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Wipro Ltd.

BSE: 507685 Sector: IT
NSE: WIPRO ISIN Code: INE075A01022
BSE 00:00 | 24 Apr 2020 Wipro Ltd
NSE 05:30 | 01 Jan 1970 Wipro Ltd

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OPEN 181.00
PREVIOUS CLOSE 181.15
VOLUME 127142
52-Week high 301.55
52-Week low 159.60
P/E 11.70
Mkt Cap.(Rs cr) 101,499
Buy Price 177.65
Buy Qty 71.00
Sell Price 178.20
Sell Qty 300.00
OPEN 181.00
CLOSE 181.15
VOLUME 127142
52-Week high 301.55
52-Week low 159.60
P/E 11.70
Mkt Cap.(Rs cr) 101,499
Buy Price 177.65
Buy Qty 71.00
Sell Price 178.20
Sell Qty 300.00

Wipro Ltd. (WIPRO) - Auditors Report


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Company auditors report

To The Members of Wipro Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements ofWipro Limited ("the Company") which comprise the Balance Sheet as at March 312019 the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows for the year then endedand a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements"). In our opinion andto the best of our information and according to the explanations given to us theaforesaid standalone financial statements give the information required by the CompaniesAct 2013 ("the Act") in the manner so required and give a true and fair view inconformity with the Indian Accounting Standards prescribed under section 133 of the Actread with the Companies (Indian Accounting Standards) Rules 2015 as amended ("IndAS") and other accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2019 its profit total comprehensive incomechanges in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing specified under section 143(10) of the Act(SAs). Our responsibilities under those Standards are further described in theAuditor's Responsibility for the Audit of the Standalone Financial Statements sectionof our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India (ICAI) together with the ethicalrequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules made thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Sr. No. Key Audit Matter Auditor's Response
1 Accuracy of recognition measurement presentation and disclosures of revenues and other related balances in view of adoption of Ind AS 115 "Revenue from Contracts with Customers" (new revenue accounting standard) Principal Audit Procedures
The application of the new revenue accounting standard involves certain key judgements relating to identification of distinct performance obligations determination of transaction price of the identified performance obligations the appropriateness of the basis used to measure revenue recognized over a period. Additionally new revenue accounting standard contains disclosures which involves collation of information in respect of disaggregated revenue and periods over which the remaining performance obligations will be satisfied subsequent to the balance sheet date. We assessed the Company's process to identify the impact of adoption of the new revenue accounting standard.
Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing which included the following among others:
• Evaluated the design of internal controls relating to implementation of the new revenue accounting standard.
• Selected a sample of continuing and new contracts and tested the operating effectiveness of the internal control relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination of procedures involving inquiry and observation reperformance and inspection of evidence in respect of operation of these controls.
• Tested the relevant information technology systems' access and change management controls relating to contracts and related information used in recording and disclosing revenue in accordance with the new revenue accounting standard.
• Selected a sample of continuing and new contracts and performed the following procedures among others:
• Read analysed and identified the distinct performance obligations in these contracts.
Refer Note 3 to the Standalone Financial Statements. • Compared these performance obligations with that identified and recorded by the Company.
• Samples in respect of revenue recorded for time and material contracts were tested using a combination of approved time sheets including customer acceptances subsequent invoicing and historical trend of collections and disputes.
• In respect of samples relating to fixed price contracts progress towards satisfaction of performance obligation used to compute recorded revenue was verified with actual and estimated costs from the revenue recognition systems.
• Sample of revenues disaggregated by type and service offerings were tested with the performance obligations specified in the underlying contracts.
• Performed analytical procedures for reasonableness of revenues disclosed by type and service offerings.
• We reviewed the collation of information and the logic of the report generated from the revenue recognition system used to prepare the disclosure relating to the periods over which the remaining performance obligations will be satisfied subsequent to the balance sheet date.
2 Accuracy of revenue recognition in respect of fixed price contracts involves critical estimates. Principal Audit Procedures
Estimated effort is a critical estimate to determine revenues and liabilities for onerous obligations. This estimate has a high inherent uncertainty as it requires consideration of progress of the contract efforts incurred till date and efforts required to complete the remaining contract performance obligations. Our audit approach was a combination of test of internal controls and substantive procedures which included the following among others:
• Evaluated the design of internal controls relating to recording of efforts incurred and estimation of efforts required to complete the performance obligations.
• Tested the access and application controls pertaining to time recording and allocation systems which prevents unauthorised changes to recording of efforts incurred.
Refer Notes 3and 20to the Standalone Financial Statements. • Selected a sample of contracts and through inspection of evidence of performance of these controls tested the operating effectiveness of the internal controls relating to efforts incurred and estimated.
• Selected a sample of contracts and performed a retrospective review of completed efforts and activities with the planned efforts and activities to identify significant variations and verifiedwhether those variations have been considered in estimating the remaining efforts to complete the contract.
• Reviewed a sample of contracts with unbilled revenues to identify possible delays in achieving milestones which require change in estimated efforts to complete the remaining performance obligations.
• Performed analytical procedures and test of details for reasonableness of incurred and estimated efforts.
3 Evaluation of uncertain tax positions. Principal Audit Procedures
The Company has material uncertain tax positions including matters under dispute which involves significant judgment to determine the possible outcome of these disputes. Refer Notes 3(xvi) and 33to the standalone Financial Statements. Obtained details of completed tax assessments and demands during the year ended March 31 2019 from management. We involved our internal tax experts to challenge the management's underlying assumptions in estimating the tax provision and the possible outcome of the disputes. Our internal tax experts also considered legal precedence and other rulings in evaluating management's position on these uncertain tax positions. Additionally we considered the effect of new information in respect of uncertain tax positions as at April 1 2018 to evaluate whether any change was required to management's position on these uncertainties.

Information Other than the Financial Statements and Auditor'sReport Thereon

• The Company's Board of Directors are responsible for theother information. The other information comprises the Baord's Report and theCorporate Governance Report but does not include the consolidated financial statementsstandalone financial statements and our auditor's report thereon.

• Our opinion on the standalone financial statements does notcover the other information and we do not express any form of assurance conclusionthereon.

• In connection with our audit of the standalone financialstatements our responsibility is to read the other informationand in doing so considerwhether the other information is materially inconsistent with the standalone financialstatements or our knowledge obtained during the course of our audit or otherwise appearsto be materially misstated.

• If based on the work we have performed we conclude that thereis a material misstatement of this other information we are required to report that fact.We have nothing to report in this regard.

Management's Responsibility for the Standalone FinancialStatements

The Company's Board of Directors are responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these standalonefinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income changes in equity and cash flows of theCompany in accordance with the Ind AS and other accounting principles generally acceptedin India. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error. In preparing the standalone financialstatements management is responsible for assessing the Company's ability to continueas a going concern disclosing as applicable matters related to going concern and usingthe going concern basis of accounting unless management either intends to liquidate theCompany or to cease operations or has no realistic alternative but to do so. Those Boardof Directors are also responsible for overseeing the Company's financial reportingprocess.

Auditor's Responsibility for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue 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 auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.As part of an audit in accordance with SAs we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:

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

• Obtain an understanding of internal financial control relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of the Act we are also responsible for expressingour opinion on whether the Company has adequate internal financial controls system inplace and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by the management.

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

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of a reasonably knowledgeable user of the standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards. From the matters communicatedwith those charged with governance we determine those matters that were of mostsignificance in the audit of the standalone financial statements of the current period andare therefore the key audit matters. We describe these matters in our auditor'sreport unless law or regulation precludes public disclosure about the matter or when inextremely rare circumstances we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit wereport that: a) We have sought and obtained all the information and explanations which tothe best of our knowledge and belief were necessary for the purposes of our audit. b) Inour opinion proper books of account as required by law have been kept by the Company sofar as it appears from our examination of those books. c) The Balance Sheet the Statementof Profit and Loss (including Other Comprehensive Income) the Statement of Changes inEquity and the Statement of Cash Flows dealt with by this Report are in agreement with therelevant books of account. d) In our opinion the aforesaid standalone financialstatements comply with the Ind AS specified under Section 133 of the Act. e) On the basisof the written representations received from the directors as on March 31 2019 taken onrecord by the Board of Directors none of the directors is disqualified as on March 312019 from being appointed as a director in terms of Section 164(2) of the Act. f) Withrespect to the adequacy of the internal financial controls over financial reporting of theCompany and the operating effectiveness of such controls refer to our separate Report in"Annexure A". Our report expresses an unmodified opinion on the adequacy andoperating effectiveness of the Company's internal financial controls over financialreporting. g) With respect to the other matters to be included in the Auditor'sReport in accordance with the requirements of section 197(16) of the Act as amended inour opinion and to the best of our information and according to the explanations given tous the remuneration paid by the Company to its directors during the year is in accordancewith the provisions of section 197 of the Act. h) With respect to the other matters to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules 2014 as amended in our opinion and to the best of our informationand according to the explanations given to us: i. The Company has disclosed the impact ofpending litigations on its financial position in its standalone financial statements; ii.The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts; iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.

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

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

Firm Registration Number: 117366W/W-100018

N. Venkatram

Partner

Membership number: 71387

Mumbai June 06 2019

Annexure A to the Independent Auditor's Report

(Referred to in paragraph (f) under ‘Report on Other Legal andRegulatory Requirements' section of our report of even date)

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

We have audited the internal financial controls over financialreporting of Wipro Limited ("the Company") as of March 31 2019 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company are responsible for establishingand maintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered

Accountants of India. These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls over financial reporting of the Company based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (the "Guidance Note") issued by the Instituteof Chartered Accountants of India and the Standards on Auditing prescribed under Section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgement including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud orerror.

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

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting isa process designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlover financial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to theexplanations given to us the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2019 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

Firm Registration Number: 117366W/W-100018

N. Venkatram

Partner

Membership number: 71387

Mumbai June 06 2019

Annexure B to the Independent Auditor's Report

(Referred to in paragraph 2 under ‘Report on Other Legal andRegulatory Requirements' section of our report to the members of Wipro Limited ofeven date) (i) In respect of the Company's fixed assets: (a) The Company hasmaintained proper records showing full particulars including quantitative details andsituation of fixed assets. (b) The Company has a program of verification to cover all theitems of fixed assets in a phased manner over a period of 3 years which in our opinionis reasonable having regard to the size of the Company and the nature of its assets.Pursuant to the program certain fixed assets were physically verified by the Managementduring the year. According to the information and explanations given to us no materialdiscrepancies were noticed on such verification. (c) According to the information andexplanations given to us the records examined by us and based on the examination of theconveyance deeds/registered sale deeds provided to us we report that the title deedscomprising all the immovable properties of land and buildings which are freehold are heldin the name of the Company as at the balance sheet date.

(ii) As explained to us the inventories were physically verifiedduring the year by the Management at reasonable intervals. There were no materialdiscrepancies noticed on physical verification during the year.

(iii) The Company has not granted any loans secured or unsecured tocompanies firms Limited Liability Partnerships or other parties covered in the registermaintained under section 189 of the Companies Act 2013. (iv) In our opinion and accordingto the information and explanations given to us the Company has complied with theprovisions of Sections 185 and 186 of the Act in respect of grant of loans makinginvestments and providing guarantees and securities as applicable.

(v) The Company has not accepted deposits during the year and does nothave any unclaimed deposits as at March 31 2018 and therefore the provisions of theclause 3 (v) of the Order are not applicable to the Company.

(vi) The maintenance of cost records has not been specified by theCentral Government under Section 148(1) of the Companies Act 2013 for the businessactivities carried out by the Company. Thus reporting under Clause 3(vi) of the order isnot applicable to the Company.

(vii) According to the information and explanations given to us inrespect of statutory dues: (a) The Company has generally been regular in depositingundisputed statutory dues including Provident Fund Employees' State InsuranceIncome Tax Sales Tax Service Tax Goods and Service Tax Value Added Tax Customs DutyExcise Duty Cess and other material statutory dues applicable to it with the appropriateauthorities. (b) There were no undisputed amounts payable in respect of Provident FundEmployees' State Insurance Income Tax Sales Tax Service Tax Value Added TaxGoods and Service Tax Customs Duty Excise Duty Cess and other material statutory duesin arrears as at March 31 2019 for a period of more than six months from the date theybecame payable. (c) Details of dues of Income Tax Sales Tax Service Tax Customs DutyExcise Duty and Value Added Tax which have not been deposited as at March 31 2019onaccount of dispute are given below: र in millions

Name of Statue Nature of dues Forum where dispute is pending Period to which the amount relates Amount Involved Amount not deposited as atMarch 31 2019
The Central Excise Act Excise Duty Assistant 1990-91 to 2014-15 64 59
1944 Commissioner
The Central Excise Act Excise Duty Commissioner 2004-05 to 2014-15 10 10
1944
The Central Excise Act Excise Duty Commissioner 1994-95 to 2012-13 13 13
1944 Appeals
The Central Excise Act Excise Duty CESTAT 1999-2000 to 2012-13 193 180
1944
The Central Excise Act Excise Duty High Court 2007-08 1 1
1944
2008-09
The Customs Act 1962 Customs Duty Asst. Commissioner 1994-95 to 2010-11 49 45
of customs
The Customs Act 1962 Customs Duty CESTAT 1991-92 to 11 4
2011-12
The Customs Act 1962 Customs Duty Commissioner 2005-06 6 6
The Customs Act 1962 Customs Duty Commissioner 1997-98 to 383 327
Appeals
2009-10
The Customs Act 1962 Customs Duty Deputy Commissioner 2009-10 5 5
- Air Customs –
Chennai
The Customs Act 1962 Customs Duty Madras HC 2009-10 5 4
The Customs Act 1962 Penalty Karnataka High court 2001-02 to 2005-06 2951 2871
Finance Act 1994 Service tax Assistant 2003-04 to -2015-16 341 340
commissioner
Finance Act 1994 Service tax Commissioner 2003-04 to 371 371
Appeals
2015-16
Finance Act 1994 Penalty Commissioner 2005-06 to 24 24
Appeals
2015-16
Finance Act 1994 Service tax CESTAT 2001-02 to 1789 1088
2011-12
Finance Act 1994 Penalty CESTAT 2001-02 to 1034 1034
2011-12
Sales Tax / VAT Sales Tax / Assistant 1986-87 to 2015-16 1358 1165
VAT commissioner/
Deputy Commissioner
Sales Tax / VAT Sales Tax / Commissioner 1988-89 to 2306 2138
VAT appeals
2016-17
Sales Tax / VAT Sales Tax / Customs Excise And 1986-87 to 2010-11 706 660
VAT Service Tax Appellate
Tribunal
Sales Tax / VAT Sales Tax / High Court 1998-99 to 81 27
VAT
2013-14
Sales Tax / VAT Sales Tax / Supreme Court 2001-02 12 12
VAT
The Income Tax Act 1961 Income Tax - CIT(A) - TDS 2003-04 2 1
TDS
The Income Tax Act 1961 Income Tax - Income Tax Appellate 2009-10 13 5
TDS Tribunal
The Income Tax Act 1961 Income Tax - High Court 2010-11 61 61
TDS
The Income Tax Act 1961 Income Tax Assessing Officer 2013-14 ^ ^
The Income Tax Act 1961 Income Tax Commissioner of 2011-12 2012-13 20 20
Income tax (Appeals)
The Income Tax Act 1961 Income Tax Income Tax Appellate 2006-072009- 5097 1220
Tribunal 102010-11 to 2013-14

^ Amount less than 1 million

(viii) In our opinion and according to the information and explanationsgiven to us the Company has not defaulted in the repayment of loans or borrowings tofinancial institutions banks and government. The Company has not issued any debentures.

(ix) The Company has not raised moneys by way of initial public offeror further public offer (including debt instruments or term loans) during the year hencereporting under clause 3(ix) of the Order is not applicable to the company.

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

(xi) In our opinion and according to the information and explanationsgiven to us the Company has paid/ provided managerial remuneration in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theAct.

(xii) The Company is not a Nidhi Company and hence reporting underclause 3 (xii) of the Order is not applicable to the Company.

(xiii) In our opinion and according to the information and explanationsgiven to us the Company is in compliance with Section 177 and 188 of the Companies Act2013 where applicable for all transactions with the related parties and the details ofrelated party transactions have been disclosed in the standalone financial statements asrequired by the applicable accounting standards.

(xiv) During the year the Company has not made any preferentialallotment or private placement of shares or fully or partly paid convertible debenturesand hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanationsgiven to us during the year the Company has not entered into any non-cash transactionswith its Directors or persons connected to its directors and hence provisions of section192 of the Companies Act 2013 are not applicable to the Company. (xvi) The Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934. For DELOITTEHASKINS & SELLS LLP

Chartered Accountants

Firm Registration Number: 117366W/W-100018

N. Venkatram

Partner

Membership number: 71387

Mumbai

June 06 2019


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