Auditor Report of Sona BLW Precision Forgings Ltd.

Mar 31, 2025

1. We have audited the accompanying standalone financial
statements of Sona BLW Precision Forgings Limited (‘the
Company’), which comprise the Standalone Balance
Sheet as at 31st March 2025 the Standalone Statement
of Profit and Loss (including Other Comprehensive
Income), the Standalone Statement of Cash Flow and
the Standalone Statement of Changes in Equity for the
year then ended, and notes to the standalone financial
statements, including material accounting policy
information and other explanatory information.

2. In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
standalone financial statements give the information
required by the Companies Act, 2013 (‘the Act’) in
the manner so required and give a true and fair view
in conformity with the Indian Accounting Standards
(‘Ind AS’) specified under Section 133 of the Act read
with the Companies (Indian Accounting Standards)
Rules, 2015 and other accounting principles generally
accepted in India, of the state of affairs of the Company
as at 31st March 2025, and its profit (including other
comprehensive income), its cash flows and the changes
in equity for the year ended on that date.

BASIS FOR OPINION

3. We conducted our audit in accordance with the
Standards on Auditing 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 (‘ICAI ’)
together with the ethical requirements that are relevant
to our audit of the standalone financial statements under
the provisions of the Act and the rules thereunder, and
we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code
of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis
for our opinion.

KEY AUDIT MATTERS

4. Key audit matters are those matters that, in our
professional judgment, were of most significance in
our audit of the standalone financial statements of
the current period. These matters were addressed
in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters.

5. We have determined the matters described below to be
the key audit matters to be communicated in our report.

Key audit matters

How our audit addressed the key audit matter

Impairment of goodwill and brands having indefinite useful life

Our audit procedures included, but were not limited to the following:

(together ‘intangibles’)

a)

Obtained an understanding from the management with

As detailed in Note 46 to the standalone financial statements, the

respect to its impairment assessment process, assumptions

Company carries goodwill amounting to INR 1,582.24 million and

used and estimates made by the management;

brands amounting to INR 687.40 million in its standalone balance
sheet as at 31st March 2025.

b)

Evaluated the design and tested the operating effectiveness
of controls related to aforementioned process of

The goodwill (related to Comstar) was recorded pursuant to scheme

impairment testing;

of amalgamation being approved by the Hon’ble National Company
Law Tribunal vide its order dated 7th January 2022 post which the
Company and its wholly owned subsidiary Comstar Automotive
Technologies Private Limited were merged.

c)

Obtained the impairment analysis carried out by the
management and tested its mathematical accuracy.
Understood and evaluated the basis of identification of CGUs
to which goodwill is allocated for impairment assessment;

The brands were recognised pursuant to Company acquiring SONA
Intellectual property rights and all intellectual property rights thereto
from SONA Management Services Limited.

d)

Traced the cash flows considered in future projections to
approved business plans and compared past projections
with actual results to evaluate efficacy of the business

In terms with Indian Accounting Standard 36, Impairment of Assets,

projections process;

Goodwill and indefinite lived assets are tested for impairment annually
by the management at the CGU level, whereby the carrying amount
of the CGU (including goodwill) is compared with the recoverable
amount of the CGU.

e)

Evaluated the inputs and assumptions used by the
management in future projections with respect to revenue
and cost growth trends for reasonableness thereof, basis our
understanding of the business and market trends;

Impairment assessment requires significant estimations and
judgement with respect to inputs used and assumptions made to
prepare the forecasted financial information, used to determine the
recoverable amount, using discounted cash flow model (‘Model’).

Key audit matters

How our audit addressed the key audit matter

Key assumptions used in management’s assessment of the carrying

f)

Engaged auditor’s valuation experts to assess

amount of goodwill and indefinite life intangible assets includes the

appropriateness of the valuation methodology applied

expected growth rates, estimates of future financial performance,

and the reasonableness of the assumptions used including

market conditions and discount rates, amongst others.

discount rate and long-term growth rates, basis comparison

The management has concluded that the recoverable amount of the

to economic and industry forecasts where appropriate;

CGU is higher than its carrying amount and accordingly, no impairment

g)

Performed sensitivity analysis on these key assumptions to

provision has been recorded as at 31st March 2025.

assess the degree of estimation uncertainty involved in the

Considering the materiality of the amount involved and significant

estimates and

degree of judgement and subjectivity involved in the estimates

h)

Assessed the adequacy and appropriateness of

and assumptions used in determining the cash flows used in the

the disclosures made by the management in the

impairment evaluation, we have determined impairment of such

standalone financial statements in accordance with the

intangibles as a key audit matter for the current year audit.

accounting standards.

Impairment assessment of investment in a subsidiary company.

Our audit procedures included, but were not limited to, the following:

As described in Note 46 to the standalone financial statements,

a)

Obtained an understanding from the management with

the Company has completed the acquisition of 54% share capital

respect to its impairment assessment process, assumptions

and voting rights in Novelic d.o.o. Beograd on 6th September 2023,

used and estimates made by management.

as per terms of the definitive documents executed in this regard.
The subsidiary’s net worth is lower than the carrying value of the
investment and thus, the management has performed a detailed

b)

Evaluated the design and tested the operating effectiveness
of controls related to aforementioned annual impairment.

impairment investment in accordance with the requirements of Ind AS

c)

Obtained the impairment analysis carried out by the

36, Impairment of Assets.

management and tested its mathematical accuracy.

The management has determined the recoverable value of the

d)

Traced the cash flows considered in future projections to

investment through fair valuation using discounted cash flow method,

approved business plans of the investee company and

which requires the management to make significant estimates and

compared past projections with actual results to evaluate

judgements with respect to detailed cash flow projections based

efficacy of the business projections process;

on underlying business plans of the subsidiary company, expected
growth rates in the business and other market related factors.

e)

Evaluated the inputs and assumptions used by the
management in future projections with respect to revenue

The management has concluded that the recoverable amount of the

and cost growth trends for reasonableness thereof, basis our

Investment is higher than its carrying amount and accordingly, no

understanding of the business and market trends;

impairment provision has been recorded as at 31st March 2025.

f)

Engaged auditor’s valuation experts to assess

Considering the materiality of the amounts involved and significant

appropriateness of the valuation methodology applied

degree of judgement and subjectivity involved in the estimates and

and the reasonableness of the assumptions used including

key assumptions used in determining the cash flows used in the

discount rate and long-term growth rates, basis comparison

impairment evaluation, we have determined impairment of such

to economic and industry forecasts where appropriate;

investment as a key audit matter for current year audit.

g)

Performed sensitivity analysis on these key assumptions
to assess the degree of estimation uncertainty involved in
the estimates;

h)

Assessed the adequacy and appropriateness of the disclosures
made by the management in the standalone financial
statements in accordance with the accounting standards.

• Evaluate the appropriateness of accounting
policies used and the reasonableness of
accounting estimates and related disclosures
made by management;

• Conclude on the appropriateness of Board of
Directors’ use of the going concern basis of
accounting and, based on the audit evidence
obtained, whether a material uncertainty exists
related to events or conditions that may cast
significant doubt on the Company’s ability to
continue as a going concern. If we conclude that
a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related
disclosures in the standalone financial statements
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s
report. However, future events or conditions may
cause the Company to cease to continue as a
going concern; and

• 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.

12. 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.

13. 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.

14. From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the standalone
financial statements of the current period and are
therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that
a matter should not be communicated in our report
because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest
benefits of such communication.

INFORMATION OTHER THAN THE
STANDALONE FINANCIAL STATEMENTS AND
AUDITOR’S REPORT THEREON

6. The Company’s Board of Directors are 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 will not
express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial
statements, our responsibility is to read the other
information identified above when it becomes available
and, in doing so, consider whether the other information
is materially inconsistent with the standalone financial
statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude
that there is a material misstatement therein, we are
required to communicate the matter to those charged
with governance.

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

7. The accompanying standalone financial statements have
been approved by the Company’s Board of Directors.
The Company’s Board of Directors are responsible for
the matters stated in Section 134(5) of the Act with
respect to the preparation and presentation of these
standalone financial statements that give a true and
fair view of the financial position, financial performance
including other comprehensive income, changes in
equity and cash flows of the Company in accordance
with the Ind AS specified under Section 133 of the Act
and other accounting principles generally accepted in
India. This responsibility also includes maintenance of
adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting frauds
and other irregularities; selection and application of
appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal
financial controls, that were operating effectively
for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and
presentation of the financial statements that give a true
and fair view and are free from material misstatement,
whether due to fraud or error.

8. In preparing the standalone financial statements, the
Board of Directors 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 the Board of Directors either intends
to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.

9. The Board of Directors is also responsible for overseeing
the Company’s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE

AUDIT OF THE STANDALONE FINANCIAL

STATEMENTS

10. 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 Standards on
Auditing 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.

11. As part of an audit in accordance with Standards
on Auditing, specified under Section 143(10) of the
Act we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:

• Identify and assess the risks of material
misstatement of the standalone financial
statements, whether due to fraud or error, design
and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the
override of internal control;

• Obtain an understanding of internal 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;

REPORT ON OTHER LEGAL AND

REGULATORY REQUIREMENTS

15. As required by Section 197(16) of the Act, based on
our audit, we report that the Company has paid and
provided for remuneration to its directors during the
year in accordance with the provisions of and limits
laid down under Section 197 read with Schedule V to
the Act.

16. As required by the Companies (Auditor’s Report) Order,
2020 (‘the Order’) issued by the Central Government of
India in terms of Section 143(11) of the Act we give in
the Annexure I a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

17. Further to our comments in Annexure I, as required by
Section 143(3) of the Act based on our audit, 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
purpose of our audit of the accompanying
standalone financial statements;

b) Except for the matters stated in paragraph 17(h)
(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014
(as amended), 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 standalone financial statements dealt with
by this report are in agreement with the books
of account;

d) In our opinion, the aforesaid standalone financial
statements comply with Ind AS specified under
Section 133 of the Act;

e) On the basis of the written representations
received from the directors and taken on record
by the Board of Directors, none of the directors
is disqualified as on 31st March 2025 from being
appointed as a director in terms of Section 164(2)
of the Act;

f) The modification relating to the maintenance of
accounts and other matters connected therewith
are as stated, paragraph 17(b) above on reporting
under Section 143(3)(b) of the Act and paragraph
17(h)(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014 (as
amended);

g) With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company as on 31st March 2025
and the operating effectiveness of such controls,
refer to our separate report in Annexure II wherein
we have expressed an unmodified opinion; and

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, as detailed in note 39 to
the standalone financial statements, has
disclosed the impact of pending litigations on
its financial position as at 31st March 2025;

ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses as at 31st March 2025;

iii. There were no amounts which were required
to be transferred to the Investor Education
and Protection Fund by the Company during
the year ended 31st March 2025;

iv. a) The management has represented

that, to the best of its knowledge and
belief, as disclosed in note 49 to the
standalone financial statements, no
funds have been advanced or loaned or
invested (either from borrowed funds or
securities premium or any other sources
or kind of funds) by the Company to or
in any person(s) or entity(ies), including
foreign entities (‘the intermediaries’),
with the understanding, whether
recorded in writing or otherwise, that the
intermediary shall, whether, directly or

indirectly lend or invest in other persons
or entities identified in any manner
whatsoever by or on behalf of the
Company (‘the Ultimate Beneficiaries’)
or provide any guarantee, security or the
like on behalf the Ultimate Beneficiaries;

b) The management has represented that,
to the best of its knowledge and belief,
as disclosed in note 49 to the standalone
financial statements, no funds have
been received by the Company from any
person(s) or entity(ies), including foreign
entities (‘the Funding Parties’), with the
understanding, whether recorded in
writing or otherwise, that the Company
shall, whether directly or indirectly, lend
or invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
(‘Ultimate Beneficiaries’) or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and

c) Based on such audit procedures
performed as considered reasonable
and appropriate in the circumstances,
nothing has come to our notice that
has caused us to believe that the
management representations under
sub-clauses (a) and (b) above contain
any material misstatement.

v. The interim dividend declared and paid by
the Company during the year ended 31st
March 2025 and until the date of this audit
report is in compliance with Section 123
of the Act. The final dividend paid by the
Company during the year ended 31st March
2025 in respect of such dividend 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 34
to the accompanying standalone financial
statements, the Board of Directors of the
Company have proposed final dividend for
the year ended 31st March 2025 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. Based on our examination which included test
checks, the Company, in respect of financial
year commencing on 1st April 2024, has used
accounting software for maintaining its books
of account which have a feature of recording
audit trail (edit log) facility and the same
have been operated throughout the year
for all relevant transactions recorded in the
software except that, audit trail feature was
not enabled at database level for accounting
software to log any direct data changes.

Further, during the course of our audit we did
not come across any instance of audit trail
feature being tampered with in respect of
the accounting software where such feature
is enabled. Furthermore, the audit trail has
been preserved by the Company as per the
statutory requirements for record retention.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Arun Tandon

Partner

Membership No.: 517273

UDIN: 25517273BMICZR6458

Place: New Delhi

Date: 30th April 2025


Mar 31, 2024

Key audit matters

How our audit addressed the key audit matter

impairment of goodwill and brands having indefinite useful life

Our audit procedures included, but were not limited to the following:

(together ‘intangibles’)

As detailed in Note 46 to the standalone financial statements, the Company carries goodwill amounting to INR1,582.24 million and

a)

Obtained an understanding from the management with respect to its impairment assessment process, assumptions used and estimates made by the management;

brands amounting to INR 687.40 million in its standalone balance sheet as at March 31,2024.

The goodwill (related to Comstar) was recorded pursuant to scheme

b)

Evaluated the design and tested the operating effectiveness of controls related to aforementioned process of impairment testing;

of amalgamation being approved by the Hon''ble National Company Law Tribunal vide its order dated 07th January 2022 post which the Company and its wholly owned subsidiary Comstar Automotive Technologies Private Limited were merged.

c)

Obtained the impairment analysis carried out by the management and tested its mathematical accuracy. Understood and evaluated the basis of identification of CGUs to which goodwill is allocated for impairment assessment;

The brands were recognised pursuant to Company acquiring SONA Intellectual property rights and all intellectual property rights thereto from SONA Management Services Limited.

In terms with Indian Accounting Standard 36, Impairment of Assets,

d)

Traced the cash flows considered in future projections to approved business plans and compared past projections with actual results to evaluate efficacy of the business projections process;

Goodwill and indefinite lived assets are tested for impairment annually by the management at the CGU level, whereby the carrying amount of the CGU (including goodwill) is compared with the recoverable amount of the CGU.

Impairment assessment requires significant estimations and judgement

e)

Evaluated the inputs and assumptions used by the management in future projections with respect to revenue and cost growth trends for reasonableness thereof, basis our understanding of the business and market trends;

with respect to inputs used and assumptions made to prepare the forecasted financial information, used to determine the recoverable amount, using discounted cash flow model (‘Model'').

Key assumptions used in management''s assessment of the carrying amount of goodwill and indefinite life intangible assets includes the

f)

Engaged auditor''s valuation experts to assess appropriateness of the valuation methodology applied and the reasonableness of the assumptions used including discount rate and longterm growth rates, basis comparison to economic and industry forecasts where appropriate;

expected growth rates, estimates of future financial performance, market conditions and discount rates, amongst others.

The management has concluded that the recoverable amount of the

g)

Performed sensitivity analysis on these key assumptions to assess the degree of estimation uncertainty involved in the estimates and

CGU is higher than its carrying amount and accordingly, no impairment provision has been recorded as at 31st March 2024.

Considering the materiality of the amount involved and significant degree of judgement and subjectivity involved in the estimates and assumptions used in determining the cash flows used in the impairment evaluation, we have determined impairment of such intangibles as a key audit matter for the current year audit.

h)

Assessed the adequacy and appropriateness of the disclosures made by the management in the standalone financial statements in accordance with the accounting standards.

Key audit matters

How our audit addressed the key audit matter

impairment assessment of investment in a subsidiary company.

Our audit procedures included, but were not limited to, the following:

As described in Note 46 to the standalone financial statements, the

a)

Obtained an understanding from the management with respect

Company has completed the acquisition of 54% share capital and voting

to its impairment assessment process, assumptions used and

rights in Novelic d.o.o. Beograd on 6 September 2023, as per terms

estimates made by management.

of the definitive documents executed in this regard. The subsidiary''s

b)

Evaluated the design and tested the operating effectiveness of

net worth is lower than the carrying value of the investment and thus,

controls related to aforementioned annual impairment.

the management has performed a detailed impairment investment in

c)

Obtained the impairment analysis carried out by the management

accordance with the requirements of Ind AS 36, Impairment of Assets.

and tested its mathematical accuracy.

The management has determined the recoverable value of the

d)

Traced the cash flows considered in future projections to

investment through fair valuation using discounted cash flow method,

approved business plans of the investee company and compared

which requires the management to make significant estimates and

past projections with actual results to evaluate efficacy of the

judgements with respect to detailed cash flow projections based on

business projections process;

underlying business plans of the subsidiary company, expected growth

e)

Evaluated the inputs and assumptions used by the management

rates in the business and other market related factors.

in future projections with respect to revenue and cost growth

The management has concluded that the recoverable amount of the

trends for reasonableness thereof, basis our understanding of

Investment is higher than its carrying amount and accordingly, no

the business and market trends;

impairment provision has been recorded as at 31st March 2024.

f)

Engaged auditor''s valuation experts to assess appropriateness

Considering the materiality of the amounts involved and significant

of the valuation methodology applied and the reasonableness

degree of judgement and subjectivity involved in the estimates and

of the assumptions used including discount rate and long-

key assumptions used in determining the cash flows used in the

term growth rates, basis comparison to economic and industry

impairment evaluation, we have determined impairment of such

forecasts where appropriate;

investment as a key audit matter for current year audit.

g)

Performed sensitivity analysis on these key assumptions to assess the degree of estimation uncertainty involved in the estimates;

h)

Assessed the adequacy and appropriateness of the disclosures made by the management in the standalone financial statements in accordance with the accounting standards.

1. We have audited the accompanying standalone financial statements of Sona BLW Precision Forgings Limited (‘the Company''), which comprise the Balance Sheet as at 31st March 2024, the Statement of Profit and Loss (including 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 material accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (‘the Act'') in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS'') specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2024, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

BASIS FOR OPINION

3. We conducted our audit in accordance with the Standards on Auditing 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 (‘ICAI'') 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 opinion.

KEY AUDIT MATTERS

4. Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5. We have determined the matters described below to be the key audit matters to be communicated in our report.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT THEREON

6. The Company''s Board of Directors are 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 will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

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

7. The accompanying standalone financial statements have been approved by the Company''s Board of Directors. The Company''s Board of Directors are responsible

for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act and other accounting principles generally accepted in India. 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 judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

. In preparing the financial statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

9. The Board of Directors is also responsible for overseeing the Company''s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

10. Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.

11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of Board of Directors'' 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; and

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

12. 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.

13. 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.

14. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

15. As required by section 197(16) of the Act based on our audit, we report that the Company has paid and provided for remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

16. As required by the Companies (Auditor''s Report) Order, 2020 (‘the Order'') issued by the Central Government of India in terms of section 143(11) of the Act we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

17. Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, 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 purpose of our audit of the accompanying standalone financial statements;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

c) The standalone financial statements dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2024 from being appointed as a director in terms of section 164(2) of the Act;

f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in, paragraph 17(b) above on reporting under section 143(3)(b) of the Act and paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31st March 2024 and the operating effectiveness of such controls, refer to our separate report in Annexure II wherein we have expressed an unmodified opinion; and

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, as detailed in note 39 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31st March 2024;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31st March 2024;

iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March 2024;

iv. a. The management has represented that, to the

best of its knowledge and belief, as disclosed in note 49 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 49 to the standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (‘the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31st March 2024 is in compliance with section 123 of the Act. The final dividend paid by the Company during the year ended 31st March 2024 in respect of such dividend 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 x to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31st March 2024 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. Based on our examination which included test checks, the Company, in respect of financial year commencing on 1 April 2023, has used accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility and the same have been operated throughout the year for all relevant transactions recorded in the software except that, audit trail feature was not enabled at database level for accounting software to log any direct data changes. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with in respect of the accounting software where such feature is enabled.

For Walker Ohandiok & Co LLP

Chartered Accountants

Firm''s Registration No.: 001076N/N500013

Arun Tandons

Partner

Membership No.: 517273

UDIN: 24517273BKEXEX5741

Place: New Delhi

Date: 30 April 2024


Mar 31, 2023

Report on the Audit of the Standalone Financial

Statements

OPINION

1. We have audited the accompanying standalone financial statements of Sona BLW Precision Forgings Limited (‘the Company''), which comprise the Balance Sheet as at 31 March 2023, the Statement of Profit and Loss (including 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 the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (‘the Act'') in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS'') specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2023, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

3. We conducted our audit in accordance with the Standards on Auditing 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 (‘ICAI'') 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 opinion.

KEY AUDIT MATTERS

4. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matter

How our audit addressed the key audit matter

Impairment of goodwill and brands having indefinite useful life (together

Our audit procedures included:

‘intangibles’)

a)

Obtained an understanding from the management with respect to

As detailed in Note 46 to the standalone financial statements, the Company

its impairment assessment process, assumptions used and estimates

carries goodwill amounting to '' 1,582.24 million and brands amounting to

made by the management and tested the operating effectiveness of

'' 687.40 million in its standalone balance sheet as at March 31,2023.

controls related to aforementioned annual impairment assessment;

The goodwill (related to Comstar) was recorded pursuant to scheme of

b)

Obtained the impairment analysis carried out by the management

amalgamation being approved by the Hon''ble National Company Law Tribunal vide its order dated 07 January 2022 post which the Company and its wholly

and reviewed their conclusions;

owned subsidiary Comstar Automotive Technologies Private Limited were

c)

Tested the inputs used in the discounted cash flow model (‘Model'') by

merged.

examining the underlying data and validating the future projections

The brands were recognised pursuant to Company acquiring SONA Intellectual property rights and all intellectual property rights thereto from

by comparing past projections with actual results, including discussions with management relating to these projections;

SONA Management Services Limited.

d)

Assessed the reasonableness of the assumptions used and

In terms with Indian Accounting Standard 36, Impairment of Assets, Goodwill

appropriateness of the valuation methodology applied. Tested

and indefinite lived assets are tested for impairment annually by the

the discount rate and long-term growth rates used in the forecast

management at the CGU level, whereby the carrying amount of the CGU

including comparison to economic and industry forecasts where

(including goodwill) is compared with the recoverable amount of the CGU.

appropriate;

Impairment assessment requires significant estimations and judgement with respect to inputs used and assumptions made to prepare the forecasted financial information, used to determine the recoverable amount, using discounted cash flow model (‘Model'').

e)

Engaged our valuation specialists to assess the appropriateness of the significant assumptions used in the Model used by the management and reasonableness of assumptions made by the management, which included comparing the underlying parameters of the discount and long term growth rates;

Key assumptions used in management''s assessment of the carrying amount

of goodwill and indefinite life intangible assets includes the expected growth

f)

We evaluated the inputs used by the management with respect to

rates, estimates of future financial performance, market conditions and

revenue and cost growth trends, among others, for reasonableness

discount rates, among others.

thereof;

The management has concluded that the recoverable amount of the CGU is

g)

Performed sensitivity analysis on these key assumptions to

higher than its carrying amount and accordingly, no impairment provision has

assess potential impact of downside in the underlying cash flow

been recorded as at 31 March, 2023.

forecasts and assessed the possible mitigating actions identified by

Considering the materiality of the amount involved and significant degree of

management; and

judgement and subjectivity involved in the estimates and assumptions used

h)

Assessed and validated the adequacy and appropriateness of the

in determining the cash flows used in the impairment evaluation, we have

disclosures made by the management in the standalone financial

determined impairment of such intangibles as a key audit matter for the current year audit.

statements.

Key audit matter

How our audit addressed the key audit matter

Impairment testing of definite life intangible assets

Our

procedures included, but were not limited to the following:

As detailed in Note 4 and Note 46 to the standalone financial statement the

a)

Obtained an understanding from the management with respect to its

Company has intangible assets amounting '' 777.21 million as at 31 March

impairment assessment process, assumptions used and estimates

2023 of which '' 228.30 million are in the nature of technology development

made by the management and tested the operating effectiveness

expenditure relating to development of electric starter motor and hybrid

of controls related to impairment of technology development

starter motor technology.

expenditure;

In terms with Indian Accounting Standard 36, Impairment of Assets, the

b)

Obtained impairment analysis carried out by the management and

management has carried out an impairment analysis of aforementioned

reviewed their conclusions;

intangible assets, which requires significant estimations and judgement with

c)

Tested the inputs used in the discounted cash flow model (‘Model'') by

respect to inputs used and assumptions made to prepare the forecasted

examining the underlying data and validating the future projections

financial information, used to determine the fair value of such intangibles,

by comparing past projections with actual results, including

using discounted cash flow model (‘Model'').

discussions with management relating to these projections;

Key assumptions used in management''s assessment of the recoverable amounts include projection of future cash flows, revenue growth rates, estimated future operating capital expenditure, external market conditions and discount rates, among others.

d)

Assessed the reasonableness of the key assumptions used and appropriateness of valuation methodology applied. Tested cash flow forecasts and impact of macro-economic factors on the forecasts, future sales projections, discount rates and long-term growth rates including comparison to economic and industry forecasts where

Considering the materiality of the amounts involved and significant degree of judgment required in assessment of the impairment of technology development

appropriate;

expenditure and subjectivity involved in the estimates and assumptions, this matter has been identified as a key audit matter for the current year''s audit.

e)

Engaged our valuation specialists to assess the appropriateness of the significant assumptions used in the Model used by the management and reasonableness of assumptions made by the management, which included comparing the underlying parameters of the discount and long term growth rates;

f)

Performed sensitivity analysis on these key assumptions to assess potential impact of downside in the underlying cash flow forecasts and assessed the possible mitigating actions identified by management; and

g)

Assessed and validated the adequacy and appropriateness of the disclosures made by the management in the standalone financial statements.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT THEREON

6. The Company''s Board of Directors are 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 will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

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

7 The accompanying standalone financial statements have been approved by the Company''s Board of Directors. The Company''s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect

to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. In preparing the financial statements, the Board of Directors are responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

9. Those Board of Directors are also responsible for overseeing the Company''s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

10. Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.

11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of Board of Directors'' use ofthe 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;and

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

12. 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.

13. 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.

14. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

15. As required by section 197(16) of the Act based on our audit, we report that the Company has paid and provided for remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

16. As required by the Companies (Auditor''s Report) Order, 2020 (‘the Order'') issued by the Central Government of India in terms of section 143(11) of the Act we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

17. Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, 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 purpose of our audit of the accompanying standalone financial statements;

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 standalone financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 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 financial statements of the Company as on 31 March 2023 and the operating effectiveness of such controls, refer to our separate Report in Annexure II wherein we have expressed an unmodified opinion; and

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, as detailed in note 39 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2023;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2023;

iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 March 2023;

iv. a. The management has represented that, to the

best of its knowledge and belief, as disclosed in note 50 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 50 to the standalone financial statements,

no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (‘the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31 March 2023 is in compliance with section 123 of the Act. The final dividend paid by the Company during the year ended 31 March 2023 in respect of such dividend 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 34 to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 March 2023 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. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use accounting software for maintaining their books of account, to use such an accounting software which has a feature of audit trail, with effect from the financial year beginning on 1 April 2023 and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 (as amended) is not applicable for the current financial year.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm''s Registration No.: 001076N/N500013

Arun Tandon

Partner

Membership No.: 517273

UDIN: 23517273BGTXLG7876

Place: New Delhi

Date: 03 May 2023


Mar 31, 2022

Sona BLW Precision Forgings Limited

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Opinion

1. We have audited the accompanying standalone financial statements of Sona BLW Precision Forgings Limited (‘the Company’), which comprise the Balance Sheet as at 31st March 2022, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (‘the Act’) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS’) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2022, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing 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 (‘ICAI’) 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 opinion.

Emphasis of Matter - Merger

4. We draw attention to Note 49 to the accompanying standalone financial statements in respect of Scheme of Amalgamation (the ‘Scheme’) of the Company and its wholly owned subsidiary, namely, Comstar Automotive Technologies Private Limited (referred to as ‘transferor company’) as further detailed in the said note. Pursuant to the Scheme being approved by the Hon’ble National Company Law Tribunal vide its order dated 7th January 2022, the comparative financial information for the year ended 31st March 2021 have been restated in the accompanying financial statements as if the common control business combination had occurred from the date the transferor company and the Company came under common control, in accordance with Appendix C to Ind AS 103, Business Combinations, as stipulated by the Scheme.

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

Key Audit Matters

5. Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

6. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matter

How our audit addressed the key audit matter

Impairment of goodwill and brands having indefinite useful life (together ‘intangibles’)

As detailed in Note 46 to the standalone financial statements, the Company carries goodwill amounting to '' 1,582.24 million and brands amounting to '' 687.40 million in its standalone balance sheet as at 31st March 2022.

Our audit procedures included:

a) Obtained an understanding from the management with respect to its impairment assessment process, assumptions used and estimates made by the management and tested the operating effectiveness of controls related to aforementioned annual impairment assessment;

The goodwill (related to Comstar) was recorded pursuant to scheme of amalgamation being approved by the Hon’ble National Company Law Tribunal vide its order dated 7th January 2022 post which the Company and its wholly owned subsidiary Comstar Automotive Technologies Private Limited were merged.

b)

Obtained the impairment analysis carried out by the management and reviewed their conclusions;

Key audit matter

How our audit addressed the key audit matter

The brands were recognised pursuant to Company acquiring

c)

Tested the inputs used in the discounted cash flow model

SONA Intellectual property rights and all intellectual property

(‘Model’) by examining the underlying data and validating

rights thereto from SONA Management Services Limited.

the future projections by comparing past projections with

In terms with Indian Accounting Standard 36, Impairment of Assets, Goodwill and indefinite lived assets are tested for

actual results, including discussions with management relating to these projections;

impairment annually by the management at the CGU level,

d)

Assessed the reasonableness of the assumptions used

whereby the carrying amount of the CGU (including goodwill)

and appropriateness of the valuation methodology applied.

is compared with the recoverable amount of the CGU.

Tested the discount rate and long-term growth rates used in

Impairment assessment requires significant estimations and judgement with respect to inputs used and assumptions made to

the forecast including comparison to economic and industry forecasts where appropriate;

prepare the forecasted financial information, used to determine

e)

Engaged our valuation specialists to assess the

the recoverable amount, using discounted cash flow model

appropriateness of the significant assumptions used in

(‘Model’).

the Model used by the management and reasonableness

Key assumptions used in management’s assessment of the carrying amount of goodwill and indefinite life intangible assets includes the expected growth rates, estimates of future

of assumptions made by the management, which included comparing the underlying parameters of the discount and long-term growth rates;

financial performance, market conditions and discount rates,

f)

We evaluated the inputs used by the management with

among others.

respect to revenue and cost growth trends, among others,

The management has concluded that the recoverable amount of

for reasonableness thereof;

the CGU is higher than its carrying amount and accordingly, no

g)

Performed sensitivity analysis on these key assumptions

impairment provision has been recorded as at 31st March 2022.

to assess potential impact of downside in the underlying

Considering the materiality of the amount involved and significant degree of judgement and subjectivity involved in

cash flow forecasts and assessed the possible mitigating actions identified by management; and

the estimates and assumptions used in determining the cash

h)

Assessed and validated the adequacy and appropriateness

flows used in the impairment evaluation, we have determined

of the disclosures made by the management in the

impairment of such intangibles as a key audit matter for the current year audit.

standalone financial statements.

Impairment testing of definite life intangible assets

Our

procedures included, but were not limited to the following:

As detailed in Note 4 and Note 46 to the standalone financial

a)

Obtained an understanding from the management with

statement the Company has intangible assets amounting

respect to its impairment assessment process, assumptions

'' 960.89 million as at 31st March 2022 of which '' 308.74 million

used and estimates made by the management and

are in the nature of technology development expenditure

tested the operating effectiveness of controls related to

relating to development of electric starter motor and hybrid

impairment of technology development expenditure;

starter motor technology.

b)

Obtained impairment analysis carried out by the

In terms with Indian Accounting Standard 36, Impairment of Assets, the management has carried out an impairment analysis of aforementioned intangible assets, which requires significant estimations and judgement with respect to inputs used and assumptions made to prepare the forecasted financial information, used to determine the fair value of such intangibles, using discounted cash flow model (‘Model’).

c)

management and reviewed their conclusions;

Tested the inputs used in the discounted cash flow model (‘Model’) by examining the underlying data and validating the future projections by comparing past projections with actual results, including discussions with management relating to these projections;

Key assumptions used in management’s assessment of the recoverable amounts include projection of future cash flows, revenue growth rates, estimated future operating capital expenditure, external market conditions and discount rates, among others.

d)

Assessed the reasonableness of the assumptions used and appropriateness of the valuation methodology applied. Tested the discount rate and long-term growth rates used in the forecast including comparison to economic and industry forecasts where appropriate;

Key audit matter

How our audit addressed the key audit matter

Considering the materiality of the amounts involved and

e)

Assessed the reasonableness of the key assumptions used

significant degree of judgement required in assessment of

and appropriateness of valuation methodology applied.

the impairment of technology development expenditure and

Tested cash flow forecasts and impact of macro-economic

subjectivity involved in the estimates and assumptions, this

factors on the forecasts, future sales projections, discount

matter has been identified as a key audit matter for the current

rates, growth rate;

year’s audit.

f)

Engaged our valuation specialists to assess the appropriateness of the significant assumptions used in the Model used by the management and reasonableness of assumptions made by the management, which included comparing the underlying parameters of the discount and long-term growth rates;

g)

Performed sensitivity analysis on these key assumptions to assess potential impact of downside in the underlying cash flow forecasts and assessed the possible mitigating actions identified by management; and

h)

Assessed and validated the adequacy and appropriateness of the disclosures made by the management in the standalone financial statements.

Information other than the Financial Statements and Auditor’s Report thereon

7. The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Report on Corporate Governance, Directors’ 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 will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

Responsibilities of Management and those charged with Governance for the Standalone Financial Statements

8. The accompanying standalone financial statements have been approved by the Company’s Board of Directors. The Company’s Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect

to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under Section 133 of the Act and other accounting principles generally accepted in India. 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 judgements 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.

9. In preparing the financial statements, the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

10. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the

Standalone Financial Statements

11. Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.

12. As part of an audit in accordance with Standards on Auditing, specified under Section 143(10) of the Act we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

¦ Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

¦ Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system with reference to financial statements in place and the operating effectiveness of such controls;

¦ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

¦ Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may

cause the Company to cease to continue as a going concern;

¦ Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation;

13. 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.

14. 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.

15. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory

Requirements

16. As required by Section 197(16) of the Act based on our audit, we report that the Company has paid and provided remuneration to its directors during the year in accordance with the provisions of and limits laid down under Section 197 read with Schedule V to the Act.

17. As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in terms of Section 143(11) of the Act we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

18. Further to our comments in Annexure I, as required by Section 143(3) of the Act based on our audit, 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 purpose of our audit of the accompanying standalone financial statements;

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 standalone financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under Section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2022 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 financial statements of the Company as on 31st March 2022 and the operating effectiveness of such controls, refer to our separate Report in Annexure II wherein we have expressed an unmodified opinion; and

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, as detailed in note 39 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31st March 2022;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31st March 2022;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March 2022;

iv. a) The management has represented that, to

the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries’), with the understanding,

whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf 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 (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31st March 2022 is in compliance with Section 123 of the Act. As stated in note 34 to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31st March 2022 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 Walker Ohandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Arun Tandon

Partner

Place: New Delhi Membership No.: 517273

Date: 5th May 2022 UDIN: 22517273AIKUVE6070


Mar 31, 2021

To the Members of

Sona BLW Precision Forgings Limited

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Opinion

1. We have audited the accompanying standalone financial statements of Sona BLW Precision Forgings Limited (''the Company''), which comprise the Balance Sheet as at 31st March 2021, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (''Act'') in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Indian Accounting Standards (''Ind AS'') specified under section 133 of the Act, of the state of affairs of the Company as at 31st March 2021, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing 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 Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (''ICAI'') together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information other than the Financial Statements and

Auditor’s Report thereon

4. The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual

Report, but does not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

I n connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

The Annual Report is not made available to us at the date of this auditor''s report. We have nothing to report in this regard.

Responsibilities of Management and Those Charged

with Governance for the Standalone Financial

Statements

5. The accompanying standalone financial statements have been approved by the Company''s Board of Directors. 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, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Ind AS specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

6. In preparing the 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.

7. Those Board of Directors is also responsible for overseeing the Company''s financial reporting process.

Auditor’s Responsibilities for the Audit of the

Financial Statements

8. Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern;

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation;

10. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Report on Other Legal and Regulatory Requirements

11. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

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

13. Further to our comments in Annexure I, as required by section 143(3) of the Act, based on our audit, 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 purpose of our audit of the accompanying standalone financial statements;

b) I n 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 standalone financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

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

f) we have also audited the internal financial controls with reference to financial statements of the Company as on 31st March 2021 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date and our report dated 27th April 2021 as per Annexure II expressed unmodified opinion; and

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, as detailed in note 39 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31st March 2021;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31st March 2021;

iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March 2021; and

iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were applicable for the period from 8th November 2016 to 30th December 2016, which are not relevant to these standalone financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP

Chartered Accountants Firm''s Registration No.: 001076N/N500013

Arun Tandon

Partner

Place: New Delhi Membership No.: 517273

Date: 27th April 2021 UDIN: 21517273AAAABW2007

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