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AUDITOR'S REPORT

Mastek Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 6547.14 Cr. P/BV 2.86 Book Value (₹) 737.75
52 Week High/Low (₹) 3375/1887 FV/ML 5/1 P/E(X) 17.42
Bookclosure 12/09/2025 EPS (₹) 121.34 Div Yield (%) 1.09
Year End :2025-03 

6. We have determined the matter 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

Revenue from contract with customers

Refer notes 2(d)(xii) and 19 to the accompanying standalone
financial statements.

Revenue is recognised basis the terms of each contract
with customers wherein certain commercial arrangements
involve complexity and significant judgements relating
to identification of distinct performance obligations,
determination of transaction price of identified performance
obligation and the appropriateness of basis used to measure
revenue recognised over the time period in selecting the
accounting basis in each case.

Our audit procedures relating to revenue recognition included, but

were not limited to the following:

• Evaluated the design and tested operating effectiveness of
internal financial controls relating to the revenue recognition
of the Company;

• Selected samples from all streams of contracts and
performed detailed analysis on recognition of revenue as per
the requirement of Ind AS 115, "Revenue from Contracts with
Customers" which involved testing of inputs to examine the
revenue recognised including estimates used;

• Compared the efforts or costs incurred with management's
estimate of efforts or costs to identify variations, if any;

Key audit matter

How our audit addressed the key audit matter

The revenue of the Company also includes fixed price
contracts where revenue is recognised in accordance with
the percentage of completion method determined based
on project costs incurred to date as a percentage of total
estimated project costs required to complete the project.
Revenue from maintenance contracts is recognised over the
period of time.

We identified revenue of the Company as a key audit
matter in the audit of standalone financial statements of
current year as it involves inherent subjectivity relating to
consideration of progress of the contract, efforts input till
date and efforts required to complete the remaining contract
performance obligations, and ability to deliver contracts
within planned timelines. Changes in estimates as contract
progresses can result in material adjustments to revenue
recorded by the Company.

• Reviewed management's internal budgeting approvals
process, on a sample basis, for cost to be incurred on a project
and for any changes in initial budgeted costs; and

• Evaluated appropriateness and adequacy of disclosures
made in the standalone financial statements with respect to
revenue in accordance with the requirements of applicable
financial reporting framework.

1. We have audited the accompanying standalone financial
statements of Mastek Limited ('the Company'), which
comprise the standalone balance sheet as at 31 March
2025, the standalone statement of profit and loss (including
other comprehensive income), the standalone statement
of cash flows 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 31 March 2025,
and its profit (including other comprehensive income (loss)),
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 issued by ICAI.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter - Restatement pursuant
to the scheme of amalgamation

4. We draw attention to note 39(d) to the standalone financial
statements, which describes that pursuant to the scheme
of amalgamation ('the Scheme') between the Company
and Meta Soft Tech Systems Private Limited (wholly
owned subsidiary of the Company) (hereinafter referred

to as 'Transferor Company'), as approved by the Hon'ble
National Company Law Tribunal vide its order dated 17
May 2024, the business of the Transferor Company has
been transferred and merged with the Company with 1
August 2022 as the appointed date and accounted for in
accordance with the requirements of the approved Scheme
and Appendix C to Ind AS 103, Business Combinations,
applicable to common control business combination.
Accordingly, the comparative financial statements
presented in the accompanying standalone financial
statements have been restated from the beginning of the
earliest period presented, being 1 April 2023. Our opinion is
not modified in respect of this matter.

Key Audit Matter

5. 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. This matter was addressed in the context of our
audit of the standalone financial statements as a whole,
and in forming our opinion thereon, and we do not provide a
separate opinion on this matter.

Information other than the Standalone Financia
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 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 an
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 c
the Company in accordance with the Ind AS specified unde
section 133 of the Act and other accounting principles
generally accepted in India. This responsibility also include

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.

i. 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.

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

Editor's Responsibilities for the Audit of the
tandalone Financial Statements

1. 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.

12. 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;

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

• Conclude on the appropriateness of Company's
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.

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.

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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 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.

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 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) Except for the matters stated in paragraph 18(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
31 March 2025 from being appointed as a director in
terms of section 164(2) of the Act;

f) The reservation relating to the maintenance of
accounts and other matters connected therewith are
as stated in paragraph 18(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 standalone financial
statements of the Company as on 31 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 has disclosed the impact of
pending litigations on its financial position as at
31 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 31 March 2025;

iii. There has been no delay in transferring amounts,
required to be transferred, to the Investor
Education and Protection Fund by the Company
during the year ended 31 March 2025;

iv. a. The management has represented that,

to the best of its knowledge and belief, as
disclosed in note 42(i) 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 42(ii) 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.

The interim dividend declared and paid by the
Company during the year ended 31 March 2025
is in compliance with section 123 of the Act.

The final dividend paid by the Company during
the year ended 31 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 10 to the accompanying
standalone financial statements, the Board of
Directors of the Company have proposed final
dividend for the year ended 31 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. As stated in note 55 to the standalone financial statements and based on our examination which included test

checks, except for instances mentioned below, the Company in respect of financial year commencing on or after 01
April 2024, has used accounting softwares 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. Further, during the course of our audit we did not come across any instance of audit trail
feature being tampered with, other than the consequential impact of the exception given below. Furthermore, except
for instances mentioned below the audit trail has been preserved by the Company as per the statutory requirements
for record retention.

Nature of exception noted

Details of Exception

Instances of accounting software for
maintaining books of account for which
the feature of recording audit trail (edit log)
facility was not operated throughout the year
for all relevant transactions recorded in the
software.

The audit trail feature was not enabled at the database level for
accounting software SAP ECC6 to log any direct data changes, used for
maintenance of all accounting records by the Company.

Instances of accounting software maintained
by a third party where we are unable to
comment on the audit trail feature at
database level.

The accounting software used for maintenance of vendor invoice
booking, purchase requisition and goods receipt note records is
operated by a third-party software service provider. In the absence
of any information on existence of audit trail (edit logs) for any direct
changes made at the database level in the 'Independent Service Auditor's
Assurance Report on the Description of Controls, their Design and
Operating Effectiveness' ('Type 2 report' issued in accordance with SAE
3402, Assurance Reports on Controls at a Service Organization), we are
unable to comment on whether audit trail feature with respect to the
database of the said software was enabled and operated throughout the
year.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm's Registration No.: 001076N/N500013

Adi P Sethna

Partner

Membership No.: 108840
UDIN: 25108840BMNTVR4897

Place: Mumbai
Date: 18 April 2025

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