1. We have audited the accompanying standalone financialstatements of Mastek Limited (the 'Company'), whichcomprise the standalone balance sheet as at 31 March2026, the standalone statement of profit and loss(including other comprehensive income), the standalonestatement of cash flows and the standalone statementof changes in equity for the year then ended, and notesto the standalone financial statements, includingmaterial accounting policy information and otherexplanatory information.
2. 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 Indian Accounting Standards ('IndAS') specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules, 2015 andother accounting principles generally accepted in India, ofthe state of affairs of the Company as at 31 March 2026,and its profit (including other comprehensive income), itscash flows and the changes in equity for the year ended onthat date.
3. We conducted our audit in accordance with the Standardson Auditing specified under section 143(10) of the Act.
Our responsibilities under those standards are furtherdescribed in the Auditor's Responsibilities for the Audit ofthe standalone financial statements section of our report.We are independent of the Company in accordance withthe Code of Ethics issued by the Institute of CharteredAccountants of India ('ICAI') together with the ethicalrequirements that are relevant to our audit of the
standalone financial statements under the provisions ofthe Act and the rules thereunder, and we have fulfilledour other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe thatthe audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.
Emphasis of Matter - Restatement pursuant to thescheme of Amalgamation
4. We draw attention to note 40 to the standalone financialstatements, which describes that pursuant to the schemeof amalgamation (the 'Scheme') between the Companyand Mastek Enterprise Solutions Private Limited, whollyowned subsidiary of the Company (hereinafter referred
to as 'Transferor Company'), as approved by the Hon'bleNational Company Law Tribunal vide its order dated 02May 2025, the business of the Transferor Company hasbeen transferred and merged with the Company with 01April 2024 as the appointed date and accounted for inaccordance with the accounting treatment prescribed inthe approved Scheme which is in line with the accountingprinciples as laid down in Appendix C to Ind AS 103,Business Combinations, applicable to common controlbusiness combination. Accordingly, the comparativefinancial statements presented in the accompanyingstandalone financial statements has been restated fromthe beginning of the earliest period presented, being 01April 2024.
Our opinion is not modified in respect of this matter.
5. Key audit matters are those matters that, in ourprofessional judgment, were of most significance in ouraudit of the standalone financial statements of the currentperiod. These matters were addressed in the context
of our audit of the standalone financial statements as awhole, and in forming our opinion thereon, and we do notprovide 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 matters
How our audit addressed the key audit matters
Impairment assessment of investments in subsidiaries
Our audit procedures relating to Impairment assessment ofinvestment in subsidiaries included, but were not limited to
Refer note 2d(iii)D and note 3(f) to the accompanyingstandalone financial statements.
the following:
As at 31 March 2026, the Company has investments insubsidiaries aggregating to Rs. 33,804 lakhs. Amongst otherinvestments, the Company has investments in equity shares
• Obtained an understanding of the management process foridentification of possible impairment indicators and processfollowed by the management for impairment testing;
of two subsidiaries, Mastek Systems (Singapore) Pte. Ltd. and
• Evaluated the design and tested operative effectiveness of
Evolutionary Systems Qatar WLL, amounting to Rs. 608 lakhs
key internal financial controls over the impairment review
(net of impairment of Rs. 1,200 lakhs), and Rs. 1,090 lakhs
process including the review and approval of forecasts and
(net of impairment of Rs. 2,781 lakhs) respectively. These
review of valuation model;
investments are carried at cost less impairment, if any, inaccordance with Ind AS 27, Separate Financial Statements.
• Assessed the appropriateness of the accounting policyadopted by the management in accordance with Ind AS 36;
At each period end, the management reviews whether
• • Obtained management's external valuation specialist's
any impairment indicators exist in the carrying amount
reports on determination of recoverable amounts and
of investments in subsidiaries in accordance with the
assessed the competence, capability, and objectivity of the
requirements of Ind AS 36, Impairment of Assets ('Ind AS 36').
management's expert;
The carrying amount of investments in the aforementionedtwo subsidiaries is higher than the net worth of theaforementioned subsidiaries. Accordingly, the managementhas performed detailed impairment testing for suchinvestments in subsidiaries by carrying out a valuationwith the help of an independent valuation specialist as amanagement's expert using discounted cash flow ('DCF')method in order to determine the recoverable amount ofinvestments in such subsidiaries.
• Involved auditor's valuation experts to assess theappropriateness of valuation assumptions used andmethodology considered by the management's expertto calculate the recoverable amounts and to review themathematical accuracy of these calculations;
• Traced the future cash flow projections to approvedbusiness plans of the subsidiary companies and evaluatedthe reasonableness of the inputs used in the projections bycomparing past projections with actual results to determine
The assumptions underpinning the aforesaid valuation are
historical accuracy of projections, and by considering our
cash flow projections, growth rates, discount rates, etc.,
understanding of the business and market conditions,
which are inherently subjective and requires significant
as relevant;
management judgement and estimates due to high
• Performed sensitivity analysis on key assumptions to
estimation uncertainty involved.
evaluate the possible variation on the current recoverable
Considering the significance of investment value insubsidiaries and auditing management judgement and
amount to ascertain the sufficiency of headroomavailable; and
estimates as stated above involves high degree of subjectivity
• Evaluated the appropriateness and adequacy of disclosures
and require significant auditor's judgement, impairment
given in the standalone financial statements, in accordance
assessment of investment in subsidiaries is determined as a
with applicable financial reporting framework.
key audit matter for the current year audit.
Revenue from contracts with customers
Our audit procedures relating to revenue recognition included,
Refer note 2d(xii) and note 19 to the accompanying standalone
but were not limited to the following:
financial statements.
• Evaluated the design and tested operating effectiveness
Revenue is recognised basis the terms of each contractwith customers wherein certain commercial arrangements
of key internal financial controls relating to the revenuerecognition of the Company;
involve complexity and significant judgements relating
• Selected samples from all streams of contracts and
to identification of distinct performance obligations,
performed detailed analysis on recognition of revenue as
determination of transaction price of identified performance
per the requirement of Ind AS 115, "Revenue from Contracts
obligation and the appropriateness of basis used to measure
with Customers" which involved testing of inputs to
revenue recognised over the time period, in selecting the
examine the revenue recognised including estimates used;
accounting basis in each case.
• Compared the efforts or costs incurred with management's
The revenue of the Company also includes fixed price
estimate of efforts or costs to identify variations, if any;
contracts where revenue is recognised in accordance withthe percentage of completion method determined basedon project costs incurred to date as a percentage of totalestimated project costs required to complete the project.Revenue from maintenance contracts is recognised over theperiod of time.
• Reviewed management's internal budgeting approvalsprocess, on a sample basis, for cost to be incurred on aproject and for any changes in initial budgeted costs; and
• Evaluated appropriateness and adequacy of disclosuresmade in the standalone financial statements with respectto revenue in accordance with the requirements of
We identified revenue from contracts with customers asa key audit matter for the current year audit as it involvesinherent subjectivity relating to consideration of progress ofthe contract, efforts incurred till date and efforts required tocomplete the remaining contract performance obligation, andability to deliver contracts within planned timelines. Changesin estimates as contract progresses can result in materialadjustments to revenue recorded by the Company.
applicable financial reporting framework.
Information other than the StandaloneFinancial Statements and Auditor's Reportthereon
7. The Company's Board of Directors are 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.
When we read the Annual Report, if we concludethat there is a material misstatement therein, we arerequired to communicate the matter to those chargedwith governance.
Responsibilities of Management and ThoseCharged with Governance for the StandaloneFinancial Statements
8. The accompanying standalone financial statements havebeen approved by the Company's Board of Directors.
The Company's Board of Directors are responsible forthe matters stated in section 134(5) of the Act withrespect to the preparation and presentation of thesestandalone financial statements that give a true andfair view of the financial position, financial performanceincluding other comprehensive income, changes in equityand cash flows of the Company in accordance with theInd AS specified under section 133 of the Act and otheraccounting principles generally accepted in India. Thisresponsibility also includes maintenance of adequateaccounting records in accordance with the provisions of theAct for 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.
9. In preparing the standalone financial statements,the Board of Directors is responsible for assessingthe Company's ability to continue as a going concern,disclosing, as applicable, matters related to going concernand using the going concern basis of accounting unless theBoard of Directors either intends to liquidate the Companyor to cease operations, or has no realistic alternative but todo so.
10. The Board of Directors is also responsible for overseeingthe Company's financial reporting process.
11. Our objectives are to obtain reasonable assuranceabout whether the standalone financial statements asa whole are free from material misstatement, whetherdue to fraud or error, and to issue an auditor's reportthat includes our opinion. Reasonable assurance is a highlevel of assurance, but is not a guarantee that an auditconducted in accordance with Standards on Auditing willalways detect a material misstatement when it exists.Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, theycould reasonably be expected to influence the economicdecisions of users taken on the basis of these standalonefinancial statements.
12. As part of an audit in accordance with Standards onAuditing, specified under section 143(10) of the Act weexercise professional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatementof the standalone financial statements, whether dueto fraud or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidencethat is sufficient and appropriate to provide a basisfor our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion,forgery, intentional omissions, misrepresentations, orthe override of internal control;
• Obtain an understanding of internal control relevant tothe audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for expressing ouropinion on whether the Company has adequate internalfinancial controls with reference to standalone financialstatements in place and the operating effectiveness ofsuch controls;
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by management;
• Conclude on the appropriateness of Board of Directors'use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material
uncertainty exists related to events or conditionsthat may cast significant doubt on the Company'sability to continue as a going concern. If we concludethat a material uncertainty exists, we are required todraw attention in our auditor's report to the relateddisclosures in the standalone financial statementsor, if such disclosures are inadequate, to modifyour opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report.However, future events or conditions may cause theCompany to cease to continue as a going concern; and
• Evaluate the overall presentation, structure and contentof the standalone financial statements, including thedisclosures, and whether the standalone financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
13. We communicate with those charged with governanceregarding, among other matters, the planned scope andtiming of the audit and significant audit findings, includingany significant deficiencies in internal control that weidentify during our audit.
14. 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.
15. From the matters communicated with those chargedwith governance, we determine those matters thatwere of most significance in the audit of the standalonefinancial statements of the current period and aretherefore the key audit matters. We describe thesematters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when,in extremely rare circumstances, we determine that amatter should not be communicated in our report becausethe adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits ofsuch communication.
16. As required by section 197(16) of the Act, based on ouraudit, we report that the Company has paid remunerationto its directors during the year in accordance with theprovisions of and limits laid down under section 197 readwith Schedule V to the Act.
17. As required by the Companies (Auditor's Report) Order,2020 (the 'Order') issued by the Central Government ofIndia in terms of section 143(11) of the Act we give in the'Annexure - I' a statement on the matters specified inparagraphs 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 andexplanations which to the best of our knowledge andbelief were necessary for the purpose of our audit ofthe 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 ouropinion, proper books of account as required by lawhave been kept by the Company so far as it appearsfrom our examination of those books;
c) The standalone financial statements dealt withby this report are in agreement with the booksof account;
d) In our opinion, the aforesaid standalone financialstatements comply with Ind AS specified undersection 133 of the Act;
e) On the basis of the written representations receivedfrom the directors and taken on record by the Boardof Directors, none of the directors is disqualified ason 31 March 2026 from being appointed as a directorin terms of section 164(2) of the Act;
f) The modification relating to the maintenance ofaccounts and other matters connected therewith areas stated in paragraph 18(h)(vi) below on reportingunder Rule 11(g) of the Companies (Audit andAuditors) Rules, 2014 (as amended);
g) With respect to the adequacy of the internal financialcontrols with reference to standalone financialstatements of the Company as on 31 March 2026 andthe operating effectiveness of such controls, refer
to our separate report in 'Annexure - II' wherein wehave expressed an unmodified opinion; and
h) With respect to the other matters to be includedin the Auditor's Report in accordance with rule 11of the Companies (Audit and Auditors) Rules, 2014(as amended), in our opinion and to the best of ourinformation and according to the explanations givento us:
i. The Company, as detailed in note 38 to the
standalone financial statements, has disclosedthe impact of pending litigations on its financialposition as at 31 March 2026;
ii. The Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses as at 31 March 2026;
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 2026;
iv. a. The management has represented
that, to the best of its knowledge andbelief, as disclosed in note 43 (i) to thestandalone financial statements, nofunds have been advanced or loaned orinvested (either from borrowed funds orsecurities premium or any other sourcesor kind of funds) by the Company to orin any person(s) or entity(ies), includingforeign entities (the 'intermediaries'), withthe understanding, whether recorded inwriting or otherwise, that the intermediaryshall, whether, directly or indirectly lendor invest in other persons or entitiesidentified in any manner whatsoeverby or on behalf of the Company ('theUltimate Beneficiaries') or provide anyguarantee, security or the like on behalfthe Ultimate Beneficiaries;
b. The management has represented that,to the best of its knowledge and belief, asdisclosed in note 43(ii) to the standalonefinancial statements, no funds havebeen received by the Company from anyperson(s) or entity(ies), including foreignentities (the 'Funding Parties'), with theunderstanding, whether recorded inwriting or otherwise, that the Companyshall, whether directly or indirectly, lendor invest in other persons or entitiesidentified in any manner whatsoever by oron behalf of the Funding Party ('UltimateBeneficiaries') or provide any guarantee,security or the like on behalf of theUltimate Beneficiaries; and
c. Based on such audit procedures performedas considered reasonable and appropriatein the circumstances, nothing has come
to our notice that has caused us to believethat the management representationsunder sub-clauses (a) and (b) abovecontain any material misstatement.
v. The interim dividend declared and paid by theCompany during the year ended 31 March 2026is in compliance with section 123 of the Act.
The final dividend paid by the Company duringthe year ended 31 March 2026 in respect ofsuch dividend declared for the previous year isin accordance with section 123 of the Act to theextent it applies to payment of dividend.
As stated in note 10 to the accompanyingstandalone financial statements, the Board ofDirectors of the Company have proposed finaldividend for the year ended 31 March 2026which is subject to the approval of the membersat the ensuing Annual General Meeting. Thedividend declared is in accordance with section123 of the Act to the extent it applies todeclaration of dividend.
vi. As stated in note 56 to the standalone financialstatements and based on our examinationwhich included test checks, except for instancesmentioned below, the Company, in respect offinancial year commencing on 01 April 2025,have used accounting software for maintainingits books of account which have a feature ofrecording audit trail (edit log) facility and thesame have been operated throughout the yearfor all relevant transactions recorded in thesoftware. Further, during the course of our auditwe did not come across any instance of audittrail feature being tampered with, other thanthe consequential impact of the exceptionsgiven below. Furthermore, except for theinstances mentioned below the audit trail hasbeen preserved by the Company as per thestatutory requirements for record retention.
Nature of exceptions noted
Details of exceptions
Instances of accounting software for maintaining books of
The audit trail feature was not enabled at the database level
account for which the feature of recording audit trail (edit log)
for accounting software SAP ECC6 to log any direct data
facility was not operated throughout the year for all relevant
changes, used for maintenance of all accounting records by the
transactions recorded in the software.
Company.
Instances of accounting software maintained by a third party
The accounting software used for maintenance of vendor
where we are unable to comment on the audit trail feature at
invoice booking, purchase requisition and goods receipt note
database level.
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 levelin the 'Independent Service Auditor's Assurance Reporton the Description of Controls, their Design and OperatingEffectiveness' ('Type 2 report' issued in accordance withSAE 3402, Assurance Reports on Controls at a ServiceOrganization), we are unable to comment on whether audit trailfeature with respect to the database of the said software wasenabled and operated throughout the year.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Registration No.: 001076N/N500013
Gaurav Shekhawat
Partner
Membership No.: 122980UDIN: 26122980GAEJMH1317Place: MumbaiDate: 17 April 2026