We have audited the accompanying standalone financialstatements of MosChip Technologies Limited ('theCompany'), which comprise the Standalone BalanceSheet as at 31st March 2025, the Standalone Statementof Profit and Loss (including Other ComprehensiveIncome), Standalone Statement of Changes in Equity andStandalone Statement of Cash Flows for the year thenended, and notes forming part of Standalone financialstatements, including a summary of material accountingpolicies and other explanatory information (hereinafterreferred to as 'the Standalone Financials 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 the mannerso required and give a true and fair view in conformity withaccounting principles generally accepted in India, of thestate of affairs of the Company as at 31st March 2025 andtotal comprehensive income (comprising profit and othercomprehensive income), statement of changes in equityand its cash flows for the year then ended.
We conducted our audit of the Standalone FinancialStatements in accordance with the Standards onAuditing (SAs) specified under section 143(10) of theAct. 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 in
accordance 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 provisionsof the Act and the Rules made thereunder, and we havefulfilled our other ethical responsibilities in accordancewith these requirements and the ICAI's Code of Ethics.We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our auditopinion on the Standalone Financial Statements.
Key audit matters ('KAM') 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 ouraudit of the Standalone Financial Statements as a wholeand in forming our opinion thereon, and we do not providea separate opinion on these matters.
We have determined the matters described below to bethe key audit matters to be communicated in our report.We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalonefinancial statements section of our report, including inrelation to these matters.
Accordingly, our audit included the performance ofprocedures designed to respond to our assessment ofthe risks of material misstatement of the standalonefinancial statements. The results of our audit procedures,including the procedures performed to address thematters below, provide the basis for our audit opinion onthe accompanying standalone financial statements.
Key Audit Matter
How our audit addressed the key audit matter
1. Revenue Recognition
Our audit procedures include the following:
The application of the revenue recognition standard, IndAS 115 - "Revenue from contracts with customers" involvescertain key judgements and principles for evaluatingvarious distinctive terms/matters.
Ý We tested the design and operating effectivenessof management's key internal controls overrevenue recognition.
Revenue where the performance obligation is satisfiedover time has been recognised using the percentageof completion method. Identification of performanceobligations involves high degree of judgement andassessment of contractual terms.
Ý Tested relevant information technology systems'controls relating to contracts and related informationused in recording and disclosing revenue.
Use of the percentage-of-completion method requiresthe Company to determine the actual efforts or costsexpended to date as a proportion of the estimated totalefforts or costs to be incurred which involves significantjudgement throughout the period of the contract and issubject to revision as the contract progresses is based onthe latest available information.
As the revenue recognition involves significant estimatesand judgments and is material to the Standalone FinancialStatements, we regard this as a key audit matter
Refer Note 2.10 and 24 to the Standalone FinancialStatements
• Substantive testing of sample revenue contractsand performed the following procedures to assessmanagement analysis of compliance with Ind AS 115:
- Read, analyzed and identified the distinctperformance obligations in these contracts.
- Compared these performance obligations with thatidentified and recorded by the Company.
- Considered the terms of the contracts and assessedthe transaction price including any variableconsideration to test revenue.
• Test checked sample contracts / transactions in respectof:
- Revenue recorded for time and material contractswere tested using a combination of internallyapproved time sheets including customeracceptances and invoices.
- Revenue recorded for fixed price contracts is basedon progress towards completion of performanceobligation which was verified based on actual costrelative to estimated cost from management analysisand systems or external evidence of progress. Also,reviewed cost incurred with estimated cost to identifysignificant variations and reasons and to verifywhether those variations have been consideredin estimating the remaining cost to complete thecontract.
• Test checked manual journals posted to revenue toidentify any unusual items and sought explanationsfrom Management.
• We assessed the adequacy of relevant disclosuresmade within the standalone financial statements.
2. Goodwill on business acquisitions:
As detailed in the Note 41 to the Financial Statements thecompany carries a Goodwill of f5,511 lakhs as at 31st March2025.
This Goodwill was recognised on acquisitions over aperiod, in terms of Ind AS 103 Business Combinations.
The Carrying values of the Goodwill are based on thepresent value of future cash inflows and there exists a riskof impairment if cash flows are not in line with projections.
As per Ind AS 36, 'Impairment of Assets', the goodwillacquired in business combination shall be testedannually for impairment. For the purpose of impairmenttesting, goodwill acquired in a business combinationshall, from the acquisition date, be allocated to each ofthe acquirer's cash-generating units (CGU) or groups ofcash-generating units, that is expected to benefit fromthe synergies of the combination, irrespective of whetherother assets or liabilities of the acquiree are assigned tothose units or groups of units.
Valuation of goodwill subject to management assessmentof recoverable amount being higher of (i) fair value lesscosts to sell and (ii) value in use, involving significantjudgement and are based on number of variables andestimates including projection of future sales, operatingcosts and profit margins; appropriate discount rate andterminal value growth rate; and probability of success inapplying discounted cashflow valuation methodology.
We carried out the following audit procedures:
• Evaluated the design and tested the operatingeffectiveness of the Company's controls in assessingthe recoverable value of goodwill.
• Assessed the Company's methodology applied indetermining the CGUs to which these assets areallocated.
• Tested the estimated recoverable value of theseassets and assessed the methodologies used bymanagement in deriving the recoverable value andtested the significant assumptions and the underlyingdata used by the Company in its analysis.
• Where management has used services of anindependent valuer, evaluated the independent valuer'scompetence, capabilities and objectivity, and assessingthe valuation methodology used by the independentvaluer to estimate the fair value of investments.
• Compared the significant assumptions to currentindustry, market and economic trends and relatedCompany's historical data.
• Performed sensitivity analysis of the significantassumptions to evaluate the potential change in therecoverable values of these assets resulting fromhypothetical changes in underlying assumptions.
The assessment of impairment involves significant degreeof management judgements and estimates.
The management has concluded that the recoverableamount of CGU is higher than its carrying amount andaccordingly, no impairment provisions has been recordedas at 31st March 2025. Accordingly, we determinedimpairment of such goodwill arising from businesscombination as Key Audit Matter for the current year audit.
• Assessed and validated the adequacy andappropriateness of the disclosures made by themanagement in the Financial Statements.
The Company's Board of Directors are responsible forthe preparation of the other information. The otherinformation comprises the information included in theBoard's Report, Management Discussion and Analysis,Business Responsibility and sustainability Report,Corporate Governance,Shareholder's information andincluding Annexures to Board's Report but does not includethe Standalone financial statements and our auditor'sreport thereon.
Our opinion on the Standalone Financial Statements doesnot cover the other information and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the Standalone FinancialStatements, our responsibility is to read the otherinformation and, in doing so, consider whether the otherinformation is materially inconsistent with the StandaloneFinancial Statements, or our knowledge obtained duringthe course of our audit or otherwise appears to bematerially misstated.
If, based on the work we have performed on the otherinformation that we obtained prior to the date of thisauditor's report, we conclude that there is a materialmisstatement of this other information, we are required toreport that fact. We have nothing to report in this regard.
When we read the additional information, as mentionedabove, that would be included in the Annual Report, if weconclude that there is a material misstatement therein,we are required to communicate the matter to thosecharged with governance and take appropriate actionsas applicable under the relevant laws and regulations.
The Company's Board of Directors are responsible for thematters stated in section 134(5) of the Act with respect tothe preparation of these Standalone Financial Statementsthat give a true and fair view of the financial position,financial performance, including other comprehensiveincome, changes in equity and cash flows of the Companyin accordance with the Indian Accounting Standards('Ind AS') specified under section 133 of the Act and otheraccounting principle generally accepted in India. Thisresponsibility also includes maintenance of adequate
accounting records in accordance with the provisions ofthe Act for safeguarding 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 Standalone FinancialStatements that give a true and fair view and are free frommaterial misstatement, whether due to fraud or error.
In preparing the Standalone Financial Statementsmanagement and Board of Directors are responsible forassessing the Company's ability to continue as a goingconcern, disclosing, as applicable, matters related togoing concern and using the going concern basis ofaccounting unless the Board of Directors either intends toliquidate the Company or to cease operations, or has norealistic alternative but to do so.
The Board of Directors of the company are 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 expectedto 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:
Ý 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 basis
for 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, or theoverride of internal controls.
Ý Obtain an understanding of internal financial controlsrelevant to the audit in order to design audit proceduresthat are appropriate in the circumstances. Undersection 143(3)(i) of the Act, we are also responsible forexpressing our opinion on whether the Company hasadequate internal financial controls with referenceto standalone financial statements in place and theoperating effectiveness of such controls.
Ý Evaluate the appropriateness of accounting policiesused and reasonableness of accounting estimates andrelated disclosures made by management.
Ý Conclude on the appropriateness of management's useof the going concern basis of accounting and, basedon the audit evidence obtained, whether a materialuncertainty exists related to events or conditions thatmay cast significant doubt on the Company's abilityto continue as a going concern. If we conclude thata material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosuresin the Standalone Financial Statements or, if suchdisclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtainedup to the date of our auditor's Report. However, futureevents or conditions may cause the Company to ceaseto continue as a going concern.
Ý 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.
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.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, andto communicate 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 doing
so would reasonably be expected to outweigh the publicinterest benefits of such communication.
1) 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 ofthe Act, we give in 'Annexure-A' a statement on thematters specified in paragraphs 3 and 4 of the Order.
2) As required by Section 143(3) of the Act, based on ouraudit we report that:
a. We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit.
b. I n our opinion, proper books of account asrequired by law have been kept by the Companyso far as it appears from our examination ofthose books, except for the matters stated inparagraph 2(i)(vi) below on reporting under Rule11(g) of the Companies (Audit and Auditors) Rules,2014 as amended.
c. The standalone balance sheet, the statement ofprofit and loss including other comprehensiveincome, the statement of changes in equityand the statement of cash flows dealt with bythis report are in agreement with the booksof account.
d. In our opinion, the aforesaid standalone financialstatements comply with the Ind AS specifiedunder Section 133 of the Act read with Companies(Indian Accounting Standards) Rules, 2015 (asamended)
e. On the basis of the written representationsreceived from the directors as on 31st March 2025taken on record by the Board of Directors, none ofthe directors is disqualified as on 31st March 2025from being appointed as a director in terms ofSection 164 (2) of the Act.
f. With respect to the maintenance of accounts andother matters connected therewith, reference ismade to other remarks paragraph 2(b) above onreporting under section 143(3)(b) and paragraph2(i)(vi) below on reporting under Rule 11(g) of theCompanies (Audit and Auditors) Rules, 2014 (asamended).
g. With respect to the adequacy of the internalfinancial controls over with reference toStandalone Financial Statements of the Companyand the operating effectiveness of such controls,refer to our separate Report in 'Annexure-B'.
h. With respect to the other matters to be includedin the Auditor's Report in accordance with therequirements of section 197(16) of the Act, asamended, in our opinion and to the best of ourinformation and according to the explanationsgiven to us, the remuneration paid by theCompany to its directors during the year is inaccordance with the provisions of section 197 ofthe Act.
i. 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 has disclosed the impactof pending litigations on its financialposition in its Standalone FinancialStatements. Refer Note. 32 to the StandaloneFinancial Statements.
ii. The Company didn't have any long-termcontracts including derivative contractsfor which there were any materialforeseeable losses.
iii. There are no amounts required to betransferred to the Investor Education andProtection Fund (IEPF) by the Company asno dividends are declared by the Company.Hence there are no delays in transfer ofamounts to IEPF.
iv. a. The management has represented
that, to the best of its knowledge andbelief, no funds (which are materialeither individually or in the aggregate)have been advanced or loaned orinvested (either from borrowed fundsor share premium or any other sourcesor kind of funds) by the Company to orin any other person or entity, includingforeign entity ("Intermediaries"),with the understanding, whetherrecorded in writing or otherwise,that the Intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by or on
behalf of the Company ("UltimateBeneficiaries") or provide anyguarantee, security or the like on behalfof the Ultimate Beneficiaries;
b. The management has represented,that, to the best of its knowledge andbelief, no funds (which are materialeither individually or in the aggregate)have been received by the Companyfrom any person or entity, includingforeign entity ("Funding Parties"), withthe understanding, whether recorded inwriting or otherwise, that the Companyshall, whether, directly or indirectly, lendor invest in other persons or entitiesidentified in any manner whatsoeverby or on behalf of the Funding Party("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalfof the Ultimate Beneficiaries;
c. Based on the audit procedures thathave been considered reasonableand appropriate in the circumstances,nothing has come to our notice thathas caused us to believe that therepresentations under sub-clause(i) and (ii) of Rule 11(e), as providedunder (a) and (b) above, contain anymaterial misstatement.
v. No dividend is declared or paid during theyear by the Company and accordingly,compliance with section 123 of the Act is notapplicable to the Company.
vi. Based on our examination, which includedtest checks, the Company has usedaccounting software for maintaining itsbooks of account for the financial yearended March 31, 2025 which have the featureof recording audit trail (edit log) facility andthe same has operated throughout theyear for all relevant transactions recordedin the software systems. Further, during thecourse of our audit we did not come acrossany instance of the audit trail feature beingtampered with and the audit trail, has beenpreserved by the Company as per thestatutory requirements for record retention.
For S T Mohite & Co.,
Chartered AccountantsICAI Firm Registration No.: 011410S
Place: Hyderabad Hima Bindu Sagala
Date: 21st May 2025 Partner
M. No. 231056UDIN: 25231056BMOVZH7304