1 We have audited the accompanying Standalone Financial Statement of EnfuseSolutions Limited (Formerly known as Enfuse Solutions Private Limited) i the
Company' Ý which comprise the Standalone Balance Sneei as at 3tsl March 2025. hieSlardalone Statement Of Prohl and Lass and Standalone Statement on Cash FlowStatement for the year ihen ended and Notes to the Standa-pne Financial Statementsincluding a nummary cf me significant accounting poiic.es and othe^ explanatoryinformation (hereinafter referred to as the 'Standalone Financial Statements')
2 in our opinion and to the best of our information and according to the explanations given1a us. the aforesaid standalone financial statements give the information required by theCompanies Act 2013 (the 'Act ') in the manner so required and give a hue and fair viewin conformity with the Accounting Standards prescribed unoer section 133 cf the Act readwith Companies (Accounting Standards) Rules 2014 as amended and other accountingprinciples generally accepted m Ino a of the state cf affaire of the Company as at 3 letMarch, 2025 and its profit and its cash flaws for the year ended on iha| date
Basis for Opinion
3 We conducted our audit of the financial statements in accordance with the Standards onAuditing fSA's) specified under section 143(10) of the Companies Act. 2013 Ayrresponsibilities under those Standards are further described in the AuditorsResponsioilmes far the Auc^i for me Stanca one Financial Statements section cf our repoiWe are independent of the Company m accordance with the Cocte of Elhigs issued by theInstitute Of Chartered Accountants of India f'lCAL" i together with the ethical requirement?that are recant to our aud t of the standalone financial statements unoer the provisionsof tne Companies Act 2013 end |he Rules thereunder, and we have fulfilled our otherethical responsibilities in accordance with these requirements ind the ICAi s Code ofEthics We believe that the audit evidence we have obtained is sefficient and appropnaic-to provide a basis for our opinion on the standalone financial statements
Emphasis of matter
4 We draw attention to Paragraph l9(h]i of this repon and Note No 36 to 1 he StandaloneFinancial Statements regarding dunng the year :ne Company nas uaid total managerialremuneration amounting to Rs 186 54 Lakhs composing of Remunerat;on of Rs 16? D4.Lakhs. Sit!mg fees Rs 7 00 Lakhs and Perquisite value of renl-rree accommodation ofÝRs.t2.6D Lakhs Out of total remuneration as stated above an amount of Rs 120.78 La*hs
is exceEdirg the limits prescribed under pro visions of the Section 19? to the CompaniesAct, 2013 Our opinion is net modT.frd in respect Of abovs mailer
Key Audit Matters
5 Key audit matters are those matters that, in our professional judgment were Of mostsignificance in our audit of tne Standalone Financial Statements of the current periodThese matters were addressed Ih the content of our audit Of the standalone FinancialStatements as a whofe and in forming our op men thereon, and we do noi provide aseparate opinion on these matters. We nave determined the matters described below tcbe Key audn matters to ba communicated in our report
Description of Key Audit Matters :*
Sr,
No.
The Key Audit Matter
How the matter was addressed in ouraudit
1
Software Development Cost *capitated as Internally generated
The assessment of me cflp<t&li$ahoncriteria as set out in AS 26 Iniangib'eAssets' is made at an early stage ofsoftware development H involves
Ý Company's judgement ie establishtechnical feasibility of the software
* Oompan/S esthpat.on of availabilityof committed technical andcommercial resources and
Principal Audit Procedures performed'
* E v a luaieo i n itiation of capital iso t'.on ot thesoftware development MStS includingCompany s controls over estimation ofthe future economic benefit of theprojects
* Analyses and determined the costs whichare capitalized are ’directly atlrbulahtetowards software development activities,and we have evaluated 1he adequacy ofdisclosures in the financial statements inview of the requirement as specified irtthe standard
- Inherent challenges m predictingfuture economic benefits whichmust be assessed as probable (oftotalisation to commenceThere is a n$k of development costgetong capttalis&d where the relevantCPtena nave not been me1 Accordinglywe identified capitalisation pi softwaredevelopment cost as a key audit matter
a
Revenue recognition Ý Fixed pricecontracts using the percentage ofcompletion method
Principal Audit Procedures
Revenue from fixed pnca contracts Ý
Our audn procedures included the following.
System integration contracts i5recrjgntfed using a percentage of
among others.
completion method U&e of the
Ý We tested the e^ectiveness of controls
percentage of computron method
relating to recording of costs incurred and
requires the Company to determine
estimation of efforts or costs required (ocomplete Ine remaining contract
the costs expended to date anc theestimated tol^ cosis to be incurred m
performance oh igatmns and
complete the project
* We reviewed She fixed pnee contractswith- using (he percent age-nf-completion
Due to the various estimates rpqu redto derive the cost and oomp!etion in
method and performed; the fol-owmg
line percentage of completion me! nodi
Read the contract and based on (he
used for contracts periods th* ls
terms and conditions evaluated whether
considered as 3 Key audit matter
recognizing revenue OvSJ time usmgpercentage of completion method wasappropriale and the contract wasmetuded In management toleration ofrevenue over time
Ý Assessed the appropriateness cf work inprogress (contract assets) on balancesheet date by ev&luatng ihe underlyingdocumentation io identify possiblechanges in estimated costs io complc-tr:the remaining performance obligationsand
- Inspected underlying documents andperformed analytics to determinereasonableness of contract costs
Information Other than the Standalone Financial Statements and Auditor's Report Thereon
g The Company's Management and Board of Directors are responsible for the preparationand presentation for other information The other information comprises the informal ionincluded m the Company's annual report But does not include the standalone Financestatements and our auditor's report thereon The Company'^ annual report s expected laBe mads available so us a*lef the date of this auditor's report
Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thBteon 1
a It. based on the work we have performed we conclude that there is a materialmisstatement or this other information. we are required to report that fact We have nothingto report in this regard
Managements and Board of Directors' Responsibility for the Standalone Financial
Statements
9 The Company's Board of Directors and Management is responsible for The matters statedn section 134(5) of Ihe Companies Ael. 2013 with rasped to Ihe preparalion of thesestandalone financial statements that give a true and fanr View of Ihe financial positionfinancial performance and cash iiows of Ihe Company >n accordance with the accountingprinciples generally accepted m India, Including (he Accounting Standards specified undersection 133 ot the Act This responsibility ai&o includes maintenance of adequateaccounting records in accordance with Hie provisions of the Ael far safeguarding af theassets of 1he Company and for preventing and detecting frauds and other irregularities,selection and application uf appropriate of accounting policies making judgments andestimates that are reasonable and prudent and design implementation and maintenanceOf adequate .nternal Tmanc.gl controls, mat were operating effectively for ensuring iheaccuracy gnd completeness of the accounting records relevant to me preparation andpresentation of The standalone finance statements trial g ve a true and fair view and arefree from material misstatement, whether due to fraud or error
10 in preparing 1he standalone financial statements, management is resncnsible torassessing the Company's ability io continue as a going concern disclosing, as applicablematters related to going concern and using the going concern basis of accounting unlessmanagemeni either intends to liquidate Ihe Company or So tease operations or has norealistic alternative but to do so
11 The Board of Directors and Managements aSso responsible for over$epmg the Company sfmanoal reporting process
Auditor's Responsibilities for the Audit of the Standalone Financial Statements
12. O u r objecti ve & ? re to obta in reason a bf e ass u-ance a bout whet her the slandaione fi ngnci a1statements as a whole are f'ee from material rT'Sstalemenl, whether due to frauc cr error,and to issue an auditors report lha: includes our opinion Reasonable assurance is a nighlevel or assurance, but is not a guarantee that an audit conducted m accordance wiih 5A&will always detect a material misstatement when it exists. Misaiatemants can arise fromfraud or error and are oons.dered material if. individually or in the aggregate, they couldreasonably be expected to influence the economic decisions of users taken on the basisof these standalone financial statements
13. As part ot an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism th rough out the audil We aisc
* Obtain an understanding of internal control relevant to the audit in order lo designaudit procedures tea1: are appropriate In the circumstances Under section 143(3).;nOF the Act. we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls with reference to financialstatements in place and the operating effectiveness of such controls
* Evaluate the appropriateness of accounting policies used anu the reasonablenessof accounting estimates and rented n is closures matte by management ar.d Boardof Directors.
* Conclude OP the appropriateness of management's use Of the gcmg concern basisof accounting and, based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt onthe Company 5 ability to continue as a going concern If we conclude that a materialuncertainty exists, we are required to draw attention n pur auditor's report to thErented disclosures in The financial statements or if such disclosures ere inadequateto modify our opinion Cur conclusions are based on the audit evidence obtained upto the date of our aud,torJ6 report However, future evenls or conditions may causethe Company to cease to continue as a going concern
Ý Evaluate the overall presentation structure and content of the standalone financialstatements inducing ihe disclosures and whether the financial statemonterepresent the underlying transactions and events in a manner lhal achieves Fairpresentation
U Materiality is the magnitude of misstate me nis in the standalone financial statements thatindividually or in aggregate makes it probable that the economic decisions of a reasonablyknowledgeable user of the standalone financial statements may bo influenced Weconsider quantitative mater.ality and qualitative factors rn (i) planning the scope of our auditwork and in evaluating the results of outwork; and hi i to evaluate the effect of any identifiedmisstaiemenls in the standalone financial statements
15 We communicate with those charged with governance regarding, among other mattersIhe planned scope and timing of the audit and significant audit findings Including anysignificant defic encies m Internal control that we identify during our audit
16 We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirement regarding independence and to communicate WLtethem ell relationships and ether matters lhat may reasonably be Ihought to bear or. ourindependence and where applicable, related safeguards 2
Report on Other Legal and Regulatory Requirement2
19. As required by 1he Companies (Auditor's Repom Order 3020 ft21® Order1! issued by theCentral Government of India m terms of sub-section < 11 > of section m3 of the CompaniesAct. 2013. we give in the 'Aonexure - A' a statement an the matters specified inparagraphs 3 and a of the Order, to ihe extent applicable
19 As required by Section 143(3) of the Act. report that
a We have sought and obtained oil Lhe information and expiations which to the bestof our knowledge and belief were necessary for the purposes of our audit
b In our opinion proper books of account as required by law have been kept by theCompany so far as n appears Iron our examination of those books except for thematters stated in the paragraph 20(f) below on reporting under Rute 11(g) of theCompanies (Audit and Auditors? RuEes, 2014
c The Standalone Balance Sheet. Ihe Standalone Statement of Profit and Loss andthe Standalone Statement of Cash Flow dealt with oy this Report are m agneemenlwith the books of account
d In our opinion, the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act. read with Rule 7 ofthe Companies (Accounts] Rules 2014
e On the basis Of the written representations received from the directors as on 1stApril 2025 taken oh record by the Board or Directors none of the directors isdisqualified as on 3"s1 March 2025 from being appointed as a director in terms ofSection 164 (2) of !he Act
f The modifications relating to the maintenance of accounts and other mattersconnected therewith are as stated in the paragraph l9(bi above on reporting underSed ion 14 3 (3) f b) of the Act a nd pa: agra ph 20f f) Del o w on report mg un cte r R ute 11 i g)of the Companies (Audit and Auditors) Rules. 2Q14
g With respect to the adequacy ol the internal financial controls with reference to thesestandalone financial statements and lhe ope rat mg effectiveness of such controlsrefer to our Separate Report In Annexure E' to this report
h With respect to the matter to be included in the Auditor's Report under section197(16) or the Act
We draw attention to Note No 36 tc the Standalone Financial Siatements regard-ngthe Company has paid total managerial remuneration amounting to Rs 136.64 Lakh:,during the year which is comprising of Remuneration of Rs.167 04 Lakhs Sittingfees Rs 7 00 Lakhs and Perquisite value of rent-free accommodation of Rs 12 60Lakhs. Out of total managerial remuneration as stated above an amount ofRs 120 7S Lakhs rs exceeding me limits prescribed under provisions of the Section19/ to the Companies Act, 2013
2G. With respect Id the other matters to te included m jhe Auditor's Repon m accordance with
Rule 11 of the Compan as (Audit and Auditors? Rules. 2014. as amended In our opinion
and to the besi of our information and according to the explanations given to us
3 The Company does not Have any pending litigations as at 31s1 March, 2025 whichMould imoact its financial position
b. Tfl(J Company dm not have any (ong-lerrn contracts including derivative contracts forwhich there were any matersi fores eeaole losses
c There were no amounts which were required to be transferred by the Company lothe Investor Education and Protection Fund
d (i) The Management has represented Thai, to the best of its knowledge and beliefas disclosed in Ihe Note no 4 l(iv)tA) lo lhe standalone financial statements nofunds (which are maienai either individually or in lhe aggregate: nave beenAdvanced or loaned or invested (eithe- from borrowed funds 0r Share premiumor any Other sources or kind Of funds) by the Company to or in any Other personor enlily, including foreign entity (intermediaries") with the understandingwhether recorded in writing ur otherwise that The Intermediary shall, whetherdireclly or indirectly fend or invest in other persons or entities In any mannerwhatsoever by or on behalf of The Company I "Ultimate Beneficiaries") or provideany guarantee security or The hke cm behatf of The Ultimate Beneficiaries;
(ii) The Management has represented that to the best of rts knowledge and beliefas disclosed r 1ho Note no 41(iv)(B) to the star da'one financial Statements nofunds (which are material either individually or in the aggregate) have beenreceived by the Company from any person or entrty including foreign entity("Funding Parties"), with the understanding, whether recorded jp writing orotherwise that the Company shall, whether, directly or indirectly, lend or investm other persons or entities icentified \n any manner whatsoever by or on behalfof the Fund.ng Partyi Ultimate Beneficiaries . or provide any guarantee securityor the like on behalf of the Ultimate Beneficiaries
(Si) Based on the aud't procedures that have been considered reasonable andappropriate in the circumstances nothing has come to our nonce Ihai hascaused us !o beleve Thai the representations under sub-clause (i) and (m) ofPuts t T<e> as provided under (i) arid (n) above contain any materialsmisstatement
e The Company has not declared or pa4 any dividend during the year and has notproposed final dividend for ihe year
f The reporting under Rule 11(g) of the Companies (Audit and Auditors) Ru^es 2014 isapplicable from 1 April 2023
hi) The Company has maintained Property. Plant and Equipment register inMicrosoft Excel worksheet for which audit; trail (edit Jog) facility is notavailable. Hence, we are unable to comment on audit trail feature of the saidrecords.
Subject to above m our opinion proper books nf account slating [rue 4 fair statesof affairs of the Company, as required under Sec 126 i j of the Companies Aci. 2Q1 3has been maintained by the company for the financial year 2024-25
ForR R Shah & Associates
' ÝÝ Chartered Accountants
/f "Ý
l . Firm's regcslratiqr number 112007W
Place Mumbai Partner
Dale 29th May. 2025 Mem bershtp N o. 102620
In connection with out audit Of the standalone financial statements, our responsibility is toread the other information dentified above whan it becomes available and in doing soconsider whether the other information is materially inconsistent with Ihe financialstatements or our knowledge obtained during the course ol our audit or otherwise appears
to be materially misstated
2
7 From ihe matters communicated with those charged with governance, we determine thosr-matter5 that were of most significance in ihe audit of the standalone financial statementsof the current period and are therefore Ihe key audit matters We desenbe these mattersÝn our auditors report unless law or regulation precludes public drsefosure aboui The rhatfefor when m extremely rare circumstances we determine that a matter shcuid not becommunicated in our report because ihe adverse consequences of ricirg sc would- reasonably be expected to outweigh ihe public interest benefits of such com mum cal ion