We have audited the accompanying standalone financial statements of Energy Development Company Limited(hereinafter referred to as "the Company") which comprise the Standalone Balance Sheet as at 31st March, 2025,the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement ofChanges in Equity and the Standalone Statement of Cash Flows for the year then ended, and notes to the standalonefinancial statements, including a summary of material accounting policies and other explanatory notes for the yearended on that date (hereinafter referred to as the "standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us, due to the significanceof the matters described in the Basis for Adverse Opinion section below, the aforesaid standalone financial statementsdo not give the information required by the Companies Act, 2013 read with relevant rules issued thereunder fromtime to time (hereinafter referred to as "the Act") in the manner so required and also does not give a true and fair viewin conformity with the Indian Accounting Standards notified under section 133 of the Act (hereinafter referred to as"the Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at31st March, 2025, its losses (including other comprehensive income), changes in equity and its cash flows for the yearended on that date.
Attention is drawn to the following notes of the standalone financial statements:
a) Note 16.3 regarding non-determination of terms and conditions of repayment and recoverable amount in respectof outstanding loans of ' 2,764.08 Lakhs given to two of the wholly owned subsidiary companies. Impact withrespect to shortfall in recovery thereof have not been ascertained by the management and recognized in thestandalone financial statements;
b) Note 7.5(a) regarding impairment in the value of investments aggregating to ' 5,600.00 Lakhs in two of the whollyowned subsidiaries of the Company. Impact in this respect has not been ascertained by the management andrecognized in the standalone financial statements;
c) Note 7.5(b), 13.4, 16.4 and 17.2 regarding investments and loans aggregating to ' 120.00 Lakhs, outstanding amountof trade receivables of ' 656.10 Lakhs, loan amounting to ' 313.50 Lakhs and interest accrued of ' 2.28 Lakhs andsecurity deposits/ retention money amounting to ' 127.88 Lakhs given/ recoverable to/ from certain companies/statutory authorities, which are doubtful of recovery and considering recoverability etc., are prejudicial to theinterest of the Company. In the absence of the provision thereagainst, the loss for the year is understated to thatextent. Impact in this respect have not been ascertained by the management and recognized in the standalonefinancial statements;
d) Note 17.3 regarding payment of remuneration amounting to ' 40.20 Lakhs to a director, being shown as recoverableas stated in the said note;
e) Note 52 regarding non-reconciliation of certain debit and credit balances including loans, advances, creditors,with confirmation thereof;
f) Note 53(a) regarding demand notices aggregating to ' 18,817.47 Lakhs pertaining to the Income Tax AssessmentOrder for Assessment Years 2011-2012 to 2020-2021 and the stay of demand pursuant to application filed by theCompany. The Company has preferred necessary appeals before the Commissioner of Income Tax (Appeals).Pending determination of the amount payable in this respect, consequential impact is presently not ascertainable;
Overall impact with respect to above, except in case of (c) above, even though likely to be material, are not ascertainableand as such cannot be commented upon by us.
We conducted our audit in accordance with the Standards on Auditing (hereinafter referred to as "SAs") specifiedunder section 143(10) of the Act. Our responsibilities under those SAs are further described in the "Auditors'Responsibilities for the Audit of the Standalone Financial Statements" section of our report. We are independentof the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India(hereinafter referred to as "the ICAI") together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled ourother ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe thatthe audit evidence we have obtained is sufficient and appropriate to provide a basis for our adverse opinion on thestandalone financial statements.
Attention is drawn to note 36 to the standalone financial statements dealing with the provision for impairmentagainst investments, and various other outstanding balances aggregating to ' 5,742.51 Lakhs recognised during theyear ended 31st March, 2025 and included under "Exceptional items". Amount finally recoverable and/ or valuationthereof with respect to these amounts as such have not been ascertained by the management and therefore cannot becommented upon by us.
Our opinion is not modified in respect of this matter.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of thestandalone financial statements for the financial year ended 31st March, 2025. These matters were addressed in thecontext of our audit of the standalone financial statements as a whole and in forming our opinion thereon, and we donot provide a separate opinion on these matters. We have considered the matters described below to be the key auditmatters for incorporation in our report.
We have fulfilled the responsibilities described in the "Auditors' Responsibilities for the Audit of the StandaloneFinancial Statements" section of our report, including in relation to these matters. Accordingly, our audit includedthe performance of procedures designed to respond to our assessment of the risks of material misstatement of thestandalone financial statements. The result of our audit procedures, including the procedures performed to addressthe matters below, provide the basis for our opinion on the accompanying standalone financial statements.
Key Audit Matters
Addressing the Key Audit Matters
Recognition of Deferred tax assets (Refer note no. 10 to thestandalone financial statements)
Deferred tax assets pertaining to unused tax credits andunabsorbed depreciation aggregating to ' 533.53 Lakhs ason 31st March, 2025, as recognized in earlier years has beencontinued in the books of accounts in this year. Recognitionof deferred tax assets is based on expected utilization and/or reversal thereof considering the management's projectionof future taxable income of the Company. This involvesestimation of future operations and profitability based onassumptions and anticipations which may be in variancewith the actual happening.
Our audit procedures based on which we arrivedat the conclusion regarding reasonableness ofthe recognition of deferred tax assets include thefollowing:
• Evaluation of the temporary differences andutilization/ reversal of deferred tax assets based oninternal forecasts by the management and resultantimpact on future taxable income of the Company.
• The above includes critical review of underlyingassumptions for consistency and arriving atreasonable level of probability on the matters withdue regard to the current and past results andperformances, as required in terms of Ind AS 12"Income Taxes" and principles in this regard.
• Review of management's assumption with respectto profit in future periods and taxability thereofand placing reliance on such assumptions andprojections given the current scale of operationsand prevailing conditions and situations.
The Company's Board of Directors is responsible for the preparation of other information. The other informationcomprises the information included in the Annual Report but does not include the standalone financial statements,consolidated financial statements and our auditors' reports thereon. The other information as stated above is expectedto be made available to us after the date of this auditors' report.
Our opinion on the standalone financial statements does not cover the other information and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other informationidentified above when it becomes available, and, in doing so, consider whether the other information is materiallyinconsistent with the standalone financial statements, or our knowledge obtained during the course of our audit orotherwise appears to be materially misstated.
When we read the other information as stated above and if we conclude that there is a material misstatement therein,we are required to communicate the matter to those charged with governance and describe necessary actions requiredas per applicable laws and regulations.
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respectto the preparation 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 inaccordance with the accounting principles generally accepted in India, including the Indian Accounting Standardsnotified under section 133 of the Act read with relevant rules, as amended from time to time.This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding ofthe assets of the Company and for preventing and detecting frauds and other irregularities; selection and applicationof appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and thedesign, implementation and maintenance of adequate internal financial controls, that were operating effectively forensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of thestandalone financial statements that give a true and fair view and are free from material misstatement, whether dueto fraud or error.
In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company'sability to continue as a going concern, disclosing, as applicable, matters related to going concern and using thegoing concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and toissue an auditors' report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they could reasonably be expected to influence the economicdecisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due tofraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override of internal controls;
• Obtain an understanding of internal control relevant to the 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 internal financial controls system in place and the operatingeffectiveness of such controls;
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates andrelated disclosures made by management;
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material uncertainty exists related to events or conditions that maycast significant doubt on the Company's ability to continue as a going concern. If we conclude that a materialuncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in thestandalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date of our auditors' report. However, future events or conditionsmay 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 thedisclosures, and whether the standalone financial statements represent the underlying transactions and events ina manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timingof the audit and significant audit findings, including any significant deficiencies in internal control that we identifyduring our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other matters that mayreasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of mostsignificance in the audit of the standalone financial statements of the current period and are therefore the key auditmatters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure aboutthe matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.
1. As required by the Companies (Auditor's Report) Order, 2020 (hereinafter referred to as "the Order"), issued bythe Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "AnnexureA" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. Further to our comments in the Annexure referred to in the paragraph above, as required by section 143(3) of theAct, we report that:
a) We have sought and, except for the effects/ possible effects of the matters described in the Basis for AdverseOpinion section above, obtained all the information and explanations which, to the best of our knowledge andbelief, were necessary for the purposes of our audit of the aforesaid standalone financial statements;
b) Except for the effects/ possible effects of the matters described in the Basis for Adverse Opinion section aboveand reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, as amended from time totime as stated in paragraph 3(vi) below, in our opinion, proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books;
c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including Other ComprehensiveIncome), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealtwith by this report are in agreement with the relevant books of account maintained for the purpose ofpreparation of the standalone financial statements;
d) Due to the significance of the matters described in the Basis for Adverse Opinion section above, in our opinion,the aforesaid standalone financial statements do not comply with the requirement and provisions of IndianAccounting Standards notified under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules, 2015, as amended from time to time;
e) The matters described in the Basis for Adverse Opinion section above especially those relating to non-provisionof investments, loans, trade and other receivables as stated in paragraphs (a), (b) and (c) and demand forincome tax raised by Income Tax Authorities pending resolution thereof as stated in paragraph (f) of thatsection, in our opinion, may have an adverse effect on the functioning of the Company;
f) On the basis of the written representations received from the Directors as on 31st March, 2025, taken on recordby the Board of Directors, none of the Directors are disqualified as on 31st March, 2025 from being appointedas a Director in terms of section 164(2) of the Act;
g) The adverse remarks relating to the maintenance of accounts and other matters connected therewith are asstated in the Basis for Adverse Opinion section above and paragraph 2(b) above on reporting under section143(3)(b) of the Act; and
h) With respect to the adequacy of the internal financial controls with reference to the standalone financialstatements of the Company and the operating effectiveness of such controls, refer to our separate report in"Annexure B". Our report expresses a qualified opinion on the adequacy and operating effectiveness of theinternal control with reference to the standalone financial statements of the Company.
3. With respect to the other matters to be included in the Auditors' Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014 (as amended from time to time), in our opinion and to the best of
our information and according to the explanations given to us:
i. Pending litigations (other than those already recognized in the standalone financial statements) havingmaterial impact on the financial position of the Company have been disclosed in the standalone financialstatements as required in terms of accounting standards and provisions of the Act-refer note no. 40(A) to thestandalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses;
iii. There has been no delay in transferring amounts,required to be transferred, to the Investor Education andProtection Fund by the Company;
iv. a. The management has represented that, to the best of its knowledge and belief, as disclosed in note no.
54(a) to the standalone financial statements, no funds have been advanced or loaned or invested (eitherfrom borrowed funds or securities premium or any other sources or kind of funds) by the Company to orin any other person(s) or entity(ies), including foreign entities ("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 theCompany ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries;
b. The management has represented that, to the best of its knowledge and belief, as disclosed in note no. 54(a)to the standalone financial statements, no funds have been received by the Company from any person(s)or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recordedin writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf of the Funding Parties ("UltimateBeneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
c. Based on the audit procedures that have been considered reasonable and appropriate in the circumstances,nothing has come to our notice that has caused us to believe that the representations under sub-clause (i)and (ii) of Rule 11(e) of the Companies (Audit and Auditors) Rules, 2014, as amended from time to time,as provided under paragraphs 3(iv)(a) and 3(iv)(b) above, contain any material misstatement;
v. The Company has not declared or paid any dividend and has also not proposed any dividend during the yearand as such, requirement for complying with the provisions of section 123 of the Act in this respect are notapplicable to the Company; and
vi. Based on our examination which included test checks, the Company has used accounting softwareincorporating all the financial and other transactions involving various operational areas and functions(except for records relating to payroll processing, property, plant and equipment and intangible assets whichare being maintained manually) for maintaining its books of account which, except in respect of master data,have fields and tables where the feature of recording audit trail (edit log) for changes made in the transactionsat application level are available and have been operated throughout the year for all relevant transactionsrecorded in the said software. However, records edited or modified are replaced and trail of the old recordshave not been maintained.
Audit trail (edit log) with respect to the direct changes at database level have not been enabled.
In respect of the above software, other than the exceptions noted hereinabove, we have, however, not comeacross any instance of the same being tampered with and the relevant edit logs are being maintained as perthe statutory requirements for record retention.
4. With respect to the reporting under section 197(16) of the Act to be included in the Auditors' Report, in ouropinion and according to the information and explanations given to us, the remuneration (including sitting fees)paid by the Company to its Directors during the current financial year, is in accordance with the provisions ofsection 197 read with Schedule V to the Act and is not in excess of the limit laid down therein.
For A L P S & Co.
Chartered AccountantsFirm's Registration No.: 313132E
Sd/- A. K. KHETAWAT
Partner
Place : Kolkata Membership No.: 052751
Dated : 28th May, 2025 UDIN : 25052751BMKNRI8169