We have audited the accompanying standalone financialstatements of Embassy Developments Limited (Formerlyknown as Equinox India Developments Limited, andearlier Indiabulls Real Estate Limited) (‘the Company’),which comprise the Balance Sheet as at 31 March 2025,the Statement of Profit and Loss (including OtherComprehensive Income), the Statement of Changesin Equity and the Statement of Cash Flow for the yearthen ended, and a summary of the material accountingpolicies and other explanatory information (hereinafterreferred to as ‘standalone financial statements’).
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidstandalone financial statements give the informationrequired by the Companies Act, 2013 (‘the Act’) in themanner so required and give a true and fair view inconformity with the accounting principles generallyaccepted in India including Indian Accounting Standards(‘Ind AS’) specified under section 133 of the Act, of thestate of affairs of the Company as at 31 March 2025, andits profit and total comprehensive income, changes inequity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standardson Auditing ("SA’s”) specified under section 143(10) ofthe Act. Our responsibilities under those Standards arefurther described in the Auditor’s Responsibilities for theAudit of the Standalone Financial Statements sectionof our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India (‘ICAI’) together with theethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of theAct and the Rules made thereunder, and we have fulfilledour other ethical responsibilities in accordance with theserequirements and the ICAI’s Code of Ethics. We believethat the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of theStandalone Financial Statements of the current period.These matters were addressed in the context of our auditof the Standalone Financial Statements as a whole, andin forming our opinion thereon, and we do not provide aseparate opinion on these matters.
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
Business combination
(Refer to note 50 of the notes forming part of the StandaloneFinancial Statements)
During the year, a Composite Scheme of Amalgamation andArrangement ("the Scheme”) between NAM Estates PrivateLimited ("Amalgamating Company 1” or "NAM Estates”) andEmbassy One Commercial Property Developments PrivateLimited ("Amalgamating Company 2” or "EOCPDPL”),both Embassy group entities, with Equinox IndiaDevelopments Limited
(formerly Indiabulls Real Estate Limited) ("AmalgamatedCompany” or the "Company”), was approved by Hon’bleNational Company Law Appellate Tribunal, New DelhiBench, New Delhi ("NCLAT”).
Principal audit procedures performed
With respect to the accounting for business
combination, we:
• Obtained an understanding of the transaction fromthe management and identified key terms relevant tothe accounting for the transaction.
• Read relevant parts of the approved Scheme andassessed the Company’s conclusion as regardbusiness combination accounting in accordance withInd AS 103 with respect to Reverse Acquisition andits impact on the financial statements.
The above business combination has been treated as a
•
Obtained an understanding of management process
reverse acquisition in accordance with Ind AS 103 with
and tested the Design, Implementation and Operating
effect from January 24, 2025 (‘acquisition-date’) with
effectiveness of controls over Purchase Price
business of NAM Estates Private Limited as the ‘Accounting
Allocation (PPA) performed by the management in
Acquirer’ and Equinox India Developments Limited
consultation with external fair valuation specialist
(formerly Indiabulls Real Estate Limited) as the ‘Accounting
(Management expert) and internal controls relating
Acquiree’ and accordingly, the assets and liabilities
to accounting for the business combination.
of NAM Estates Private Limited are measured at their
Assessed the competence, capabilities and
pre-combination carrying value and the identified assets
objectivity of the management expert engaged by
acquired and liabilities taken over with respect to Equinox
the Company and obtained understanding of the
India Developments Limited (formerly Indiabulls Real
work of the management experts by reviewing the
Estate Limited), being Accounting Acquiree, measured at
valuation reports.
acquisition-date fair values.
Evaluated the appropriateness of the valuation
Identification and valuation of assets (including intangible
methodology and reasonableness of the key
assets) and liabilities (including contractual obligations) as
valuation assumptions used by management and
at the acquisition date was performed by the management
tested mathematical accuracy of the calculations
as part of the Purchase Price Allocation (PPA) in consultation
used in the PPA.
with external fair value specialists (management expert).
The assets and liabilities were measured at fair value using
Evaluated the appropriateness of the accounting and
various valuation methodology applied according to the
disclosures in the financial statements in compliance
nature of respective assets and liabilities. The estimation
with the accounting standards.
of fair value requires use of various assumptions, estimates
of future cash flows as well as use of suitable discount rate.
The above transaction has been identified as a Key Audit
Matter as this is significant event which happened during the
year and it required compliance of scheme and application
of complex accounting policies, mainly Ind AS 103 Business
Combinations, and involved significant judgments and
assumptions as part of estimation fair value of asset and
liabilities recognised as part of the reverse acquisition.
Revenue recognition
Our audit procedures related to the revenue recognition
Revenue recognition - The Company’s policies on revenue
included, but not limited to the following:
recognition is set out in Note 3.07 to the standalone
Evaluated the appropriateness of the Company’s
financial statements.
revenue recognition policies with respect to the
As per the principles of Ind AS 115 "Revenue from Contracts
principles of Ind AS 115;
with Customers”, revenue from sale of residential/
Enquiring from the management and inspecting the
commercial properties is recognized when the performance
internal controls related to revenue recognition for
obligations are essentially complete.
ensuring the completeness of the customer sales,
The performance obligations are considered to be complete
issue of possession letters and the recording of
when control over the property has been transferred to
customer receipts;
the buyer i.e. offer for possession of properties have been
We have performed the following procedures for
issued to the customers.
revenue recognition:
The amount of revenue and cost thereon on contracts with
a. Verification of the collection from customers for
customers forms a substantial part of the consolidated
the units sold from the statement of accounts on
statement of profit and loss and management judgement is
a sample basis to ensure receipt of the amount;
also involved in the interpretation of these conditions.
and
The above transaction required audit focus due to the
b. Performing cut-off procedures and other analytical
significant impact of the same on the accompanying
procedures like project wise variance analysis and
consolidated financial statement of the Group. The matter
margin analysis to find any anomalies.
has been considered to be of most significance to the audit
Ensured that the disclosure requirements of Ind AS
and accordingly, has been considered as a key audit matter
115 have been complied with.
for the current year audit.
Accuracy and completeness of disclosure of related
Our audit procedures in relation to the disclosure of
party transactions and compliance with the provisions of
related party transactions included the following:
Companies Act 2013 and SEBI (Listing Obligations and
• We obtained an understanding, evaluated the design
Disclosure Requirements) Regulations, 2015, as amended
and tested operating effectiveness of the controls
(‘SEBI (LODR) 2015’)
related to capturing of related party transactions and
(Refer to note 49 of the notes forming part of the Standalone
management’s process of ensuring all transactions
Financial Statements)
and balances with related parties have been disclosed
We identified the accuracy and completeness of disclosure
in the standalone Ind AS financial statements.
of related party transactions as set out in respective notes
• We obtained an understanding of the Company’s
to the standalone Ind AS financial statements as a key audit
policies and procedures in respect of evaluating
matter due to:
arms-length pricing and approval process by the
• the significance of transactions with related parties
audit committee and the board of directors.
during the year ended 31 March 2025.
• We agreed the amounts disclosed with underlying
• Related party transactions are subject to the compliance
documentation and read relevant agreements,
requirement under the Companies Act 2013 and
evaluation of arms-length by management,
SEBI (LODR) 2015
on a sample basis, as part of our evaluation ofthe disclosure.
• We assessed management evaluation of compliancewith the provisions of Section 177 and Section 188 ofthe companies Act 2013 and SEBI (LODR) 2015.
• We evaluated the disclosures through reading ofstatutory information, books and records and otherdocuments obtained during the course of our audit
Assessing the carrying value of inventory
Our procedures in relation to the valuation of inventory
The accounting policies for Inventories are set out in Note
held by the Company included, but not limited to
3.11 to the standalone financial statements.
the followings:
Inventories of the company comprises of real estate
• Obtained an understanding of the management
properties (including land) and are disclosed under Note 14
process for identification of possible impairment
to the standalone financial statements.
indicators and process performed by the managementfor impairment testing and the management process
Impairment assessment of inventory is considered as asignificant risk as there is a risk that recoverability of the
of determining the Net Realizable Value (NRV);
carrying value of the inventory could not be established,
• Enquired of the management and inspected the
and potential impairment charge might be required
internal controls related to inventory valuation along
to be recorded in the standalone financial statements.
with the process followed to recover/adjust these and
Management’s assessment of the recoverable amounts is a
assessed whether impairment is required;
judgmental process which requires the estimation of the net
• All material properties under development as
realizable value, which takes into account the valuations of
at 31 March 2025 were discussed on case-to-
the properties held and cash flow projections of real estate
case basis with the management for their plan of
properties under development.
recovery/adjustment;
• For real estate properties under development,obtained and assessed the management evaluationof the NRV. We also assessed the management’svaluation methodology applied in determiningthe recoverable amount and tested the underlyingassumptions used by the management in arriving atthose projections;
• We challenged the management on the underlyingassumptions used for the cash flow projections,considering evidence available to support theseassumptions and our understanding of the business;
Due to their materiality in the context of the standalonefinancial statements as a whole and significant degree ofjudgement and subjectivity involved in the estimates and
Where the management involved specialists toperform valuations, evaluated the objectivity andindependence of those specialists;
key assumptions used in determining the cash flows used inthe impairment evaluation, this is considered to be the areawhich had the greatest effect on our overall audit strategyand allocation of resources in planning and completing our
For land parcels, obtained and verified the valuationof land parcels as per the government prescribedcircle rates, wherever necessary;
audit.
• Tested the arithmetical accuracy of the cash flowprojections; and
We assessed the appropriateness and adequacy of thedisclosures made by the management for the impairmentlosses recognized in accordance with applicableaccounting standards.
Impairment assessment of investments and loans made to
Our procedures in relation to the impairment assessment
its subsidiaries
of
investments and loans included, but not limited to
The Company’s policies on the impairment assessment of the
the following:
investments and loans are set out in Note 9(a) and Note 19 tothe standalone financial statements.
Assessed the appropriateness of the Company’saccounting policy by comparing with applicable Ind AS;
The Company has investments amounting to H 88,748.07 million(net of impairment) and has outstanding loans amounting toH 12,340.21 million (net of impairment) to its subsidiaries as at31 March 2025 as disclosed under the Note 9(a) and 19 to the
We obtained an understanding of the managementprocess for identification of possible impairmentindicators and process performed by the managementfor impairment testing;
standalone financial statements.
Impairment assessment of these investments and loans isconsidered as a significant risk as there is a risk that recoverabilityof the investments and loans could not be established, andpotential impairment charge might be required to be recorded
Enquired of the management and understood theinternal controls related to completeness of the list ofloans and investment along with the process followedto recover/adjust these and assessed whether furtherprovisioning is required;
in the standalone financial statements. The recoverability ofthese investments is inherently subjective due to reliance oneither the net worth of investee or valuations of the propertiesheld or cash flow projections of real estate properties in theseinvestee companies.
Performed test of details:
a. For all significant additions made during the year,underlying supporting documents were verifiedto ensure that the transaction has been accuratelyrecorded in the standalone financial statement;
b. For all significant investments and loansoutstanding as at 31 March 2025, confirmationswere circulated and received. Further, all thesignificant reconciling items were tested;
c. All material investments and significant loansas at 31 March 2025 were discussed on case tocase basis with the management for their plan ofrecovery/adjustment;
d. Compared the carrying value of materialinvestments and significant loans to the net assetsof the underlying entity, to identify whether thenet assets, being an approximation of theirminimum recoverable amount, were in excess oftheir carrying amount; and
e. Wherever the net assets were lower than therecoverable amount, for material amounts:
i. We obtained and verified the managementcertified cash flow projections of realestate properties and tested the underlyingassumptions used by the management inarriving at those projections;
However, due to their materiality in the context of theCompany’s standalone financial statements as a whole andsignificant degree of judgement and subjectivity involvedin the estimates and key assumptions used in determiningthe cash flows used in the impairment evaluation, this isconsidered to be the area to be of most significance to theaudit and accordingly, has been considered as a key auditmatter for the current year audit.
ii. We examined the managements’ underlyingassumptions used for the cash flow projections,considering evidence available to supportthese assumptions and our understanding ofthe business;
iii. We obtained and verified the valuation of landparcels as per the government prescribedcircle rates; and
iv. We assessed the appropriateness andadequacy of the disclosures made by themanagement for the impairment lossesrecognized in accordance with applicableaccounting standards.
The Company’s Board of Directors is responsible forthe other information. The other information comprisesthe information included in the Annual Report, butdoes not include the Standalone Financial Statementsand our auditor’s report thereon. The Annual Report isexpected to be made available to us after the date of thisauditor's report.
Our opinion on the Standalone Financial Statements doesnot cover the other information and we will not expressany form of assurance conclusion thereon.
In connection with our audit of the standalone financialstatements, our responsibility is to read the otherinformation identified above when it becomes availableand, in doing so, consider whether the other informationis materially inconsistent with the standalone financialstatements or our knowledge obtained in the audit orotherwise appears to be materially misstated.
If, based on the work we have performed on the otherinformation obtained prior to the date of this auditor’sreport, we conclude that there is a material misstatementof this other information, we are required to reportthat fact. Reporting under this section is not applicableas no other information is obtained at the date of thisauditor’s report.
The accompanying standalone financial statements havebeen approved by the Company’s Board of Directors.The Company’s Board of Directors is responsible forthe matters stated in section 134(5) of the Act withrespect to the preparation of these standalone financialstatements that give a true and fair view of the financialposition, financial performance, total comprehensiveincome, changes in equity and cash flows of the
Company in accordance with the accounting principlesgenerally accepted in India, including the Ind ASspecified under section 133 of the Act. This responsibilityalso includes maintenance of adequate accountingrecords in accordance with the provisions of the Actfor safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities;selection and application of appropriate accountingpolicies; making judgments and estimates that arereasonable and prudent; and design, implementation andmaintenance of adequate internal financial controls, thatwere operating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant to thepreparation and presentation of the financial statementsthat give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the financial statements, managementis responsible for assessing the Company’s ability tocontinue as a going concern, disclosing, as applicable,matters related to going concern and using the goingconcern basis of accounting unless management eitherintends to liquidate the Company or to cease operations,or has no realistic alternative but to do so.
Those Board of Directors are also responsible foroverseeing the Company’s financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the Standalone Financial Statements as a wholeare free from material misstatement, whether due to fraudor error, and to issue an auditor’s report that includesour opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit conductedin accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise fromfraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on thebasis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatementof the Standalone Financial Statements, whetherdue to fraud or error, design and perform auditprocedures responsive to those risks, and obtainaudit evidence that is sufficient and appropriateto provide a basis for our opinion. The risk of notdetecting a material misstatement resulting fromfraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override ofinternal control;
• Obtain an understanding of internal control relevantto the audit in order to design audit procedures thatare appropriate in the circumstances. Under section143(3)(i) of the Act, we are also responsible forexpressing our opinion on whether the Company hasadequate internal financial controls with reference tostandalone financial statements system in place andthe operating effectiveness of such controls;
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by management;
• Conclude on the appropriateness of management’suse of the going concern basis of accounting and,based on the audit evidence obtained, whethera material uncertainty exists related to events orconditions that may cast significant doubt on theCompany’s ability to continue as a going concern.If we conclude that a material uncertainty exists, weare required to draw attention in our auditor’s reportto the related disclosures in the Standalone FinancialStatements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based onthe audit evidence obtained up to the date of ourauditor’s report. However, future events or conditionsmay cause the Company to cease to continue as agoing concern; and
• Evaluate the overall presentation, structure andcontent of the Standalone Financial Statements,including the disclosures, and whether the financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in thestandalone financial statements that, individually orin aggregate, makes it probable that the economicdecisions of a reasonably knowledgeable user of thestandalone financial statements may be influenced.We consider quantitative materiality and qualitativefactors in (i) planning the scope of our audit work and in
evaluating the results of our work; and (ii) to evaluate theeffect of any identified misstatements in the standalonefinancial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internal controlthat we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, and tocommunicate with them all relationships and othermatters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were ofmost significance in the audit of the Standalone FinancialStatements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor’sreport unless law or regulation precludes public disclosureabout the matter or when, in extremely rare circumstances,we determine that a matter should not be communicatedin our report because the adverse consequences of doingso would reasonably be expected to outweigh the publicinterest benefits of such communication.
The audit of Standalone Financial Statements for the yearended 31 March 2024 (refer note 77), was carried out andreported by N S V M & Associates vide their unmodifiedaudit report dated 30 September, 2024, whose auditreport has been furnished to us by the management ofthe Company. Our opinion is not modified in respectof this matter.
As required by the Companies (Auditor’s Report) Order,2020 ("the Order”), issued by the Central Governmentof India in terms of sub-section (11) of section 143 of theAct, we give in the ‘Annexure A’, a statement on thematters specified in paragraphs 3 and 4 of the Order, tothe extent applicable.
As required by section 143(3) of the Act, bases on ouraudit, we report, to the extent applicable, that:
a) We have sought and obtained all the information andexplanations, which to the best of our knowledge andbelief were necessary for the purpose of our audit;
b) In our opinion, proper books of account as requiredby law have been kept by the Company so far as itappears from our examination of those books exceptfor the matters stated in the paragraph h(vi) belowon reporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014;
c) The standalone financial statements dealt with by thisreport are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financialstatements comply with the Ind AS specified undersection 133 of the Act;
e) On the basis of the written representations receivedfrom the directors and taken on record by theBoard of Directors as on 31 March 2025, none of thedirectors is disqualified as on 31 March 2025 frombeing appointed as a director in terms of section164(2) of the Act;
f) The modifications relating to the maintenance ofaccounts and other matters connected therewith areas stated in the paragraph (b) above on reportingunder Section 143(3)(b) of the Act and paragraphh(vi) below on reporting under Rule 11(g) of theCompanies (Audit and Auditors) Rules, 2014;
g) With respect to the adequacy of the internal financialcontrols over financial reporting of the Company andthe operating effectiveness of such controls, referto our separate Report in ‘Annexure B’. Our reportexpresses an unmodified opinion on the adequacyand operating effectiveness of the Company’sinternal financial controls over financial reporting;
h) With respect to the other matters to be includedin the Auditor’s Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014 (as amended), in our opinion and to thebest of our information and according to theexplanations given to us:
i. the Company, as detailed in Note 45 to thestandalone financial statements, has disclosedthe impact of pending litigations on its financialposition as at 31 March 2025.
ii. the Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses as at 31 March 2025.
iii. there has been no delay in transferringamounts, required to be transferred, to theInvestor Education and Protection Fund by theCompany during the year ended 31 March 2025.
iv. (a) The Management has represented that, to
the best of its knowledge and belief, nofunds (which are material either individuallyor in the aggregate) have been advanced orloaned or invested (either from borrowedfunds or share premium or any other
sources or kind of funds) by the Companyto or in any other person or entity, includingforeign entity ("Intermediaries”), withthe understanding, whether recorded inwriting or otherwise, that the Intermediaryshall, whether, directly or indirectly lend orinvest in other persons or entities identifiedin any manner whatsoever by or on behalfof the Company ("Ultimate Beneficiaries”)or provide any guarantee, security or thelike on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that,to the best of its knowledge and belief,no funds (which are material eitherindividually or in the aggregate) have beenreceived by the Company from any personor entity, including foreign entity ("FundingParties”), with the understanding, whetherrecorded in writing or otherwise, thatthe Company shall, whether, directly orindirectly, lend or invest in other personsor entities identified in any mannerwhatsoever by or on behalf of the FundingParty ("Ultimate Beneficiaries”) or provideany guarantee, security or the like on behalfof the Ultimate Beneficiaries;
(c) Based on the audit procedures thathave been considered reasonable andappropriate in the circumstances, nothinghas come to our notice that has caused usto believe that the representations undersub-clause (i) and (ii) of Rule 11(e), asprovided under (a) and (b) above, containany material misstatement.
v. The Company has not declared and paid anydividend during the year.
vi. As stated in note 76 to the standalone financialstatements and based on our examinationwhich included test checks, the Company, inrespect of financial year commencing on 1 April2024, has used an accounting software formaintaining its books of account which has afeature of recording audit trail (edit log) facilityat application level as well as database level andthe same has been operated throughout theyear for all relevant transactions recorded in thesoftware. except that, the audit trail logs werenot enabled for changes made using privilegedaccess rights for direct data changes at thedatabase level. Further, during the course of ouraudit we did not come across any instance ofaudit trail feature being tampered with other
than the consequential impact of the exceptiongiven above. Furthermore, the audit trail hasbeen preserved by the Company as per thestatutory requirements for record retentionexcept that the audit trail at the database levelfor the Company has not been preserved in theaccounting software for the period 1 April 2023to 9 January 2024.
i) With respect to the matter to be included in theAuditor’s Report in accordance with the requirementsof section 197(16) of the Act, as amended:
In our opinion and to the best of our informationand according to the explanations given to us, wereport that the Company has paid remuneration to
its directors during the year in accordance with theprovisions of and limits laid down under section 197read with Schedule V to the Act.
For Agarwal Prakash & Co.
Chartered AccountantsFirm’s Registration No.: 005975N
Vikas Aggarwal
Partner
Place: Mumbai Membership No.: 097848
Date: 29 May 2025 UDIN: 25097848BMMKPT9509