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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. (₹) 5496.42 Cr. P/BV 1.77 Book Value (₹) 999.19
52 Week High/Low (₹) 2610/1334 FV/ML 5/1 P/E(X) 13.61
Bookclosure 31/08/2026 EPS (₹) 130.31 Div Yield (%) 1.35
Year End :2026-03 

1. We have audited the accompanying standalone financial
statements of
Mastek Limited (the 'Company'), which
comprise the standalone balance sheet as at
31 March
2026
, 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 2026,
and its profit (including other comprehensive income), its
cash flows and the changes in equity for the year ended on
that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards
on Auditing specified under section 143(10) of the Act.

Our responsibilities under those standards are further
described in the Auditor's Responsibilities for the Audit of
the standalone financial statements section of our report.
We are independent of the Company in accordance with
the Code of Ethics issued by the Institute of Chartered
Accountants of India ('ICAI') together with the ethical
requirements that are relevant to our audit of the

standalone financial statements under the provisions of
the Act and the rules thereunder, and we have fulfilled
our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.

Emphasis of Matter - Restatement pursuant to the
scheme of Amalgamation

4. We draw attention to note 40 to the standalone financial
statements, which describes that pursuant to the scheme
of amalgamation (the 'Scheme') between the Company
and Mastek Enterprise Solutions 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 02
May 2025, the business of the Transferor Company has
been transferred and merged with the Company with 01
April 2024 as the appointed date and accounted for in
accordance with the accounting treatment prescribed in
the approved Scheme which is in line with the accounting
principles as laid down in 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 has been restated from
the beginning of the earliest period presented, being 01
April 2024.

Our opinion is not modified in respect of this matter.

Key Audit Matters

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. These matters were addressed in the context

of our audit of the standalone financial statements as a
whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.

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 of
investment in subsidiaries included, but were not limited to

Refer note 2d(iii)D and note 3(f) to the accompanying
standalone financial statements.

the following:

As at 31 March 2026, the Company has investments in
subsidiaries aggregating to Rs. 33,804 lakhs. Amongst other
investments, the Company has investments in equity shares

• Obtained an understanding of the management process for
identification of possible impairment indicators and process
followed 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, in
accordance with Ind AS 27, Separate Financial Statements.

• Assessed the appropriateness of the accounting policy
adopted 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 aforementioned
two subsidiaries is higher than the net worth of the
aforementioned subsidiaries. Accordingly, the management
has performed detailed impairment testing for such
investments in subsidiaries by carrying out a valuation
with the help of an independent valuation specialist as a
management's expert using discounted cash flow ('DCF')
method in order to determine the recoverable amount of
investments in such subsidiaries.

• Involved auditor's valuation experts to assess the
appropriateness of valuation assumptions used and
methodology considered by the management's expert
to calculate the recoverable amounts and to review the
mathematical accuracy of these calculations;

• Traced the future cash flow projections to approved
business plans of the subsidiary companies and evaluated
the reasonableness of the inputs used in the projections by
comparing 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 in
subsidiaries and auditing management judgement and

amount to ascertain the sufficiency of headroom
available; 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.

Key audit matters

How our audit addressed the key audit matters

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 contract
with customers wherein certain commercial arrangements

of key internal financial controls relating to the revenue
recognition 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 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.

• 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

We identified revenue from contracts with customers as
a key audit matter for the current year audit as it involves
inherent subjectivity relating to consideration of progress of
the contract, efforts incurred till date and efforts required to
complete the remaining contract performance obligation, 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.

applicable financial reporting framework.

Information other than the Standalone
Financial Statements and Auditor's Report
thereon

7. The Company's Board of Directors are responsible for
the other information. The other information comprises
the information included in the Annual Report, but
does not include the standalone financial statements
and our auditor's report thereon. The Annual Report, is
expected to be made available to us after the date of this
auditor's report.

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

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

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

Responsibilities of Management and Those
Charged with Governance for the Standalone
Financial Statements

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

The Company's Board of Directors are responsible for
the matters stated in section 134(5) of the Act with
respect to the preparation and presentation of these
standalone financial statements that give a true and
fair view of the financial position, financial performance
including other comprehensive income, changes in equity
and cash flows of the Company in accordance with the
Ind AS specified under section 133 of the Act and other
accounting principles generally accepted in India. This
responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the
Act for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting
policies; making 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.

9. 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.

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

Auditor's Responsibilities for the Audit of the
Standalone Financial Statements

11. 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 standalone financial
statements in place and the operating effectiveness of
such controls;

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

• Conclude on the appropriateness of Board of Directors'
use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material

uncertainty exists related to events or conditions
that may cast significant doubt on the Company's
ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to
draw attention in our auditor's report to the related
disclosures in the 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.

14. We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.

15. From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the 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 2026 from being appointed as a director
in terms of section 164(2) of the Act;

f) The modification relating to the maintenance of
accounts and other matters connected therewith are
as stated in paragraph 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 2026 and
the operating effectiveness of such controls, refer

to our separate report in 'Annexure - II' wherein we
have expressed an unmodified opinion; and

h) With respect to the other matters to be included
in the Auditor's Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014
(as amended), in our opinion and to the best of our
information and according to the explanations given
to us:

i. The Company, as detailed in note 38 to the

standalone financial statements, has disclosed
the impact of pending litigations on its financial
position as at 31 March 2026;

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 2026;

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 2026;

iv. a. The management has represented

that, to the best of its knowledge and
belief, as disclosed in note 43 (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 43(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.

v. The interim dividend declared and paid by the
Company during the year ended 31 March 2026
is in compliance with section 123 of the Act.

The final dividend paid by the Company during
the year ended 31 March 2026 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 2026
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 56 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 01 April 2025,
have used accounting software for maintaining
its books of account which have a feature of
recording audit trail (edit log) facility and the
same have been operated throughout the year
for all relevant transactions recorded in the
software. 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 exceptions
given below. Furthermore, except for the
instances mentioned below the audit trail has
been preserved by the Company as per the
statutory 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 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

Gaurav Shekhawat

Partner

Membership No.: 122980
UDIN: 26122980GAEJMH1317
Place:
Mumbai
Date: 17 April 2026

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