and advances were granted to evaluate their recoverability. â¢ We assessed the disclosures made in the standalone financial statements regarding such loans and advances.

OTHER INFORMATION

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. The Annual report is expected to be made available to us after the date of this auditor''s report. Our opinion on the standalone financial statements does not cover the other information and 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 standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE FINANCIAL STATEMENTS

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive

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 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 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 FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

â¢ 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.

â¢ 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.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

â¢ 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.

â¢ 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.

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.

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 as regards Company''s net share in profits of partnership firm/ limited liability partnership investments (post tax) amounting to '' 903 million as at March 31, 2023. These Ind AS financial statements and other financial information of the said partnership firm/ limited liability partnership investments have been audited by other auditors, whose financial statements, other financial information and auditor''s reports have been furnished to us by the management. Our opinion on the standalone financial statements, in so far as it relates to the amounts and disclosures included in respect of these partnership firm/ limited liability partnership investments and our report in terms of sub-sections (3) of Section 143 of the Act, in so far as it relates to the aforesaid Companies share of profits of partnership firm/ limited liability partnership investments, is based solely on the reports of such other auditors. 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, 2020 ("the Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure 1â 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 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 the Statement of Other Comprehensive Income, the Statement of Cash Flow and Statement of Changes in Equity dealt

with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from the directors 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 adequacy of the internal financial controls with reference to standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in "Annexure 2â to this report;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2023 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;

(h) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 41 and Note 55 to the standalone financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on longterm contracts including derivative contracts - Refer Note 31 to the standalone financial statements;

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

iv. a) The management has represented that,

to the best of its knowledge and belief, other than as disclosed in the Note 54 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or

kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediariesâ), 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 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, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Partiesâ), 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 Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such 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 (a) and (b) contain any material misstatement.

v. The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.

As stated in Note 22.5 to the standalone financial statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only w.e.f. April 1,2023, reporting under this clause is not applicable.

For S.R. Batliboi & Associates LLP

Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567 UDIN: 23209567BGXVZN7272

Place of Signature: Bengaluru, India Date: May 30, 2023

Mar 31, 2022

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Opinion

We have audited the accompanying standalone financial statements of Prestige Estates Projects Limited (âthe Companyâ), which comprise the Balance sheet as at March 31, 2022, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and notes to the standalone 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 financial statements give the information required by the Companies Act, 2013, as amended (âthe Actâ) 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, 2022, 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 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 âAuditorâs Responsibilities for the Audit of the Standalone Financial Statementsâ section of our report. We are independent of the Company in accordance with the âCode of Ethicsâ 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 financial statements.

Emphasis of Matter

(a) We draw attention to Note 56 (a) to the Standalone financial statements, where in it is stated, that the Company has gross receivables of C 923 million from a

land owner, against whom winding up petitions has been ordered by the Honâble High Court of Judicature. Pending resolution of litigation against the land owner, these receivables are classified as recoverable by the Company based on rights under a Joint Development Agreement.

(b) We draw attention to Note 56 (b) to the Standalone financial statements, in connection with legal proceedings pertaining to an ongoing project in the Company. Pending resolution of the legal proceedings, the underlying inventory is classified as good and recoverable by the Company.

(c) We draw attention to Note 57 to the Standalone financial statements for the year ended March 31, 2022, which describes the managementâs evaluation of COVID-19 impact on the future business operations and future cash flows of the Company and its consequential effects on the carrying value of its assets as at March 31, 2022. In view of the uncertain economic conditions, the managementâs evaluation of the impact on the subsequent periods is highly dependent upon conditions as they evolve.

Our opinion is not modified in respect of above matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the financial year ended March 31, 2022. 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. 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 Auditorâs responsibilities for the audit of the standalone 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 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 financial statements.

Key audit matters How our audit addressed the key audit matter
Revenue recognition from Contract with Customers (as described in note 2.6, 33 and 54 of the standalone financial statements)
In accordance with the requirements of Ind AS 115, Our audit procedures included, among others, the following:
Company''s revenue from sale of real estate inventory .	We read the accounting policy for revenue recognition of the Company and
property (other than projects executed through joint	assessed compliance of the policy in terms of principles enunciated under Ind
development arrangements described below), is	AS 115.
recognised at a point in time, which is upon the Company satisfying its performance obligation and the customer * obtaining control of the promised asset.	We, on a sample basis inspected the underlying customer contracts and assessed the management evaluation of determining revenue recognition from sale of real estate inventory property at a point in time in accordance with the
For revenue contract forming part of joint development arrangements (âJDA'') that are not jointly controlled	requirements under Ind AS 115.
operations, the revenue from the development and *	We understood and tested management process and controls around transfer
transfer of constructed area/ revenue sharing arrangement	of control in case of sale of real estate inventory property and further controls
and the corresponding land/ development rights received	related to determination of fair value of estimated construction service
under JDA is measured at the fair value of the estimated	rendered to the landowner in relation to projects executed through JDA.
construction service rendered to the land owner. Such â¢	We, on a sample basis inspected the sale deed and handover documents,
revenue is recognised over a period of time in accordance	evidencing the transfer of control of the property to the customer based on
with the requirements of Ind AS 115.	which revenue is recognised at a point in time.
For contracts involving sale of real estate inventory â¢	We on a sample basis inspected the underlying customer contracts to determine,
property, the Company receives the consideration in	whether the contracts with customers involved any financing element.
accordance with the terms of the contract in proportion .	We assessed the disclosures made in accordance with the requirements of Ind
of the percentage of completion of such real estate	AS 115.
project and represents payments made by customers to For projects executed during the year through JDA, on a sample basis: secure performance obligation of the Company under
the contract enforceable by customers. The assessment â¢	We obtained and examined the computation of the fair value of the construction
of such consideration received from customers involves	service under JDA
significant judgment in determining if the contracts with *	We obtained the joint development agreements entered into by the Company
customers involves any financing element.	and compared the ratio of constructed area/ revenue sharing arrangement
Ind AS 115 requires significant judgment in determining	between the Company and the landowner as mentioned in the agreement to
when âcontrol'' of the property underlying the performance	the computation statement prepared by the management.
obligation is transferred to the customer. Further, for .	We compared the fair value of the estimated construction service, to the project
projects executed through JDA, significant estimate is	cost estimates and mark up considered by the management.
undertaken by management for determining the fair value of the estimated construction service.	We assessed the disclosures made in accordance with the requirements of Ind AS 115.
As the revenue recognition involves significant estimates and judgement, we regard this as a key audit matter.
Assessing the recoverability of carrying value of Investment property and investment properties under construction (as described in note 2.14, 2.15, 2.17, 6, 7 and 57 of the standalone financial statements)
As at March 31, 2022, the carrying value of the Investment Our audit procedures included, among others, the following:
property is C 13,138 million (including properties under . construction - C 3,515 million). The carrying value of the investment property is calculated using land costs, construction costs, interest costs and other related costs.	We assessed the Company''s valuation methodology and assumptions based on current economic and market conditions including effects of COVID-19 pandemic, applied in determining the recoverable amount.
The Company reviews on a periodical basis whether there *	We obtained and read the valuation report used by the Company''s management
are any indicators of impairment of such investment	for determining the fair value (recoverable amount'') of the investment property.
properties, *	We considered the independence, competence and objectivity of the external
i.e. ensuring that its investment properties are carried at	specialist involved by the management in determination of valuation.
no more than their recoverable amount. *	We assessed the Company''s valuation methodology applied and compared key
We considered the assessment of carrying value of	property related data used as input with historical actual data.
Investment property as a key audit matter due to *	We assessed the key assumptions used in Company''s valuation methodology
significance of the balance and significant estimates and	including but not limited to discount rates, cashflows, etc.
judgement involved in impairment assessment. _*	We compared the recoverable amount of the investment property to the carrying value in books.
*	We assessed the disclosures made in the financial statements in this regard.

Key audit matters	How our audit addressed the key audit matter
Assessing the recoverability of carrying value of Inventory (including advances paid towards land procurement) and Refundable deposit paid under JDA (as described in note 2.7, 2.18, 2.20, 11, 14, 20, 21 and 57 of the standalone financial statements)
As at March 31, 2022, the carrying value of inventory	Our audit procedures included, among others, the following:
comprising of Work in progress and Stock of units in	â¢	We evaluated the design and operation of internal controls related to testing
completed projects is C 54,299 million. The inventory is valued at the lower of the cost and net realisable value (âNRVâ). The determination of the NRV involves estimates based on prevailing market conditions and taking into account the estimated future selling price, cost to complete projects and selling costs.	â¢	recoverable amounts with carrying amount of inventory and advances, including evaluating management processes for estimating future costs to complete projects.
	â¢	We assessed the Company''s methodology based on current economic and market conditions including effects of COVID-19 pandemic, applied in assessing the carrying value.
As at March 31, 2022, the carrying value of land
advance is C 3,439 million and refundable deposit is	â¢	We obtained and tested the computation involved in assessment of carrying
C 4,279 million. Advances paid by the Company to the		value including the NRV/ net recoverable value.
landowner/ intermediary towards outright purchase of	â¢	We made inquiries with management to understand key assumptions used in
land is recognised as land advance under other assets		determination of the NRV/ net recoverable value.
during the course of transferring the legal title to the	For inventory balance:
Company, whereupon it is transferred to land stock under inventories. For land acquired under joint development agreement, the Company has paid Refundable deposits	â¢	We compared the total projected budgeted cost to the total budgeted sale value from the project.
for acquiring the development rights.	â¢	We compared the NRV to recent sales in the project or to the estimated selling
The aforesaid deposits and advances are carried at the		price including effects of COVID-19 pandemic, applied in assessing the NRV
lower of the amount paid/ payable and net recoverable	â¢	We compared the NRV to the carrying value in books.
value, which is based on the management''s assessment	For land advance/ refundable deposits:
including the expected date of commencement and	_â¢	We obtained and assessed the management assumptions based on current
completion of the project and the estimate of sale prices		economic and market conditions including effects of COVID-19 pandemic,
and construction costs of the project.		relating to launch of the project, development plan and future sales.
We identified the assessment of the carrying value of inventory and land advances/ deposits as a key audit matter due to the significance of the balance to the standalone	â¢	We obtained status update from the management and verified the underlying documents for related developments in respect of the land acquisition and
financial statements as a whole and the involvement of		expected realization of deposit amount.
estimates and judgement in the assessment.		We carried out external confirmation procedures on sample basis to obtain evidence supporting the carrying value of land advance and refundable deposits on sample basis.

Assessing impairment of Investments and loans and advances made by the Company in subsidiaries, joint ventures and associated Companies (as described in note 2.20, 9, 10, 19 and 57 of the standalone financial statements)
As at March 31, 2022, the carrying values of Company''s	Our procedures in assessing the management''s judgement for the impairment
investment in subsidiaries, joint ventures and associated	assessment included, among others, the following:
Companies amounted to C 15,652 million. Further,	â¢	We examined the management assessment in determining whether any
the Company has granted loans and advances to its		impairment indicators exist.
subsidiaries, joint ventures and associates amounting to	As regards investments made:
C 34,492 million as at March 31, 2022.
C 34,492 million as at March 31, 2022.	â¢	We assessed the Company''s valuation methodology and assumptions based
Management reviews regularly whether there are any indicators of impairment of the investments and loans and advances by reference to the requirements under Ind		on current economic and market conditions including effects of COVID-19 pandemic, applied in determining the recoverable amount.
AS.	^â¢	We obtained and read valuation report of underlying property of the investee entity, if any, basis which the management had determined the recoverable
For cases where impairment indicators exist, management		amount.
estimated the recoverable amounts of the investments, being higher of fair value less costs of disposal and value in use. Significant judgements are required to determine	â¢	We considered the independence, competence and objectivity of the external specialist involved by the management, if any, in determination of valuation.
the key assumptions used in determination of fair value/	â¢	We involved experts to review the assumptions used by the external specialists
value in use.		involved by the management, where applicable.
We focused our effort on those cases with impairment indicators. As the impairment assessment involves	â¢	We compared the recoverable amount of the investment to the carrying value in books as at March 31, 2022.
significant assumptions and judgement, we regard this	â¢	We assessed the disclosures made in the standalone financial statements
as a key audit matter.		regarding such investments.
	As regards loans and advances granted:
		We obtained and considered management evaluation based on current economic and market conditions including effects of COVID-19 pandemic, applied in determining the recoverability of loans and advances granted to its subsidiaries, joint ventures and associate entities.
		We assessed the financial condition of entities to whom loans and advances were granted by obtaining the most recent audited financial statements of such entities.
		We performed inquiries with management on the project status and future business plan of entities to whom loans and advances were granted to evaluate their recoverability.
	â¢	We assessed the disclosures made in the standalone financial statements regarding such loans and advances.

Key audit matters	How our audit addressed the key audit matter
Accuracy and completeness of related party transactions (as described in note 53 of the standalone financial statements)
The Company has undertaken transactions with its related	Our audit procedures included, among others, the following:
parties in the normal course of business at armâs length. These include making new or additional investments in its subsidiaries, associates, joint ventures and other related parties and lending and borrowing of Inter-corporate deposits (âICDâ) to or from the related parties. We identified the accuracy and completeness of the said related party transactions as set out in respective notes to the financial statements as a key audit matter due to the significance of transactions with related parties during the year ended March 31, 2022 and regulatory compliance thereon.	â¢ We obtained and read the Companyâs policies, processes and procedures in respect of identifying related parties, evaluation of armâs length, obtaining approval, recording and disclosure of related party transactions. â¢ We tested, on a sample basis, related party transactions with the underlying contracts and other supporting documents and for appropriate authorization and approval for such transactions. â¢ We read minutes of shareholder meetings, board meetings and minutes of meetings of those charged with governance in connection with Companyâs assessment of related party transactions being in the ordinary course of business at armâs length.
	â¢ We agreed the related party information disclosed in the financial statements
	with the underlying supporting documents, on a sample basis.

We have determined that there are no other key audit matters to communicate in our report.

a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is 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 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 Companyâs financial reporting process.

Auditorâs Responsibilities 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:

â¢ 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

Other Information

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 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 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 financial statements that give

controls with reference to financial statements in place and the operating effectiveness of such controls.

and disclosures included in respect of these partnership firm/ limited liability partnership investments and our report in terms of sub-sections (3) of Section 143 of the Act, in so far as it relates to the aforesaid Companies share of profits of partnership firm/ limited liability partnership investments, is based solely on the reports of such other auditors. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure 1â 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 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 the Statement of Other Comprehensive I ncome, 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 Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) The third matter described in Emphasis of Matter paragraph above, in our opinion, may have an adverse effect on the functioning of the Company;

(f) On the basis of the written representations received from the directors as on March 31, 2022 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2022 from being appointed as a director in terms of Section 164 (2) of the Act;

(g) With respect to the adequacy of the internal financial controls with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in âAnnexure 2â to this report;

(h) In our opinion, the managerial remuneration for the year ended March 31, 2022 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 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

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

â¢ 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 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31, 2022 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.

Other Matter

We did not audit the financial statements and other financial information as regards Companyâs net share in profits of partnership firm/ limited liability partnership investments (post tax) amounting to C 349 million as at March 31, 2022. These Ind AS financial statements and other financial information of the said partnership firm/ limited liability partnership investments have been audited by other auditors, whose financial statements, other financial information and auditorâs reports have been furnished to us by the management. Our opinion on the standalone financial statements, in so far as it relates to the amounts

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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

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 42 and Note 56 to the standalone financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 32 to the standalone financial statements;

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

iv. a) The management has represented that,

to the best of its knowledge and belief, other than as disclosed in the Note 55 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (âIntermediariesâ), 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 (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, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (âFunding Partiesâ), with the understanding, whether recorded in

As stated in Note 23.5 to the standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

For S.R. Batliboi & Associates LLP

Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567 UDIN: 22209567AJRVJE9581

Place of Signature: Bengaluru, India Date: May 26, 2022

Mar 31, 2021

To the Members of Prestige Estates Projects Limited

REPORT ON THE AUDIT OF THE STANDALONE IND AS FINANCIAL STATEMENTSOPINION

We have audited the accompanying standalone Ind AS financial statements of Prestige Estates Projects Limited (âthe Companyâ), which comprise the Balance sheet as at March 31, 2021, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Statement of Cash Flows 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 (âthe Actâ) 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 âAuditorâs Responsibilities for the Audit of the Standalone Ind AS financial statementsâ section of our report. We are independent of the Company in accordance with the âCode of Ethicsâ 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 obtained by us and other auditors in terms of their reports referred to in âOther Matterâ paragraph below 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 54 to the Standalone Ind AS financial statements for the year ended March 31, 2021, which describes the managementâs evaluation of COVID-19 impact on the future business operations and future cash flows of the Company and its consequential effects on the carrying value of its assets as at March 31, 2021. In view of the uncertain economic conditions, the managementâs evaluation of the impact on the subsequent periods is highly dependent upon conditions as they evolve. Our opinion is not modified in respect of this matter.

We draw attention to Note 53 to the Standalone Ind AS financial statements, where in it is stated, that the Company has gross receivables of '' 923 million from a land owner, against whom winding up petitions has been ordered by the Honâble High Court of Judicature. Pending resolution of litigation against the land owner, these receivables are classified as recoverable by the Company based on rights under a Joint Development Agreement. 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 Auditorâs 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
Revenue recognition from Contract with Customers (as described in note 2.6, 31 and 52 of the standalone Ind AS financial statements)
In accordance with the requirements of Ind AS 115, Company''s revenue	Our audit procedures included, among others, the following:
from sale of real estate inventory property (other than projects	â¢ We read the accounting policy for revenue recognition of the
executed through joint development arrangements described below),	Company and assessed compliance of the policy in terms of
is recognised at a point in time, which is upon the Company satisfying its performance obligation and the customer obtaining control of the	principles enunciated under Ind AS 115.
promised asset.	â¢ We, on a sample basis inspected the underlying customer contracts and assessed the management evaluation of determining revenue
For revenue contract forming part of joint development arrangements	recognition from sale of real estate inventory property at a point
(JDA'') that are not jointly controlled operations, the revenue from the development and transfer of constructed area/ revenue sharing	in time in accordance with the requirements under Ind AS 115.
arrangement and the corresponding land/ development rights received	â¢ We understood and tested management process and controls
under JDA is measured at the fair value of the estimated construction	around transfer of control in case of sale of real estate inventory
service rendered to the land owner. Such revenue is recognised over	property and further controls related to determination of fair value
a period of time in accordance with the requirements of Ind AS 115. For contracts involving sale of real estate inventory property, the	of estimated construction service rendered to the landowner in relation to projects executed through JDA.
Company receives the consideration in accordance with the terms of	â¢ We, on a sample basis inspected the sale deed and handover
the contract in proportion of the percentage of completion of such	documents, evidencing the transfer of control of the property
real estate project and represents payments made by customers to	to the customer based on which revenue is recognised at a point
secure performance obligation of the Company under the contract	in time.
enforceable by customers. The assessment of such consideration	â¢ We on a sample basis inspected the underlying customer contracts
received from customers involves significant judgment in determining	to determine, whether the contracts with customers involved any
if the contracts with customers involves any financing element.	financing element.
Ind AS 115 requires significant judgment in determining when âcontrol''	â¢ We assessed the disclosures made in accordance with the
of the property underlying the performance obligation is transferred	requirements of Ind AS 115.
to the customer. Further, for projects executed through JDA, significant estimate is undertaken by management for determining the fair value	For projects executed during the year through JDA, on a sample basis:
of the estimated construction service. As the revenue recognition involves significant estimates and	â¢ We obtained and examined the computation of the fair value of the construction service under JDA
judgement, we regard this as a key audit matter.	â¢ We obtained the joint development agreements entered into by the Company and compared the ratio of constructed area/ revenue sharing arrangement between the Company and the landowner as mentioned in the agreement to the computation statement prepared by the management. â¢ We compared the fair value of the estimated construction service, to the project cost estimates and mark up considered by the management. â¢ We assessed the disclosures made in accordance with the requirements of Ind AS 115.

2.15, 2.17, 5 and 54 of the standalone Ind AS financial statements)
As at March 31, 2021, the carrying value of the Investment property	Our audit procedures included, among others, the following:
is '' 17,644 million (including properties under construction - '' 6,242	â¢ We assessed the Company''s valuation methodology and
million). The carrying value of the investment property is calculated	assumptions based on current economic and market conditions
using land costs, construction costs, interest costs and other related	including effects of COVID-19 pandemic, applied in determining
costs. The Company reviews on a periodical basis whether there	the recoverable amount.
are any indicators of impairment of such investment properties, i.e.
ensuring that its investment properties are carried at no more than	â¢ We obtained and read the valuation report used by the Company s
their recoverable amount.	management for determining the fair value (recoverable amount'') of the investment property.
We considered the assessment of carrying value of Investment property
as a key audit matter due to significance of the balance and significant	â¢ We considered the independence, competence and objectivity
estimates and judgement involved in impairment assessment.	of the external specialist involved by the management in determination of valuation. â¢ We assessed the Company''s valuation methodology applied and compared key property related data used as input with historical actual data. â¢ We assessed the key assumptions used in Group''s valuation including but not limited to discount rates, cashflows, etc. â¢ We compared the recoverable amount of the investment property to the carrying value in books. â¢ We assessed the disclosures made in the financial statements in this regard.

Key audit matters	How our audit addressed the key audit matter
Assessing the recoverability of carrying value of Inventory (including advances paid towards land procurement) and Refundable deposit paid under JDA (as described in note 2.18, 12 and 54 of the standalone Ind AS financial statements)
As at March 31, 2021, the carrying value of inventory comprising of Work in progress and Stock of units in completed projects is '' 68,798 million. The inventory is valued at the lower of the cost and net realisable value (âNRVâ). The determination of the NRV involves estimates based on prevailing market conditions and taking into account the estimated future selling price, cost to complete projects and selling costs. As at March 31, 2021, the carrying value of land advance is '' 529 million and refundable deposit is '' 5,221 million. Advances paid by the Company to the landowner/ intermediary towards outright purchase of land is recognised as land advance under other assets during the course of transferring the legal title to the Company, whereupon it is transferred to land stock under inventories. For land acquired under joint development agreement, the Company has paid Refundable deposits for acquiring the development rights.	Our audit procedures included, among others, the following: â¢ We evaluated the design and operation of internal controls related to testing recoverable amounts with carrying amount of inventory and advances, including evaluating management processes for estimating future costs to complete projects. â¢ We assessed the Company''s methodology based on current economic and market conditions including effects of COVID-19 pandemic, applied in assessing the carrying value. â¢ We obtained and tested the computation involved in assessment of carrying value including the NRV/ net recoverable value. â¢ We made inquiries with management to understand key assumptions used in determination of the NRV/ net recoverable value.
The aforesaid deposits and advances are carried at the lower of the amount paid/ payable and net recoverable value, which is based on the management''s assessment including the expected date of commencement and completion of the project and the estimate of sale prices and construction costs of the project. We identified the assessment of the carrying value of inventory and land advances/ deposits as a key audit matter due to the significance of the balance to the financial statements as a whole and the involvement of estimates and judgement in the assessment.	For inventory balance: â¢ We compared the total projected budgeted cost to the total budgeted sale value from the project. â¢ We compared the NRV to recent sales in the project or to the estimated selling price including effects of COVID-19 pandemic, applied in assessing the NRV â¢ We compared the NRV to the carrying value in books. For land advance/ refundable deposits:
	â¢ We obtained and assessed the management assumptions based on current economic and market conditions including effects of COVID-19 pandemic, relating to launch of the project, development plan and future sales.
	â¢ We obtained status update from the management and verified the underlying documents for related developments in respect of the land acquisition and expected realization of deposit amount.
	â¢ We carried out external confirmation procedures on sample basis to obtain evidence supporting the carrying value of land advance and refundable deposits on sample basis.

Assessing impairment of Investments and loans and advances made by the Company in subsidiaries, joint ventures and associated Companies (as described in note 2.20, 7 and 54 of the standalone Ind AS financial statements)
As at March 31, 2021, the carrying values of Company''s investment	Our procedures in assessing the management''s judgement for the
in subsidiaries, joint ventures and associated Companies amounted to	impairment assessment included, among others, the following:
'' 15,596 million. Further, the Company has granted loans and advances	â¢ We examined the management assessment in determining
to its subsidiaries, joint ventures and associates amounting to '' 23,779	whether any impairment indicators exist.
million as at March 31, 2021. Management reviews regularly whether	whether any impairment indicators exist.
there are any indicators of impairment of the investments and loans	As regards investments made:
and advances by reference to the requirements under Ind AS.	â¢ We assessed the Company''s valuation methodology and
For cases where impairment indicators exist, management estimated	assumptions based on current economic and market conditions
the recoverable amounts of the investments, being higher of fair value	including effects of COVID-19 pandemic, applied in determining
less costs of disposal and value in use. Significant judgements are	the recoverable amount.
required to determine the key assumptions used in determination of	â¢ We obtained and read valuation report of underlying property
fair value/ value in use.	of the investee entity, if any, basis which the management had
We focused our effort on those cases with impairment indicators. As	determined the recoverable amount.
the impairment assessment involves significant assumptions and	â¢ We considered the independence, competence and objectivity
judgement, we regard this as a key audit matter.	of the external specialist involved by the management, if any, in determination of valuation. â¢ We involved experts to review the assumptions used by the external specialists involved by the management, where applicable. â¢ We compared the recoverable amount of the investment to the carrying value in books as at March 31, 2021. â¢ We assessed the disclosures made in the financial statements regarding such investments.

Key audit matters	How our audit addressed the key audit matter
	As regards loans and advances granted:
	â¢ We obtained and considered management evaluation based on current economic and market conditions including effects of COVID-19 pandemic, applied in determining the recoverability of loans and advances granted to its subsidiaries, joint ventures and associate entities.
	â¢ We assessed the financial condition of entities to whom loans and advances were granted by obtaining the most recent audited financial statements of such entities.
	â¢ We performed inquiries with management on the project status and future business plan of entities to whom loans and advances were granted to evaluate their recoverability.
	â¢ We assessed the disclosures made in the financial statements regarding such loans and advances.

Accuracy and completeness of related party transactions (as described in note 51 of the standalone Ind AS financial statements)
The Company has undertaken transactions with its related parties in	Our audit procedures included, among others, the following:
the normal course of business at arm''s length. These include making	â¢ We obtained and read the Company''s policies, processes and
new or additional investments in its subsidiaries, associates, joint	procedures in respect of identifying related parties, evaluation
ventures and other related parties and lending and borrowing of Inter-	of arm''s length, obtaining approval, recording and disclosure of
corporate deposits (ICD'') to or from the related parties.	related party transactions.
We identified the accuracy and completeness of the said related party	â¢ We tested, on a sample basis, related party transactions with the
transactions as set out in respective notes to the financial statements	underlying contracts and other supporting documents and for
as a key audit matter due to the significance of transactions with	appropriate authorization and approval for such transactions.
related parties during the year ended March 31, 2021 and regulatory
compliance thereon.	â¢ We read minutes of shareholder meetings, board meetings and minutes of meetings of those charged with governance in connection with Company''s assessment of related party transactions being in the ordinary course of business at arm''s length. â¢ We agreed the related party information disclosed in the financial statements with the underlying supporting documents, on a sample basis.

Accuracy and completeness of the accounting, classification and presentation of assets and liabilities (âdisposal group'') held for sale (as described in note 2.26 and 50 of the standalone Ind AS financial statements)
On November 9, 2020, management of the Company had entered into a	Our audit procedures included, among others, the following:
term sheet with certain acquirers for sale of Company''s direct/ indirect	â¢ We obtained and tested Company''s computation of profit/(loss)
interest in certain commercial offices, retail and hotel properties, mall	after tax including their evaluation applied in determining the
management and identified maintenance business (Transaction'').	accounting treatment and agreed with underlying supporting
Pursuant to above, the Company, on or before March 31, 2021, has	documents.
signed definitive documents with the acquirers and transferred control	â¢ We read minutes of board meetings (including applicable
for a portion of the assets/interests as contemplated in the Transaction	committee''s) shareholder meetings, and minutes of meetings of
resulting in net profit/(loss) before tax of '' (813) million.	those charged with governance in connection with the Transaction.
The Company has evaluated recognition, measurement and disclosure	â¢ We assessed the Company''s evaluation and judgement applied in
requirements under the Indian Accounting Standard (Ind AS) 105 -	recognition, measurement and disclosure requirements under Ind
Non-current Assets Held for Sale and Discontinued Operations as at March 31, 2021.	AS 105, including evaluation of Discontinued Operations. â¢ We read the term sheet and relevant agreements in connection
Given the magnitude of the transaction, the complexity of the accounting and significant judgement involved in the assessment	with the said Transaction.
of requirements under Ind AS 105, we considered the accuracy and	â¢ We evaluated the tax impacts provided by the management by
completeness of the accounting, classification and presentation of	engaging experts, where applicable.
disposal group held for sale, to be a key audit matter.	â¢ We examined, management''s assessment in determining whether any impairment indicators exist in connection with the disposal group classified as held for sale. â¢ We made inquiries with management to understand key assumptions used in determination of the fair value less costs to sell in relation to disposal group classified as held for sale. â¢ We compared the recoverable amount of the disposal group classified as held for sale to the carrying value in books. â¢ We assessed the disclosures made in the financial statements.

OTHER INFORMATION

The Companyâs 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 Ind AS financial statements and our auditorâs report thereon. The annual report is expected to be made available to us after the date of this auditorâs report.

Our opinion on the Standalone Ind AS 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 Ind AS financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether such other information is materially inconsistent with the Standalone Ind AS financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE IND AS 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 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 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 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 Companyâs 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 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 Ind AS financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

â¢ 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.

â¢ 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.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

conditions may cause the Company to cease to continue as a going concern.

â¢ 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.

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 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

We did not audit the financial statements and other financial information as regards Companyâs share in profits of partnership firm/ limited liability partnership investments (post tax) amounting to '' 469 million for the year ended March 31, 2021. These Ind AS financial statements and other financial information of the said partnership firm/ limited liability partnership investments have been audited by other auditors, whose financial statements, other financial information and auditorâs reports have been furnished to us by the management. Our opinion on the Standalone Ind AS financial statements, in so far as it relates to the amounts and disclosures included in respect of these partnership firm/ limited liability partnership investments and our report in terms of sub-sections (3) of Section 143 of the Act, in so far as it relates to the aforesaid Companyâs share of profits of partnership firm/ limited liability partnership investments, is based solely on the reports of such other auditors. Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure 1â 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 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 the Statement of Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid Standalone 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;

(e) The first matter described in Emphasis of Matter paragraph above, in our opinion, may have an adverse effect on the functioning of the Company;

(f) 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;

(g) With respect to the adequacy of the internal financial controls with reference to these Standalone Ind AS financial statements and the operating effectiveness of such controls, refer to our separate Report in âAnnexure 2â 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;

iii. Following are the instances of delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company

i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Ind AS financial statements - Refer Note 40 to the Standalone Ind AS financial statements;

Details of delay	Date of payment	Amount involved (?)	No of days
Delay in transfer of unpaid dividend to the fund	Unpaid as on date of this report	31,874	211 days as on date of this report

For S.R. Batliboi & Associates LLP

Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567 UDIN: 21209567AAAADB5837

Place of Signature: Bengaluru, India Date: June 08, 2021

Mar 31, 2019

INDEPENDENT AUDITOR''S REPORT

To the Members of Prestige Estates Projects Limited

REPORT ON THE AUDIT OF THE STANDALONE IND AS FINANCIAL STATEMENTS

OPINION

We have audited the accompanying standalone Ind AS financial statements of Prestige Estates Projects Limited ("the Company"), which comprise the Balance sheet as at March 31, 2019, 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, 2019, 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 - LITIGATION

We draw attention to Note 53 to the standalone Ind AS financial statements, where in it is stated, that the Company has gross receivables of Rs 923 million from a Land Owner, against whom winding up petitions has been ordered by the Hon''ble High Court of Judicature. Pending resolution of the litigation against the land owner, these receivables are classified as recoverable by the Company based on rights under a Joint Development Agreement. Our opinion is not modified in respect of the above 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, 2019. 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

Adoption of Ind AS 115 - Revenue from Contract with Customers (as described in note 2.3 and 52 of the standalone Ind AS financial statements)

During the year ended March 31, 2019, the Company has adopted Ind AS 115 - Revenue from Contracts with Customers, which is mandatory for reporting periods beginning on or after April 1, 2018. The application of Ind AS 115 has impacted the Company''s accounting for recognition of revenue from sale of real estate inventory property and has resulted in debit to retained earnings as at April 1, 2018 by Rs 9,001 million as per the modified retrospective method.	As part of our audit procedures:
	â¢ We read the accounting policy for revenue recognition of the Company and assessed compliance of the policy in terms of principles enunciated under Ind AS 115.
	â¢ We obtained and examined the computation of the adjustment to retained earnings balance as at April 1, 2018 upon adoption of Ind AS 115 as per the modified retrospective method.
In accordance with the requirements of Ind AS 115, Company''s revenue from sale of real estate inventory property (other than projects executed through joint development arrangements described below), is recognised at a point in time, which is upon the Company satisfying its performance obligation and the customer obtain ing control of the promised asset.	â¢ We assessed the management evaluation of determining revenue recognition from sale of real estate inventory property at a point in time in accordance with the requirements under Ind AS 115.
	â¢ We understood and tested management process and controls around transfer of control in case of sale of real estate inventory property and further controls related to determination of fair value of estimated construction service rendered to the landowner in relation to projects executed through JDA.
For revenue contract forming part of joint development arrangements (JDA''), the revenue from the development and transfer of constructed area/ revenue sharing arrangement and the corresponding land/ development rights received under JDA is measured at the fair value of the estimated construction service rendered to the land owner. Such revenue is recognised over a period of time in accordance with the requirements of Ind AS 115.
	â¢ We, on a sample basis inspected the underlying customer contracts, sale deed and handover documents, evidencing the transfer of control of the property to the customer based on which revenue is recognised at a point in time.
	For projects executed during the year through JDA, on a sample basis:
	â¢ We obtained and examined the computation of the fair value of the construction service under JDA
Application of Ind AS 115, including the impact to retained earnings balance as at April 1, 2018 as per modified retrospective method, requires significant judgment in determining when ''control'' of the property underlying the performance obligation is transferred to the customer. Further, for projects executed through JDA, significant estimate is undertaken by management for determining the fair value of the estimated construction service.
	â¢ We obtained the joint development agreements entered into by the Company and compared the ratio of constructed area/ revenue sharing arrangement between the Company and the landowner as mentioned in the agreement to the computation statement prepared by the management.
	â¢ We compared the fair value of the estimated construction service, to the project cost estimates and mark up considered by the management.
As the revenue recognition involves significant estimates and judgement, we regard this as a key audit matter.	â¢ We assessed the disclosures made in accordance with the requirements of Ind AS 115.

Accuracy and completeness of related party transactions and disclosures (as described in note 51 of the standalone Ind AS financial statements)

The Company has undertaken transactions with its related parties in the normal course of business at arm''s length. These include making new or additional investments in its subsidiaries, associates, joint ventures and other related parties and lending and borrowing of Inter-corporate deposits (''ICD'') to or from the related parties.

We identified the accuracy and completeness of the said related party transactions and its disclosure as set out in respective notes to the financial statements as a key audit matter due to the significance of transactions with related parties during the year ended March 31, 2019 and regulatory compliance thereon.

As part of our audit procedures, our procedures included the following:

â¢ Obtained and read the Company''s policies, processes and procedures in respect of identifying related parties, evaluation of arm''s length, obtaining approval, recording and disclosure of related party transactions.

â¢ We tested, on a sample basis, related party transactions with the underlying contracts and other supporting documents and for appropriate authorization and approval for such transactions.

â¢ We read minutes of shareholder meetings, board meetings and minutes of meetings of those charged with governance in connection with Company''s assessment of related party transactions being in the ordinary course of business alarm''s length.

â¢ Agreed the related party information disclosed in the financial statements with the underlying supporting documents, on a sample basis.

Key audit matters	How our audit addressed the key audit matter
Assessing the carrying value of Inventory (including advances paid towards land procurement) and Refundable deposit paid under JDA (as described in note 2.18 of the standalone Ind AS financial statements)
As at March 31, 2019, the carrying value of inventory comprising of Work in progress and Stock of units in completed projects is Rs 80,607 million. The inventory is valued at the lower of the cost and net realisable value ("NRV"). The determination of the NRV involves estimates based on prevailing market conditions and taking into account the estimated future selling price, cost to complete projects and selling costs.	As part of our audit procedures, our procedures included the following:
	â¢ Evaluated the design and operation of internal controls related to testing recoverable amounts with carrying amount of inventory and advances, including evaluating management processes for estimating future costs to complete projects.
	â¢ We assessed the Company''s methodology applied in assessing the carrying value.
	â¢ We obtained and tested the computation involved in assessment of carrying value including the NRV/ net recoverable value.
Further, advances paid by the Company to the landowner/ intermediary towards outright purchase of land is recognised as land advance under other assets during the course of transferring the legal title to the Company, whereupon it is transferred to land stock under inventories. For land acquired under joint development agreement, the Company has paid Refundable deposits for acquiring the development rights.	â¢ We made inquiries with management to understand key assumptions used in determination of the NRV/ net recoverable value.
	For inventory balance:
	â¢ We compared the total projected budgeted cost to the total budgeted sale value from the project.
	â¢ We compared the NRV to recent sales in the project or to the estimated selling price.
The aforesaid deposits and advances are carried at the lower of the amount paid/ payable and net recoverable value, which is based on the management''s assessment including the expected date of commencement and completion of the project and the estimate of sale prices and construction costs of the project.
	â¢ We Compared the NRV to the carrying value in books.
	For land advance/ refundable deposits:
	â¢ Obtained and assessed the management assumptions relating to launch of the project, development plan and future sales.
We identified the assessment of the carrying value of inventory and land advances/ deposits as a key audit matter due to the significance of the balance to the financial statements as a whole and the involvement of estimates and judgement in the assessment	â¢ Obtained status update from the management and verified the underlying documents for related developments in respect of the land acquisition and expected realization of deposit amount.
	â¢ Carried out external confirmation procedures to obtain evidence supporting the carrying value of land advance and refundable deposits on sample basis.

OTHER INFORMATION of adequate accounting records in accordance with the provisions

The Company''s Board of Directors is responsible for the other of the Act for safeguarding of the assets of the Company and for information. The other information comprises the information preventing and detecting frauds and other irregularities; selection included in the Annual Report. but does not include the Standalone and application of appropriate accounting policies; making Ind AS financial statements and our auditor''s report thereon, judgments and estimates that are reasonable and prudent; and The annual report is expected to be made available to us after the the design, implementation and maintenance of adequate internal date of this auditor''s report. financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant

Our opinion on the Standalone Ind AS financial statements does to the preparation and presentation of the standalone Ind AS not cover the other information and we do not express any form of financial statements that give a true and fair view and are free assurance conclusion thereon. from material misstatement, whether due to fraud or error.

In connection with our audit of the Standalone Ind AS financial In preparing the standalone Ind AS financial statements, statements, our responsibility is to read the other information management is responsible for assessing the Company''s ability identified above when it becomes available and, in doing to continue as a going concern, disclosing, as applicable, so, consider whether such other information is materially matters related to going concern and using the going concern inconsistent with the Standalone Ind AS financial statements or basis of accounting unless management either intends to our knowledge obtained in the audit or otherwise appears to be liquidate the Company or to cease operations, or has no realistic materially misstated. alternative but to do so.

RESPONSIBILITIES OF MANAGEMENT AND THOSE Those charged with governance are also responsible for overseeing

CHARGED WITH GOVERNANCE FOR THE STANDALONE the Company''s financial reporting process. IND AS FINANCIAL STATEMENTS

The Company''s Board of Directors is responsible for the matters AUDITOR''S RESPONSIBILITIES FOR THE AUDIT OF THE stated in section 134(5) of the Act with respect to the preparation STANDALONE IND AS FINANCIAL STATEMENTS of these standalone Ind AS financial statements that give a true Our objectives are to obtain reasonable assurance about and fair view of the financial position, financial performance whether the standalone Ind AS financial statements as a whole including other comprehensive income, cash flows and changes are free from material misstatement, whether due to fraud or in equity of the Company in accordance with the accounting error, and to issue an auditor''s report that includes our opinion, principles generally accepted in India, including the Indian Reasonable assurance is a high level of assurance, but is not

Accounting Standards (Ind AS) specified under section 133 of the a guarantee that an audit conducted in accordance with SAs Act read with the Companies (Indian Accounting Standards) Rules, will always detect a material misstatement when it exists. 2015, as amended. This responsibility also includes maintenance 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.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

â¢ 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.

â¢ 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 system in place and the operating effectiveness of such controls.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

â¢ 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.

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, 2019 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 as regards Company''s share in profits of partnership firm/limited liability partnership investments (post tax) amounting to Rs 1,833 million for the year ended March 31, 2019. The Ind AS financial statements and other financial information has been audited by other auditors, whose reports have been furnished to us, and the Company''s share in profits of partnership firm/ limited liability partnership investments has been included in these standalone Ind AS financial statements based solely on the report of such other auditors. Our opinion is not modified in respect of the above 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 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 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;

(e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a director in terms of Section 164(2) of the Act;

(f) With respect to the adequacy of the internal financial controls 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;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2019 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. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer Note 40 to the standalone Ind AS financial statements;

ii. The Company had made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts - Refer Note 30 to the standalone Ind AS financial statements. The Company did not have any derivative contracts for which there were any material foreseeable losses;

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

For S.R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567

Place of Signature: Bengaluru, India

Date: May 27, 2019

ANNEXURE1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

Re: Prestige Estates Projects Limited ("the Company")

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets comprising of investment property and property, plant and equipment except for particulars of quantitative details in certain cases, which the Company is in the process of updating.

(b) All property, plant and equipment and investment property have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given by the management and based on the examination of the registered sale deed/ transfer deed/ registered joint development agreements provided to us, we report that, the title deeds of immovable properties included in property, plant and equipment and investment property are held in the name of the Company. Immovable properties of land and buildings whose title deeds have been pledged as security for term loans and guarantees, are held in the name of the Company based on confirmations received by us from lenders.

(ii) The inventories held by the Company comprise stock of units in completed projects and work in progress of projects under development. Having regard to the nature of inventory, the management has conducted physical verification of inventory by way of verification of title deeds, site visits conducted and certification of extent of work completion by competent persons, at reasonable intervals during the year and no material discrepancies were noticed on such physical verification.

(iii) (a) The Company has granted loans to eighteen parties covered in the register maintained under section 189 of the Companies Act, 2013. In our opinion and according to the information and explanations given to us, the terms and conditions of the grant of such loans are not prejudicial to the Company''s interest considering the interest charged and/or furtherance of the business objectives of the Company. The Company has also made interest- free loans to certain subsidiaries. According to the information and explanations given to us, and having regard to management''s representation that the interest free loans are given to subsidiaries of the Company in the interest of the Company''s business, the terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(b) In respect of loans granted to parties covered in the register maintained under Section 189 of the Companies Act, 2013, the principal and interest are repayable on demand. The repayments of principal amounts and interest have been regular as per stipulations.

(c) There are no amounts of loans granted to companies, firms or other parties listed in the register maintained under section 189 of the Companies Act, 2013 which are overdue for more than ninety days.

(iv) In our opinion and according to the information and explanations given to us, provisions of section 185 and 186 of the Companies Act 2013 in respect of loans to directors including entities in which they are interested and in respect of loans and advances given, investments made and, guarantees, and securities given have been complied with by the Company, as applicable.

(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the construction of buildings/ structures and other related activities, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

(vii) (a) Undisputed statutory dues including employees'' state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, goods and service tax, cess and other statutory dues have generally been regularly deposited with the appropriate authorities though there have been serious delays in large number of cases in deposit of tax deducted at source and provident fund.

(b) According to the information and explanations given to us, no undisputed dues in respect of provident fund, employees'' state insurance, income-tax, service tax, sales-tax, duty of custom, duty of excise, value added tax, goods and service tax, cess and other statutory dues which were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues of income- tax, sales-tax, service tax, duty of custom, duty of excise, value added tax and cess which have not been deposited on account of any dispute are as follows:

Name of the statue	Nature of dues	Amount # (Rs In Million)	Period to which the amount relates	Forum where the dispute is pending
Finance Act, 1994	Service tax, interest and penalties	7	2000-05	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax	30	Various	High Court of Karnataka
Finance Act, 1994	Interest on delayed payment of service tax	212	June 2007 to June 2010	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax in eluding penalties	259	July 2010to July 2012	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax in eluding penalties	14	July 2010 to September 2012	Customs, Excise and Service Tax Appellate Tribunal
Karnataka Value Added Tax Act	Value added tax and interest	55	2007-2010	Deputy Commissioner of Commercial Taxes (Intelligence & Co-ordination), Bangalore
Karnataka Value Added Tax Act	Value added tax and interest	Nil	April 2006-August 2007	Karnataka Appellate Tribunal
Kerala Value Added Tax Act	Value added tax and interest	Nil	2006-2007	High Court of Karnataka
Kerala Value Added Tax Act	Value added tax	72	April 2009- March 2011	Assistant Commissioner (Works Contract), Ernakulam
Income Tax Act, 1961	Tax deducted at source and penalty	10	2013-2014	Income Tax Appellate Tribunal
Income Tax Act, 1961	Tax deducted at source and penalty	7	2015-2016	Commissioner of Income Tax (Appeals), Bengaluru

# Net of Rs 249 million paid under protest

(viii) In our opinion and according to the information and explanations given by the management and based on confirmations given by banks and financial institutions, the Company has not defaulted in repayment of loans or borrowing to a financial institution, bank or government or dues to debenture holders.

(xi) In our opinion and according to the information and explanations given by the management, the Company has utilized the monies raised byway of term loans (representing loans with a repayment period beyond 36 months) and debt instruments for the purposes for which those were raised, other than temporary deployment pending application of proceeds. The Company has not raised any monies by way of initial public offer or further public offer.

(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or no fraud on the Company by the officers and employees of the Company has been noticed or reported during the year.

(xi) According to the information and explanations given by the management, the managerial remuneration has been paid/ provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards except disclosure for transactions as mentioned in Note 51 (D) to the standalone Ind AS financial statements.

(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) are not applicable to the Company and, not commented upon.

(xv) According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013.

(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.

For S.R. Batliboi & Associates LLP Chartered Accountants

ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567

Place of Signature: Bengaluru, India

Date: May 27, 2019

ANNEXURE 2 TO THE INDEPENDENT AUDITOR''S REPORT OF EVEN DATE ON THE STANDALONE IND AS FINANCIAL STATEMENTS OF PRESTIGE ESTATES PROJECTS LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

TO THE MEMBERS OF PRESTIGE ESTATES PROJECTS LIMITED

We have audited the internal financial controls over financial reporting of Prestige Estates Projects Limited ("the Company") as of March 31, 2019 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

MANAGEMENT''S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company''s 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. 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 the Company''s 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 Companies Act, 2013.

AUDITOR''S RESPONSIBILITY

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting with reference to these standalone Ind AS financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, 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 Institute of Chartered Accountants of India. 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 over financial reporting with reference to these standalone Ind AS financial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting with reference to these standalone Ind AS financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these standalone Ind AS 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 auditor''s judgement, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error.

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

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING WITH REFERENCE TO THESE STANDALONE IND AS FINANCIAL STATEMENTS

A company''s internal financial control over financial reporting with reference to these standalone Ind AS financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone Ind AS financial statements for external purposes in accordance with generally accepted accounting principles.

A company''s internal financial control over financial reporting with reference to these standalone Ind AS 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 Ind AS 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 company''s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING WITH REFERENCE TO THESE STANDALONE IND AS FINANCIAL STATEMENTS

Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone Ind AS 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 over financial reporting with reference to these standalone Ind AS financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these standalone Ind AS financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINION

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting with reference to these standalone Ind AS financial statements and such internal financial controls over financial reporting with reference to these standalone Ind AS financial statements were operating effectively as at March 31, 2019, 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 issued by the Institute of Chartered Accountants of India.

For S.R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567

Place of Signature: Bengaluru, India

Date: May 27, 2019

Mar 31, 2018

REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS

We have audited the accompanying standalone Ind AS financial statements of Prestige Estates Projects Limited (âthe Companyâ), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information.

MANAGEMENTâS RESPONSIBILITY FOR THE STANDALONE IND AS FINANCIAL STATEMENTS

The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) 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 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 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 control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITORâS RESPONSIBILITY

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements. 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.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the standalone Ind AS financial statements give the information required by 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, 2018, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

EMPHASIS OF MATTER

(a) We draw attention to Note 54 to the standalone Ind AS financial statements, where in it is stated, that the Company has gross receivables of Rs.923 million from a Land Owner, against whom winding up petitions has been ordered by the Honâble High Court of Judicature, classified as recoverable based on rights under a Joint Development Agreement.

(b) We draw attention to Note 53 to the standalone Ind AS financial statements, where in it is stated that, in accordance with the order of National Company Law Tribunal (NCLT), approving the Scheme of amalgamation (âSchemeâ) of certain of its wholly owned subsidiaries, with the Company, the Company has accounted for the Amalgamation under Indian GAAP as per the approved scheme, by applying purchase method of accounting prescribed in Accounting Standard 14 - âAccounting for Amalgamationsâ which is different from the requirements of Ind AS 103 on âBusiness Combinationsâ.

Our opinion is not qualified in respect of these matters.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditorâs report) Order, 2016 (âthe Orderâ) 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 purpose of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The Balance Sheet, Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) I n our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018, from being appointed as a director in terms of section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report dated May 28, 2018 in âAnnexure 2â to this report;

(g) 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, 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 41 to the standalone Ind AS financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts. The Company did not have any derivative contracts for which there were any material foreseeable losses.

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

iv. The disclosure for holding and dealings of Specified Bank Notes is not applicable for the year ended March 31, 2018 and accordingly not reported by us.

OTHER MATTER

The comparative financial information of the Company for the year ended March 31, 2017 prepared in accordance with Ind AS, included in these standalone Ind AS financial statements, have been audited by the predecessor auditor who had audited the standalone financial statements for the relevant period. The report of the predecessor auditor on the comparative financial information dated May 30, 2017 expressed an unmodified opinion. The comparative financial information have been restated for the reasons more fully described in note 53 to the standalone Ind AS financial statements.

Re: Prestige Estates Projects Limited (âthe Companyâ)

(b) All property, plant and equipment and investment property have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given by the management and based on the examination of the registered sale deed/transfer deed/registered joint development agreements provided to us, we report that, the title deeds of immovable properties included in property, plant and equipment and investment property are held in the name of the Company. Immovable properties of land and buildings whose title deeds have been pledged as security for term loans and guarantees, are held in the name of the Company based on confirmations received by us from lenders.

(iii) (a) The Company has granted loans to twenty parties covered in the register maintained under section 189 of the Companies Act, 2013. In our opinion and according to the information and explanations given to us, the terms and conditions of the grant of such loans are not prejudicial to the Company''s interest considering the interest charged and/or furtherance of the business objectives of the Company. The Company has also made interest- free loans to certain subsidiaries. According to the information and explanations given to us, and having regard to managementâs representation that the interest free loans are given to subsidiaries of the Company in the interest of the Companyâs business, the terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(vii) (a) Undisputed statutory dues including employeesâ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other statutory dues have generally been regularly deposited with the appropriate authorities though there have been significant delays in large number of cases in deposit of tax deducted at source, provident fund and goods and service tax (GST) dues.

(b) According to the information and explanations given to us, undisputed dues in respect of provident fund, employeesâ state insurance, income-tax, service tax, sales-tax, duty of custom, GST, duty of excise, value added tax, cess and other statutory dues which were outstanding, at the year end, for a period of more than six months from the date they became payable, are as follows:

Name of the statue	Nature of dues	Amount	Period to which the	Due date
		(Rs.In millions)	amount relates
Finance Act, 1994	Interest on delayed payment of service tax	2	2015-16	Various

Name of the statue	Nature of dues	Amount # (Rs.In millions)	Period to which the amount relates	Forum where the dispute is pending
Finance Act, 1994	Service tax, interest and penalties	7	2000-05	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax	30	Various	High Court of Karnataka
Finance Act, 1994	Interest on delayed payment of service tax	212	June 2007 to June 2010	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax including penalties	259	July 2010 to July 2012	Customs, Excise and Service Tax Appellate Tribunal
Finance Act, 1994	Service tax including penalties	14	July 2010 to September 2012	Customs, Excise and Service Tax Appellate Tribunal
Karnataka Value Added Tax Act	Value added tax and interest	55	2007-10	Karnataka Appellate Tribunal
Income Tax Act, 1961	Tax deducted at source and penalty	17	2013-14	Commissioner of Income Tax (Appeals), Bengaluru

# Net of Rs.108 million paid under protest

(ix) In our opinion and according to the information and explanations given by the management, the Company has utilized the monies raised by way of term loans (representing loans with a repayment period beyond 36 months) and debt instruments for the purposes for which those were raised, other than temporary deployment pending application of proceeds. The Company has not raised any monies by way of initial public offer or further public offer.

(xi) According to the information and explanations given by the management, the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards except disclosure for transactions as mentioned in Note 52 (E) to the standalone Ind AS financial statements.

(xv) According to the information and explanations given by the management, the Company has not entered into any noncash transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013.

(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.

For S.R. Batliboi & Associates LLP

Chartered Accountants

ICAI Firm Registration Number: 101049W/E300004

per Adarsh Ranka

Partner

Membership Number: 209567

Place of Signature: Bengaluru, India

Date: May 28, 2018

Mar 31, 2017

To The Members of

Prestige Estates Projects Limited

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

We have audited the accompanying standalone financial statements of Prestige Estates Projects Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2017, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("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 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) prescribed 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 standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITOR''S RESPONSIBILITY

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under and the Order under section 143(11) of the Act.

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the standalone financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the standalone financial statements.

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.

OPINION

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 Act in the manner so required and give a true and fair view in conformity with Ind AS and the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2017, and its profit, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

EMPHASIS OF MATTER

We draw attention to Note 56 to the standalone financial statements. As stated therein, the Company has gross receivables aggregating to '' 888 Million from a Land Owner (the "Land Owner Company") under a Joint Development Agreement towards sale of Transferable Development Rights (TDR''s). The Land Owner Company has been ordered to be wound up by the Hon''ble High Court of Judicature. Considering the rights of the Company under the Joint Development Agreement and the other reasons stated in the said Note, the receivables from the Land Owner Company have been classified as recoverable.

Our opinion is not qualified in respect of the above matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by Section 143(3) of the Act, we report, to the extent applicable that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.

e) On the basis of the written representations received from the directors as on March 31, 2017 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017 from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company; and

iv. The Company has provided requisite disclosures in the standalone financial statements as regards its holding and dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated November 8, 2016 of the Ministry of Finance, during the period from November 8, 2016 to December 30, 2016. Based on our audit procedures performed and the representations provided to us by the Management, we report that the disclosures are in accordance with the books of account maintained by the Company.

2. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 ("THE ACT")

We have audited the internal financial controls over financial reporting of Prestige Estates Projects Limited ("the Company") as of March 31, 2017 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

MANAGEMENT''S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company''s 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 issued by the Institute of Chartered Accountants of India. 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 the company''s 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 Companies Act, 2013.

AUDITOR''S RESPONSIBILITY

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. 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 over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, 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 auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting 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 financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, 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 over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINION

(i) In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets other than with regard to assets which are part of the premises given on lease by the Company where quantitative details have not been updated in the Fixed Assets Register.

b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed/ transfer deed/ registered joint development agreements provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings, are held in the name of the Company as at the balance sheet date. Immovable properties of land and buildings whose title deeds have been pledged as security for term loans and guarantees are held in the name of the Company based on the confirmations directly received by us from lenders. In respect of immovable as at March 31, 2017, 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 issued by the Institute of Chartered Accountants of India.

properties of land and buildings that have been taken on lease and disclosed as fixed asset in the financial statements, the lease agreements are in the name of the Company, where the Company is the lessee in the agreement.

(ii) The inventories held by the Company comprise stock of units in completed projects and work in progress of projects under development. In our opinion and according to the information and explanations given to us, having regard to the nature of inventory, the physical verification by way of verification of title deeds, site visits by the Management and certification of extent of work completion by competent persons, are at reasonable intervals and no material discrepancies were noticed on physical verification.

(iii) According to the information and explanations given to us, the Company has granted loans, secured or unsecured to Companies, Firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which:

(a) The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to the Company''s interest.

(b) The repayment of principal and interest are on demand and repayments or receipts of principal amounts and interest have been regular as per stipulations.

(iv) I n 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 grant of loans, making investments and providing guarantees and securities, as applicable.

(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and did not have any unclaimed deposits.

(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained.

(vii) According to the information and explanations given to us in respect of statutory dues:

(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees State Insurance, Service Tax, Income-tax, Value Added Tax, Sales Tax, Customs Duty, Cess and other material statutory dues applicable to it with the appropriate authorities.

(b) There are no undisputed amounts payable in respect of Provident Fund, Employees'' State Insurance, Income-tax, Sales Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues in arrears as at March 31, 2017 for a period of more than six months from the date they became payable. Details of undisputed amounts payable in respect of Service tax is given below:

Name of statute	Nature of the dues	Amount (Rs, In Million)	Period to which the amount relates (FY)	Due Date
Finance Act, 1994	Interest on delayed payment of service tax	2	2015-16	Various

(c) Details of dues of Income Tax, Sales Tax, Service Tax, Custom Duty, Value Added Tax which have not been deposited as on March 31, 2017 on account of disputes are given below:

Statute	Nature of Dues	Forum where dispute is pending	Period to which the amount relates	Amount (Rs, In Million)
Finance Act, 1994	Service Tax, Interest and Penalties	Customs Excise and Service Tax Appellate Tribunal	2000-01 to 2004-05	7*
Finance Act, 1994	Service Tax	High Court of Karnataka	Various	30
Finance Act, 1994	Interest on delayed payment of service tax	Customs Excise and Service Tax Appellate Tribunal	June 2007 to June 2010	212
Finance Act, 1994	Service Tax including penalty	Customs Excise and Service Tax Appellate tribunal	July 2010 to July 2012	259**
Karnataka Value Added Tax Act	Value added tax and interest	Karnataka Appellate tribunal	2007 to 2010	55#
Income Tax Act, 1961	Income tax deducted at source and Penalty	Commissioner of Income Tax (Appeals), Bengaluru	2013-14	17##

*Net of Rs, 0.9 Million paid under protest **Net of Rs, 21 Million paid under protest #Net of Rs, 83 Million paid under protest ##Net of Rs, 4 Million paid under protest

(viii) In our opinion and according to information and explanations given to us and confirmations given by financial institutions and banks, the Company has not defaulted in the repayment of loans or borrowings to financial institutions, banks and dues to debenture holders. The Company has not taken any loans or borrowings from government.

(ix) In our opinion and according to information and explanations given to us, money raised by way of term loans have been applied by the Company during the year for the purposes for which they were raised, other than temporary deployment pending application of proceeds. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments).

(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.

(xi) In our opinion and according to information and explanations given to us, the Company has paid/ provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.

(xiii) I n our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements, as required by the applicable accounting standards.

(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of the Order is not applicable to the Company.

(xv) I n our opinion and according to the information and explanations given to us, during the year, the Company has not entered into any non-cash transactions with its directors or directors of its subsidiary or associate company or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For Deloitte Haskins & Sells

Chartered Accountants

(Firm''s Registration No. 008072S)

V. Balaji

(Partner)

Bengaluru, May 30, 2017 (Membership No. 203685)

Mar 31, 2016

To The Members of

Prestige Estates Projects Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Prestige Estates Projects Limited (âthe Company"), which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Managementâs Responsibility for the Financial Statements

The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under Section 133 of the Act, as applicable.

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.

Auditorâs Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act, the Rules made there under and the Order under section 143 (11) of the Act.

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

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 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, 2016, and its profits and its cash flows for the year ended on that date.

Emphasis of Matters

We draw attention to Note 41 to the standalone financial statements. As stated therein, the Company has dues aggregating to Rs, 8,950 lakhs to be recovered from a land owner (the âLand Owner Company"), against whom, winding up petitions have been served by other parties on account of certain other matters. These receivables from the Land Owner Company have been classified as good and recoverable for the reasons stated there in the said note.

Our opinion is not qualified in respect of the above matter.

Report on Other Legal and Regulatory Requirements

1. 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.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement 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 prescribed under section 133 of the Act, as applicable.

(e) On the basis of the written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure A". Our report expresses an unmodified opinion on the adequacy and operating

effectiveness of the Company''s internal financial controls over financial reporting.

(g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, 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;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditor''s Report) Order, 2016 (âthe Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)

We have audited the internal financial controls over financial reporting of Prestige Estates Projects Limited (âthe Company") as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managementâs Responsibility for Internal Financial Controls

The Company''s 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 issued by the Institute of Chartered Accountants of India. 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 company''s 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.

Auditorâs Responsibility

Meaning of Internal Financial Controls Over Financial Reporting

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, 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 issued by the Institute of Chartered Accountants of India.

(i) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets other than with regard to assets which are part of the premises given on lease by the Company where quantitative details have not been updated in the Fixed Assets Register.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed / transfer deed /registered joint development agreement provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings, are held in the name of the Company as at the balance sheet date. Immovable properties of land and buildings whose title deeds have been pledged as security for term loans and guarantees are held in the name of the Company based on the confirmations directly received by us from lenders. In respect of immovable properties of land and buildings that have been taken on lease and disclosed as fixed asset in the financial statements, the lease agreements are in the name of the Company, where the Company is the lessee in the agreement.

(iii) According to the information and explanations given to us, the Company has granted loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which:

(a) The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to the Company''s interest.

(b) The schedule of repayment of principal and payment of interest has not been stipulated and in the absence of such schedule we are unable to comment on the regularity of the repayments or receipts of principal amounts and interest.

(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 grant of loans, making investments and providing guarantees and securities, as applicable.

(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and did not have any unclaimed deposits.

(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us, in respect of statutory dues:

(a) Other than the delays in depositing dues relating to Provident Fund, Employees'' State Insurance, Income Tax deducted at source and Service Tax, the Company has generally been regular in depositing undisputed statutory dues, including Sales Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other material statutory dues applicable to it with the appropriate authorities.

(viii) In our opinion and according to the information and explanations given to us and confirmations given by financial institutions and banks, the Company has not defaulted in the repayment of loans or borrowings to financial institutions and banks and dues to debenture holders. The Company has not taken any loans or borrowings from government.

(b) Details of undisputed amounts payable in respect of Provident Fund, Employees'' State Insurance, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other material statutory dues in arrears as at March 31, 2016 for a period of more than six months from the date they became payable are given below:

Name of statute	Nature of the dues	Amount (Rs, Lakhs)	Period to which the amount relates (FY)	Due Date
Finance Act, 1994	Interest on delayed payment of Service tax	63	2015-16	Various

(c) Details of dues of Income-tax, Sales Tax, Service Tax, Customs Duty, Excise duty and Value Added Tax which have not been deposited as on March 31, 2016 on account of disputes are given below:

Name of statute	Nature of the dues	Forum where dispute is pending	Period to which the amount relates (FY)	Amount involved (Rs, Lakhs)
Finance Act, 1994	Service tax, interest and penalties	Customs, Excise and Service Tax Appellate Tribunal.	2000 - 01 to 2004 - 05	66*
Finance Act, 1994	Service tax	High Court of Karnataka	Various	437
Finance Act, 1994	Interest on delayed payment of Service Tax	Commissioner of Service Tax	June 2007 to June 2010	2,120
Karnataka Value Addec Tax Act	Value added tax and Interest	Karnataka Appellate Tribunal	2007 to 2010	545**
Income Tax Act, 1961	Income tax deducted at source	Commissioner of Income Tax (Appeals), Bangalore	2013-14	100***

* Net of Rs, 9 lakhs paid under protest.

** Net of Rs, 826 lakhs paid under protest.

*** Net of Rs, 25 lakhs paid under protest.

(ix) In our opinion and according to the information and explanations given to us, money raised by way of term loans have been applied by the Company during the year for the purposes for which they were raised, other than temporary deployment pending application of proceeds. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments).

(xi) In our opinion and according to the information and explanations given to us, the Company has provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements, as required by the applicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of the Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or directors of its holding, subsidiary or associate company or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

for Deloitte Haskins & Sells

Chartered Accountants

Firm Registration No. 008072S

V. Balaji

Partner

(Membership No. 203685)

Place: Bengaluru

Date: 30th May 2016

Mar 31, 2015

We have audited the accompanying standalone financial statements of PRESTIGE ESTATES PROJECTS LIMITED("the Company"), which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("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 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, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls.

An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

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 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 31st March 2015, and its profits and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government in terms of Section 143 (11) of the Act, we give in the Annexure 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 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, and the Cash Flow Statement 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, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31st March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2015 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) 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, 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 29.A.1to the standalone financial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts - Refer Note 11 to the standalone financial statements. The Company did not have any derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 on Report on Other Legal and Regulatory Requirements of our report of even date)

(i) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets, other than with regard to assets which are part of the premises given on lease by the Company where quantitative details have not been updated in the Fixed Assets Register.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(ii) The inventories held by the Company comprise stock of units in completed projects and work in progress of projects under development. In respect of its inventories:

(a) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, having regard to the nature of inventory, the procedures of physical verification by way of verification of title deeds and site visits by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) According to the information and explanations given to us, the Company has granted loans, secured or unsecured, to companies, firms or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013. In respect of such loans:

(a) In the absence of stipulations, the regularity of the receipts of principal amounts and interest has not been commented upon.

(b) The loans granted are repayable on demand and there are no overdue amounts outstanding as at the year end.

(iv) According to the information given to us and having regard to the explanation that the business of the Company includes purchase of land and other immovable properties where there is probability of claims regarding title to such properties, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of units of projects and supply of services.

(v) According to the information and explanations given to us, the Company has not accepted any deposits.

(vi) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2014 as amended and prescribed by the Central Government under Sub Section (1) of Section 148 of the Companies Act, 2013 and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us, in respect of statutory dues:

(a) Other than the delays in depositing dues relating to Provident Fund, ESI, Service Tax and Income Tax deducted at source, the Company has generally been regular in depositing undisputed statutory dues, including Employees' State Insurance, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities

(b) Details of undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Excise Duty, Customs Duty, Value Added Tax, Cess and other material statutory dues in arrears as at 31st March 2015 for a period of more than six months from the date they became payable are given below:

Amount Name of statute Nature of the dues (Rs. lakhs)

Finance Act, 1994 Interest on delayed payment 85 of Service tax

Income Tax Act, 1961 Interest on delayed 260 remittance of Taxes deducted at source

Period to which the Due Date Name of statute amount relates (F Y)

Finance Act, 1994 2013-14 and 2014-15 Various

Income Tax Act, 1961 2013-14 and 2014-15 Various

(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise duty, Value Added Tax and Cess which have not been deposited as on 31st March 2015 on account of disputes are given below:

Amount Name of statute Nature of the dues involved (Rs. lakhs)

Finance Act, 1994 Service tax, interest and 64 penalties

Finance Act, 1994 Service tax 563

Finance Act, 1994 Interest on delayed payment of 2,120 Service Tax

Karnataka Value Value added tax and Interest 592

Added Tax Act

Income Tax Act, 1961 Income tax deducted at source 100

Period to which the Forum where dispute Name of statute amount relates (FY) is pending

Finance Act, 1994 2000 - 01 to Customs, Excise and 2004 - 05 Service Tax Appellate Tribunal.

Finance Act, 1994 2007 - 08 High Court of Karnataka

Finance Act, 1994 June 2007 to Commissioner of June 2010 Service Tax

Karnataka Value 2007 to 2010 Deputy Commissioner Added Tax Act of Commercial Taxes, Bangalore

Income Tax Act, 1961 2013-14 Commissioner of Income Tax (Appeals), Bangalore

(d) There are no amounts that are due to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and Rules made thereunder.

(viii) The Company does not have accumulated losses at the end of the financial year and the Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(ix) In our opinion and according to the information, explanations given to us and confirmations given by financial institutions and banks, the Company has not defaulted in the repayment of dues to financial institutions and banks. The Company has not issued any debentures.

(x) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not, prima facie, prejudicial to the interests of the Company.

(xi) In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were obtained, other than temporary deployment pending application.

(xii) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm Registration No. 008072S)

V. Balaji Place: Bangalore Partner Date : 30th May 2015 (Membership No. 203685)

Mar 31, 2014

We have audited the accompanying financial statements of PRESTIGE ESTATES PROJECTS LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March, 2014, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s responsibility for the financial statements

The Company''s Management is responsible for the preparation of financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956 ("the Act") (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control 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.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date. emphasis of Matter

We draw attention to Note 40 to the financial statements. As stated therein, Trade receivables outstanding for more than six months from the date on which they were due include an amount of Rs. 11,073 lakhs relating to dues from certain parties which have been considered good and recoverable by the Management, inter alia, based on the continuing business relationships and arrangements that the Company has with these parties.

Our opinion is not qualified in respect of this matter. report on other legal and regulatory requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in Section 211(3C) of the Act (which continue to be applicable in respect of Section 133 of the Companies Act, 2014 in terms of General Circular 15/2014 dated 13th September, 2014 of the Ministry of Corporate Affairs).

(e) On the basis of the written representations received from the directors as on 31st March, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 31, 2014 from being appointed as a director in terms of Section 274(1) (g) of the Act.

Annexure to the inde Pendent auditors'' re Port (Referred to in paragraph 1 on Report on Other Legal and Regulatory Requirements of our report of even date)

(i) Having regard to the nature of the Company''s business / activities / results during the year, clauses (vi), (xii), (xiii), (xiv), (xix) and (xx) of paragraph 4 of the Order are not applicable to the Company.

(ii) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets, other than with regard to assets which are part of the premises given on lease by the Company where quantitative details have not been updated in the Fixed Assets Register.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company and such disposal has, in our opinion, not affected the going concern status of the Company.

(iii) The inventories held by the Company comprise stock of units in completed projects and work in progress of projects under development. In respect of its inventories:

(a) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, having regard to the nature of inventory, the procedures of physical verification by way of verification of title deeds, site visits by the Management and are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iv) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act 1956, according to the information and explanations given to us:

(a) The Company has granted loans aggregating Rs 38,207 lakhs to 10 parties during the year. At the year-end, the outstanding balances of such loans granted aggregated Rs. 32,968 lakhs (including interest accrued) (number of parties - 12) and the maximum amount involved during the year was Rs. 58,384 lakhs (including interest accrued) (number of parties - 12).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interest of the Company.

(c) In the absence of stipulations, we are unable to comment on the regularity of the receipts of principal amounts and interest.

(d) The loans granted are repayable on demand and there are no overdue amounts outstanding as at the year end.

In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

(a) The Company has taken loans aggregating Rs. 14,161 lakhs from 5 parties during the year. At the year- end, the outstanding balances of such loans taken aggregated Rs. 2,718 lakhs (including interest accrued) (number of parties Â 5) and the maximum amount involved during the year was Rs. 14,957 lakhs (including interest accrued) (number of parties - 9).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie, not prejudicial to the interest of the Company.

(c) In the absence of stipulations, we are unable to comment on the regularity of the payments of principal amounts and interest.

(v) According to the information given to us and having regard to the explanation that the business of the Company includes purchase of land and other immovable properties where there is probability of claims regarding title to such properties, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of units of projects and supply of services.

(vi) In respect of contracts or arrangements entered in the Register maintained in pursuance of Section 301 of the Companies Act, 1956, to the best of our knowledge and belief and according to the information and explanations given to us:

(a) The particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the Register maintained under the said Section have been so entered.

(b) Where each of such transaction (excluding loans reported under paragraph (iv) above) is in excess of Rs. 5 lakhs in respect of any party, the transactions have been made at prices which are, prima facie, reasonable having regard to the prevailing market prices at the relevant time.

(vii) In our opinion, the Company has an adequate internal audit system commensurate with the size and the nature of its business.

(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanations given to us, in respect of statutory dues:

(a) Other than the delays in depositing dues relating to Provident Fund, Service Tax and Income Tax deducted at source, the Company has generally been regular in depositing undisputed statutory dues, including Investor Education and Protection Fund, Employees'' State Insurance, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other material statutory dues applicable to it with the appropriate authorities.

(b) Details of undisputed amounts payable in respect of Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Excise Duty, Customs Duty, Cess and other material statutory dues in arrears as at 31st March, 2014 for a period of more than six months from the date they became payable are given below:

Name of Statute Nature of the dues Amount Period to which involved Due Date (Rs. lakhs) the amount relates (A.Y.)

Finance Act, 1994 Interest on delayed 16.42 2013 - 14 August 06, payment of Service 2013 tax

Income Tax Act, Interest on delayed 13.62 2013-14 July 15, 1961 remittance of Taxes 2013 deducted at source

(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, and Cess which have not been deposited as on 31st March , 2014 on account of disputes are given below:

Name of Nature of the dues Amount involved Period to which Forum where Statute (Rs. lakhs) the amount relates (A.Y.) dispute is pending

Finance Act, Service tax, interest 65.93 2000 - 01 to Customs, Excise and 1994 and penalties 2004 - 05 Service Tax Appellate Tribunal.

Finance Act, Service tax 563.29 2007 - 08 High Court of 1994 Karnataka

Karnataka Value added tax and 592.35 2007 to 2010 Deputy Commissioner Value Added Interest of Commerc -ial Taxes, Tax Act Bangalore

Kerala Value Value added tax and 124.23 2008 - 09 to Deputy Added Tax Interest 2013 - 14 Commissioner (Appeals) Ernakulam Kerala Value Value added tax and 114.51 2009 - 10 High Court of Added Tax Penalty Kerala Act

Income Tax Income tax deducted 99.83 2013 - 14 Commissioner of Act, 1961 at source Income Tax (Appeals), Bangalore

(x) The Company does not have accumulated losses at the end of the financial year and the Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year

(xi) In our opinion and according to the information, explanations and confirmations given by financial institutions and banks, the Company has not defaulted in the repayment of dues to financial institutions and banks. The Company has not issued any debentures.

(xii) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not, prima facie, prejudicial to the interests of the Company.

(xiii) In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were obtained, other than temporary deployment pending application.

(xiv) In our opinion and according to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short-term basis have not been used during the year for long-term investment.

(xv) According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xvi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For Deloitte Haskins & Sells

Chartered Accountants

(Firm Registration no. 008072s)

Sd/-

V. Balaji

Partner

Place: Bangalore (Membership no. 203685)

Date : 26th May, 2014

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of PRESTIGE ESTATES PROJECTS LIMITED ( the Company ), which comprise the Balance Sheet as at 31st March, 2013, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

ManagementÂs Responsibility for the Financial Statements

The Company s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956 ( the Act ) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control 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.

AuditorsÂ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor s Report) Order, 2003 ( the Order ) issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in Section 211(3C) of the Act.

(e) On the basis of the written representations received from the directors as on 31st March, 2013 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 31, 2013 from being appointed as a director in terms of Section 274(1)(g) of the Act.

ANNEXURE TO THE INDEPENDENT AUDITORSÂ REPORT

(Referred to in paragraph 1 on Report on Other Legal and Regulatory Requirements of our report of even date)

(i) Having regard to the nature of the Company s business / activities / results during the year, clauses (vi),(x),(xii),(xiii),(xiv) and(xix)of paragraph 4 of the Order are not applicable to the Company.

(ii) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company and such disposal has, in our opinion, not affected the going concern status of the Company.

(iii) The inventories held by the Company comprise stock of units in completed projects and work in progress of projects under development. In respect of its inventories:

(a) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, having regard to the nature of inventory, the procedures of physical verification by way of verification of title deeds, site visits by the Management and certification of extent of work completion by competent persons, are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iv) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act 1956, according to the information and explanations given to us:

(a) The Company has granted loans aggregating Rs 11,497 lakhs to 6 parties during the year. At the year-end, the outstanding balances of such loans granted aggregated Rs. 33,119 lakhs (including interest accrued) (number of parties - 9) and the maximum amount involved during the year was Rs. 40,997 lakhs (including interestaccrued) (number of parties - 9).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interest of the Company.

(c) The receipts of principal amounts and interest have been regular/as per stipulations.

(d) The loans granted are repayable on demand and there are no overdue amounts outstanding as at the year end.

In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

(a) The Company has taken loans aggregating Rs. 44,041 lakhs from 6 parties during the year. At the year- end, the outstanding balances of such loans taken aggregated Rs. 9,828 lakhs(including interest accrued) (number of parties Â 4) and the maximum amount involved during the year was Rs. 11,566 lakhs (including interest accrued) (number of parties - 8).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie, not prejudicial to the interest of the Company.

(c) The payments of principal amounts and interest in respect of such loans are regular/ as per stipulations.

(v) According to the information given to us and having regard to the explanation that the business of the Company includes purchase of land and other immovable properties where there is probability of claims regarding title to such properties, there are adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of units of projects and supply of services.

(vi) In respect of contracts or arrangementsentered in the Register maintained in pursuance of Section 301 of the Companies Act, 1956, to the best of our knowledge and belief and according to the information and explanations given to us:

(a) The particulars of contracts or arrangements referred to inSection 301 that needed to be entered in the Register maintained under the said Section have been so entered.

(b) Where each of such transaction is in excess of Rs. 5 lakhs in respect of any party, the transactions have been made at prices which are, prima facie, reasonable having regard to the prevailing market prices at the relevant time.

(vii) In our opinion, the Company has an adequate internal audit system commensurate with the size and the nature of its business.

(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 and are of the opinion that, prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanations given to us, in respect of statutory dues:

(a) Except for the delays in depositing Provident Fund dues, Service Tax dues and Income Tax deducted at source, the Company has generally been regular in depositing other undisputed statutory dues, including Investor Education and Protection Fund, Employees State Insurance, Sales Tax, Wealth Tax, Customs Duty, Cess and other material statutory dues applicable to it with the approperiate authorities.

Having regard to the operations of the Company during the year ended 31st March, 2013, dues relating to Excise Duty was not applicable to the Company.

(b) There were no undisputed amounts payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax,Customs Duty, Cess and other material statutory dues in arrears as at 31st March, 2013 for a period of more than six months from the date they became payable.

(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, and Cess which have not been deposited as on 31st March , 2013 on account of disputes are given below:

Name of Nature of the dues Amount involved statute (Rs. lakhs)

Finance Act, Service tax, interest 65.93 1994 and penalties

Kerala Value Value added tax and Added Tax Interest 124.23

NAME Period to which Forum where the amount relates (A.Y.) dispute is pending

Finance Act, 2005 Â 06 Customs, Excise and Service Tax

Finance Act, 2006 Â 07 Appellate Tribunal. Deputy

2008 Â 09 Commissioner (Appeals) Ernakulam

(x) In our opinion and according to the information, explanations and confirmations given to us, the Company has not defaulted in the repayment of dues to financial institutions and banks. The Company has not issued any debentures.

(xi) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not, prima facie, prejudicial to the interests of the Company.

(xii) In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were obtained, other than temporary deployment pending application.

(xiii) In our opinion and according to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short-term basis have not been used during the year for long-term investment.

(xiv) According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xv) The management has disclosed the end use of money raised by public issues in the notes to the financial statements and we have verified the same.

(xvi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For DELOITTE HASKINS & SELLS

Chartered Accountants

(Firm Registration No. 008072S)

V. Balaji

Partner

Bangalore, 21st May, 2013 (Membership No. 203685)

Mar 31, 2012

1. We have audited the attached Balance Sheet of Prestige Estates Projects Limited (the "Company") as at March 31, 2012, the Profit and Loss Statement and the Cash Flow Statement of the Company for the year ended on that date, both annexed thereto. These financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and the disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 (CARO) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows:

a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company, so far as it appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Statement and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Statement and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956;

e) in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

i) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2012;

ii) in the case of the Profit and Loss Statement, of the profit for the year ended on that date; and

iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

5. On the basis of the written representations received from the Directors as on March 31, 2012 taken on record by the Board of Directors, we report that none of the Directors is disqualified as on March 31, 2012 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, 1956.

ANNEXURE TO THE AUDITORS' REPORT (Referred to in paragraph 3 of our report of even date)

(i) Having regard to the nature of the Company's business /activities / results, clauses (vi), (xii), (xiii), (xiv) and (xix) of paragraph 4 of CARO are not applicable.

(ii) In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets.

b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verification.

c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company and such disposal has, in our opinion, not affected the going concern status of the Company.

(iii) The inventories held by the Company comprises of stock of units in completed projects and work in progress of projects under development. In respect of its inventories:

a) As explained to us and in our opinion, the inventories were physically verified during the year by the Management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the Management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iv) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

a) The Company has granted unsecured loans aggregating Rs. 2,552,897,220 to ten parties during the year. At the year-end, the outstanding balances of such loans aggregated to Rs. 3,182,468,019 (including interest accrued) and the maximum amount involved during the year was Rs. 3,939,688,469 (including interest accrued) (number of parties - ten).

b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interests of the Company.

c) The receipts of principal amounts and interest have been regular/as per stipulations.

d) The loans granted are repayable on demand and there are no overdue amounts outstanding as at the year end.

In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

a) The Company has taken loans aggregating Rs. 70,500,000 from two parties during the year. At the year-end, the outstanding balance of such loans taken aggregated to Rs. 98,313,535 (including interest accrued) (number of parties Ã three) and the maximum amount involved during the year was Rs. 219,375,341 (including interest accrued) (number of parties Ã six).

b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interests of the Company.

c) The payments of principal amounts and interest in respect of such loans are regular/as per stipulations.

(v) According to the information given to us and having regard to the explanation that the business of the Company includes purchase of land and other immovable properties where there is probability of claims regarding title to such properties, in our opinion, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventories and fixed assets and sale of units at projects and supply of services. During the course of our audit, we have not observed any failure to correct major weakness in such internal controls.

(vi) In respect of contracts or arrangements (excluding for loans reported in paragraph (iv) above and guarantees/ securities reported in paragraph (xii) below) entered in the Register maintained in pursuance of Section 301 of the Companies Act, 1956, to the best of our knowledge and belief and according to the information and explanations given to us:

a) The particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the Register maintained under the said Section have been so entered.

b) Where each of such transaction is in excess of Rs.5 lakhs in respect of any party, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time, other than advances/payments and receipts towards purchase /sale of land and other immovable properties and services received/ rendered being of specialized nature, the prices are not capable of being compared with prevailing market prices at the relevant time.

(vii) In our opinion, during the year the Company has an adequate internal audit system commensurate with the size and the nature of its business.

(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanations given to us in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed dues, including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it with the appropriate authorities during the period except for remittance of Income Tax and Service Tax in which delays were noted.

b) There were no undisputed amounts payable in respect of Income-tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues in arrears as at March 31, 2012 for a period of more than six months from the date they became payable.

c) Details of dues of Income tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited as on March 31, 2012 on account of disputes are give below

Statute Nature of Dues Amount involved (Rs.) Period to which Forum where the amount relates Dispute is pending

Service Tax Service Tax, Interest and penalties 6,593,529 2005-06 Customs, Excise and

2006-07 Service Tax Appellate Tribunal

Kerala Value Value Added Tax Added Tax and Interest 12,423,747 2008-09 Deputy Commissioner (Appeals) Ernakulam

(x) The Company does not have accumulated losses at the end of the financial year and has not incurred cash loss during the financial year and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, though there were delays in some cases, the Company has not defaulted in repayment of dues to banks and financial institutions. The Company does not have any outstanding debentures.

(xii) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xiii) In our opinion and according to the information and explanations given to us, the term loans have been, prima facie, applied for the purposes for which they were obtained, other than temporary deployment pending application.

(xiv) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have not been used during the year for long- term investment

(xv) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

(xvi) The Management has disclosed the end use of money raised by public issues and we have verified the same.

(xvii) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company has been noticed or reported during the year.

For DELOITTE HASKINS & SELLS

Chartered Accountants

Registration No. 008072S

S. Ganesh

Place : Bangalore Partner

Date : 28 May 2012 M. No.204108

Mar 31, 2011

1. We have audited the attached Balance Sheet of Prestige Estates Projects Limited (the "Company") as at 31 March 2011, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, both annexed thereto. These financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and the disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 (CARO) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows:

a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company, so far as it appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956;

e) in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March 2011;

ii) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and

iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

5. On the basis of the written representations received from the Directors as on 31 March 2011 taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 March 2011 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, 1956.

Annexure to the Auditors Report

(Referred to in paragraph 3 of our report of even date)

(i) Having regard to the nature of the Companys business /activities/results, Clauses (vi), (viii), (xii), (xiii), (xiv) and (xix) of paragraph 4 of CARO are not applicable.

(ii) In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets.

b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verification.

c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company and such disposal has, in our opinion, not affected the going concern status of the Company.

(iii) The inventories held by the Company comprises of stock of units in completed projects and work in progress of projects under development. In respect of its inventories:

a) As explained to us and in our opinion, the inventories were physically verified during the year by the Management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the Management were reasonable and adequate in relation to the si2e of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iv) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

a) The Company has granted unsecured loans aggregating Rs 2,521,540,000 to seven parties during the year. At the year-end, the outstanding balances of such loans aggregated to Rs 1,248,797,731 (including interest accrued) and the maximum amount involved during the year was Rs 2,741,574,990 (including interest accrued) (number of parties - ten).

b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interests of the Company.

c) The receipts of principal amounts and interest have been regular/as per stipulations.

d) The loans granted are repayable on demand and there are no overdue amounts outstanding as at the year end.

In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

a) The Company has taken loans aggregating Rs 194,590,000 from five parties during the year. At the year-end, the outstanding balance of such loans taken aggregated to Rs 140,595,588 (including interest accrued) (number of parties - five) and the maximum amount involved during the year was Rs 466,478,219 (including interest accrued) (number of parties - seven).

b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interests of the Company.

c) The payments of principal amounts and interest in respect of such loans are regular/as per stipulations.

(v) According to the information given to us and having regard to the explanations that the business of the Company includes purchase of land and other immovable properties where there is probability of claims regarding tide to such properties, in our opinion, there are adequate internal control procedures commensurate with the si2e of the Company and the nature of its business for the purchase of fixed assets, sale of services and letting out of properties. During the course of our audit, we have not observed any failure to correct major weakness in such internal controls. The Companys operations during the year constituted real estate development and letting out of developed properties and did not entail purchase of inventories and sale of goods.

(vi) In respect of contracts or arrangements (excluding for loans reported in paragraph (iv) above and guarantees/securities reported in paragraph (xiv) below) entered in the Register maintained in pursuance of Section 301 of the Companies Act, 1956, to the best of our knowledge and belief and according to the information and explanations given to us:

a) The particulars of contracts or arrangements referred to Section 301 that needed to be entered in the Register maintained under the said Section have been so entered.

b) Where each of such transaction is in excess of Rs 5 lakhs in respect of any party, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time, other than advances/payments and receipts towards purchase/sale of land and other immovable properties and services received/rendered being of specialised nature, the prices are not capable of being compared with prevailing market prices at the relevant time.

(vii) In our opinion, during the year the Company has an adequate internal audit system commensurate with the si2e and the nature of its business.

(viii) According to the information and explanations given to us in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed dues, including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other material statutory dues applicable to it with the appropriate authorities during the period except for remittance of Income Tax and Service Tax in which delays were noted.

b) There were no undisputed amounts payable in respect of Income-tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues in arrears as at 31 March 2011 for a period of more than six months from the date they became payable except in respect of remittances of dues towards income tax aggregating to Rs 177,249,625/-.

c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited as on 31 March 2011 on account of disputes are given below:

Statute Nature of Dues Amount involved

Service Tax Service Tax, Interest 6,593,529

and penalties

Kerala Value Value Added Tax 12,423,747

Added Tax and Interest

Statute Period to which the Forum where Dispute is amount relates pending

Service Tax 2005-06 Customs, Excise and Service 2006-07 Tax Appellate Tribunal

Kerala Value Added Tax 2008-09 Deputy Commissioner

(Appeals) Ernakulam

(ix) The Company does not have accumulated losses at the end of the financial year and has not incurred cash loss during the financial year and the immediately preceding financial year.

(x) In our opinion and according to the information and explanations given to us, though there were delays in some cases, the Company has not defaulted in repayment of dues to banks and financial institutions. The Company does not have any outstanding debentures.

(xi) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xii) In our opinion and according to the information and explanations given to us, the term loans have been, prima facie, applied for the purposes for which they were obtained, other than temporary deployment pending application.

(xiii) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have not been used during the year for long- term investment

(xiv) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Act.

(xv) The Management has disclosed the end use of money raised by public issues and we have verified the same.

(xvi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company has been noticed or reported during the year.

For DELOITTE HASKINS & SELLS

Chartered Accountants

Registration No. 008072S

S. Ganesh

Partner

M. No. 204108

Place : Bengaluru

Date : 17 May 2011

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