1. We have audited the accompanying standalonefinancial statements of Sterlite TechnologiesLimited ("the Company”), which comprise
the Standalone Balance Sheet as at March 31,2025, and the Standalone Statement of Profitand Loss (including Other Comprehensive Loss'the Standalone Statement of Changes in Equityand the Standalone Statement of Cash Flowsfor the year then ended, and notes to thestandalone financial statements, includingmaterial accounting policy information andother explanatory information.
2. In our opinion and to the best of our informatioand according to the explanations given to us,the aforesaid standalone financial statementsgive the information required by the Companie:Act, 2013 ("the Act”) in the manner so requiredand give a true and fair view in conformity withthe accounting principles generally accepted
in India, of the state of affairs of the Companyas at March 31, 2025, and total comprehensiveloss (comprising of loss and othercomprehensive loss), changes in equity and itscash flows for the year then ended.
Basis for Opinion
3. We conducted our audit in accordance withthe Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Ourresponsibilities under those Standards arefurther described in the "Auditor'sResponsibilities for the Audit of the FinancialStatements” section of our report. We areindependent of the Company in accordancewith the Code of Ethics issued by the Instituteof Chartered Accountants of India togetherwith the ethical requirements that are relevantto our audit of the financial statements underthe provisions of the Act and the Rules
thereunder, and we have fulfilled our otherethical responsibilities in accordance with theserequirements and the Code of Ethics. We believethat the audit evidence we have obtained issufficient and appropriate to provide a basis forour opinion.
Emphasis of Matters
4. We draw attention to Note 15A of thestandalone financial statements regarding theScheme of Arrangement ("Scheme”) betweenthe Company and STL Networks Limited (the"Resulting Company”) for demerger and transferof the Company's Global Services Businessundertaking to the Resulting Company, whichhas been approved by the National CompanyLaw Tribunal ("NCLT”) and accordingly, thesestandalone financial statements have beenprepared after giving effect of the Scheme fromthe effective date, as per NCLT approved order.
5. We draw attention to Note 37(6) of theStandalone financial statements, whichdescribes the status of a litigation againstSterlite Technologies Inc, USA, a subsidiaryincorporated outside India, by another USAbased entity. Management is pursuing legalremedies, including filing an appeal, and thepossible financial impact of the litigation iscurrently not determinable.
Our opinion is not modified in respect of theabove matters.
Key Audit Matters
6. Key audit matters are those matters that, in ourprofessional judgment, were of mostsignificance in our audit of the Standalonefinancial statements of the current year. Thesematters were addressed in the context of ouraudit of the Standalone financial statements asa whole, and in forming our opinion thereon,and we do not provide a separate opinion onthese matters.
Key audit matter
How our audit addressed the key audit matter
Assessment of impairment to the carrying value ofproperty, plant and equipment and intangible assets(Refer Notes 4 and 5 to the standalone financialstatements)
As at March 31, 2025, the carrying amount of theCompany's property, plant and equipment ("PP&E”)and intangible assets is ? 1,697 crores. The Companyperiodically assesses if there are any indicators ofimpairment in respect of PP&E and intangible assets.
In making this assessment, the Company identifies thecash generating unit (CGU) to which the asset belongsand considers both internal and external sources ofinformation to determine whether there is an indicatorfor impairment at CGU level. If such indication exists,Management estimates the recoverable amount of thatCGU.
Our audit procedures included:
- Obtaining an understanding and evaluating thedesign and testing the operating effectiveness ofcontrols over impairment assessment of PP&E andintangible assets including the determination ofCGUs and recoverable amount of the relevant CGUs.
- Evaluating management's assessment of theindicators of PP&E and intangible assets impairmentand determination of CGU.
- With the involvement of auditor's experts wherenecessary, assessing appropriateness of thevaluation methodology used and evaluating thereasonableness of the key assumptions used indetermination of discounted cash flows such as
The recoverable amount of relevant CGU is determined
discount rates, terminal growth rate, sales growth
based on the higher of value in use and fair value less
rate, EBITDA, etc.
cost of disposal. An impairment loss is recognised
- Evaluating the past performance of the relevant
if the recoverable amount is lower than the carryingvalue.
CGUs with its actual performance.
The impairment to carrying value of PP&E has been
- Performing sensitivity analysis over key assumptions
considered to be a key audit matter as significant
to corroborate that recoverable amount of the
judgment is involved in estimating the recoverable
relevant CGU is within a reasonable range.
amount of relevant CGUs, in particular, with respect to
- Testing the arithmetical accuracy of the
estimation of future cash flows of the underlying CGUs
computations including those related to discounted
due to the inherent subjectivity involved in forecasting.
cash flows.
- Assessing adequacy of relevant disclosures in thestandalone financial statements.
Assessment of impairment to the carrying value ofinvestments in and loans to in subsidiaries (Refer
Notes 6 and 8 to the standalone financial statements)
- Obtaining an understanding and evaluating thedesign and testing the operating effectiveness of
The carrying amount of investments in equity shares
relevant controls related to management's
of Sterlite Global Ventures (Mauritius) Limited, Sterlite
impairment assessment of investments, loans and
(Shanghai) Trading Company Limited and STL Optical
guarantees.
Interconnect S.p.A. as of March 31, 2025, aggregated
- Evaluating the basis for identifying impairment
to ? 263 crores and the loans to Speedon Network
indicators (e.g., financial condition, capacity
Limited, STL Digital Limited, Sterlite TechnologiesHolding Inc USA and STL Optical Interconnect S.p.A.
utilization, market conditions, etc.).
as at March 31, 2025, aggregated to ? 397 crores.
- With the involvement of auditor's experts where
Further, the Company has also given guarantees
necessary, assessing appropriateness of the
in respect of external borrowings taken by these
valuation methodology used and evaluating the
subsidiaries.
reasonableness of the key assumptions used in
The Company accounts for investments in subsidiaries
determination of discounted cash flows such as
at cost (less accumulated impairment, if any). The
management reviews the carrying value of these
investments in subsidiaries at each reporting date and
- Evaluating the historical performance of the
assesses if there are any indicators of impairment.The Management has used the discounted cash flow
subsidiaries against their forecast performance.
('DCF') model for estimating the recoverable amount
of the investments for the purpose of carrying outthe impairment assessment, which involves estimates
to evaluate whether recoverable amount ofinvestments is within a reasonable range.
and judgement with regard to certain key inputs like
- Evaluating management's assessment in
future cashflows, discount rates, terminal growth rate,
determination of ECL.
economic factors, etc. incorporated in the valuation.
Further, in respect of the aforementioned loans and
guarantees, the Company applies the principles of Ind
AS 109 "Financial Instruments” to determine whether
any provision for expected credit losses ('ECL') is
- Assessing the adequacy of related disclosures in the
required, considering the expected manner of recoveryover a period and other variables considered in theECL model.
We considered this to be a key audit matter dueto significant management judgement involved inestimating of the recoverable amount.
standalone financial statements.
Assessment of recoverability of Deferred TaxAssets (Refer note 23A to the standalone financialstatements)
- Understanding and evaluating the design andtesting the operating effectiveness of relevantcontrols relating to recognition and assessment of
The Company has recognised deferred tax assetsamounting to ? 19 crores as at March 31, 2025, on
recoverability of deferred tax assets.
business losses/unabsorbed depreciation and other
- Assessing the appropriateness of the Company's
temporary differences, based on its assessment of
accounting policy in respect of recognising deferred
recoverability considering the Company's projected
tax assets on business losses/unabsorbed
future taxable income, in accordance with Ind AS 12
depreciation and temporary differences.
"Income Taxes”.
- Verifying the calculation of net deferred tax
We have considered this as a key audit matter due touncertainties and significant judgment required bythe Management in preparation of projected futuretaxable income considering the future business planand underlying assumptions such as sales growth rate,EBITDA, etc.
asset recognised as at the year-end, including themathematical accuracy of the underlyingprojections.
- Evaluating the judgments and assumptions made bythe Management in determining the projected futuretaxable income for reasonableness.
- Performing sensitivity analysis on the projectedfuture taxable profits by varying the keyassumptions within a reasonable range.
- Assessing the adequacy of disclosures made in thestandalone financial statements.
Other Information
7. The Company's Board of Directors is responsiblefor the other information. The other informationcomprises the information included in theAnnual Report, but does not include thestandalone financial statements and ourauditor's report thereon. The Annual Report isexpected to be made available to us after thedate of this auditor's report.
Our opinion on the standalone financialstatements does not cover the other informationand we will not express any form of assuranceconclusion thereon.
In connection with our audit of the standalonefinancial statements, our responsibility is toread the other information identified abovewhen it becomes available and, in doing so,consider whether the other information ismaterially inconsistent with the standalonefinancial statements or our knowledge obtainedin the audit, or otherwise appears to bematerially misstated.
When we read the Annual Report, if weconclude that there is a material misstatementtherein, we are required to communicate thematter to those charged with governance andtake appropriate action as applicable under therelevant laws and regulations.
Responsibilities of management and those
charged with governance for the standalone
financial statements
8. The Company's Board of Directors is responsiblefor the matters stated in Section 134(5) of
the Act with respect to the preparation ofthese standalone financial statements thatgive a true and fair view of the financial position,financial performance, changes in equity andcash flows of the Company in accordance withthe accounting principles generally acceptedin India, including the Indian AccountingStandards specified under Section 133 of theAct. This responsibility also includesmaintenance of adequate accounting records inaccordance with the provisions of the Act for
safeguarding of the assets of the Companyand for preventing and detecting frauds andother irregularities; selection and application ofappropriate accounting policies; makingjudgments and estimates that are reasonableand prudent; and design, implementation andmaintenance of adequate internal financialcontrols, that were operating effectively forensuring the accuracy and completeness of theaccounting records, relevant to the preparationand presentation of the standalone financialstatements that give a true and fair view andare free from material misstatement, whetherdue to fraud or error.
9. In preparing the standalone financial statements,Board of Directors is responsible for assessingthe Company's ability to continue as a goingconcern, disclosing, as applicable, mattersrelated to going concern and using the goingconcern basis of accounting unless Board ofDirectors either intends to liquidate theCompany or to cease operations, or has norealistic alternative but to do so.
10. The Board of Directors are also responsible
for overseeing the Company's financial reportingprocess.
Auditor’s responsibilities for the audit of the
standalone financial statements
11. Our objectives are to obtain reasonableassurance about whether the standalonefinancial statements as a whole are free frommaterial misstatement, whether due to fraud orerror, and to issue an auditor's report thatincludes our opinion. Reasonable assurance
is a high level of assurance but is not aguarantee that an audit conducted inaccordance with SAs will always detect amaterial misstatement when it exists.Misstatements can arise from fraud or errorand are considered material if, individually or inthe aggregate, they could reasonably beexpected to influence the economic decisions ofusers taken on the basis of these standalonefinancial statements.
12. As part of an audit in accordance with SAs,
we exercise professional judgement andmaintain professional skepticism throughout theaudit. We also:
- Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error,design and perform audit proceduresresponsive to those risks, and obtain auditevidence that is sufficient and appropriateto provide a basis for our opinion. The riskof not detecting a material misstatementresulting from fraud is higher than for oneresulting from error, as fraud mayinvolve collusion, forgery, intentionalomissions, misrepresentations, or theoverride of internal control.
- Obtain an understanding of internal controlrelevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under Section 143(3)(i) ofthe Act, we are also responsible forexpressing our opinion on whether theCompany has adequate internal financialcontrols with reference to financialstatements in place and the operatingeffectiveness of such controls.
- Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and relateddisclosures made by management.
- Conclude on the appropriateness ofmanagement's use of the going concernbasis of accounting and, based on the auditevidence obtained, whether a materialuncertainty exists related to events orconditions that may cast significantdoubt on the Company's ability to continueas a going concern. If we conclude that
a material uncertainty exists, we arerequired to draw attention in our auditor'sreport to the related disclosures inthe standalone financial statements or,if such disclosures are inadequate, tomodify our opinion. Our conclusions arebased on the audit evidence obtained up tothe date of our auditor's report. However,future events or conditions may cause theCompany to cease to continue as a goingconcern.
- Evaluate the overall presentation,structure and content of the standalonefinancial statements, including thedisclosures, and whether the standalonefinancial statements represent theunderlying transactions and events in amanner that achieves fair presentation.
13. We communicate with those charged withgovernance regarding, among other matters, theplanned scope and timing of the audit andsignificant audit findings, including anysignificant deficiencies in internal control that weidentify during our audit.
14. We also provide those charged with governancewith a statement that we have complied
with relevant ethical requirements regardingindependence, and to communicate with them allrelationships and other matters that mayreasonably be thought to bear on ourindependence, and where applicable, relatedsafeguards.
15. From the matters communicated with thosecharged with governance, we determine thosematters that were of most significance in theaudit of the standalone financial statementsof the current year and are therefore the keyaudit matters. We describe these matters in ourauditor's report unless law or regulationprecludes public disclosure about the matter orwhen, in extremely rare circumstances,
we determine that a matter should not becommunicated in our report because the adverseconsequences of doing so would reasonably beexpected to outweigh the public interest benefitsof such communication.
Report on other legal and regulatory
requirements
16. As required by the Companies (Auditor's Report)Order, 2020 ("the Order”), issued by the CentralGovernment of India in terms of sub-section (11)of Section 143 of the Act, we give in theAnnexure B a statement on the matters specifiedin paragraphs 3 and 4 of the Order, to the extentapplicable.
17. As required by Section 143(3) of the Act, wereport that:
(a) We have sought and obtained all theinformation and explanations which to thebest of our knowledge and belief werenecessary for the purposes of our audit.
(b) In our opinion, proper books of account asrequired by law have been kept by theCompany so far as it appears from ourexamination of those books, except thatthe backup of certain books of account andother books and papers maintained inelectronic mode has not been maintainedon a daily basis on servers physically locatedin India during the year and the mattersstated in paragraph 17(h)(vi) below onreporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014 (asamended).
(c) The Standalone Balance Sheet, theStandalone Statement of Profit and Loss(including other comprehensive loss), theStandalone Statement of Changes in Equityand the Standalone Statement of Cash Flowsdealt with by this Report are in agreementwith the books of account.
(d) In our opinion, the aforesaid standalonefinancial statements comply with the IndianAccounting Standards specified underSection 133 of the Act.
(e) On the basis of the written representationsreceived from the directors as on March 31,2025, taken on record by the Board ofDirectors, none of the directors isdisqualified as on March 31, 2025, from beingappointed as a director in terms of Section164(2) of the Act.
(f) With respect to the maintenance of accountsand other matters connected therewith,reference is made to our remarks inparagraph 17(b) above.
(g) With respect to the adequacy of theinternal financial controls with reference
to financial statements of the Company andthe operating effectiveness of such controls,refer to our separate Report in "Annexure A”.
(h) With respect to the other matters to beincluded in the Auditor's Report inaccordance with Rule 11 of the Companies(Audit and Auditors) Rules, 2014 (asamended), in our opinion and to the best ofour 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 37 to thestandalone financial statements;
(ii) The Company was not required torecognise a provision as at March 31,2025, under the applicable law or IndianAccounting Standards, as it does nothave any material foreseeable losses onlong-term contract. The Company didnot have any long-term derivativecontracts as at March 31, 2025.
(iii) There has been no delay in transferringamounts, required to be transferred, tothe Investor Education and ProtectionFund by the Company during the year.
(iv) (a) The management has represented
that, to the best of its knowledgeand belief, no funds have beenadvanced or loaned or invested(either from borrowed funds or
share premium or any other sourcesor kind of funds) by the Company toor in any other person(s) orentity(ies), including foreign entities("Intermediaries”), with theunderstanding, whether recordedin writing or otherwise, that theIntermediary shall, whether directlyor indirectly, lend or invest inother persons or entities identifiedin any manner whatsoever by or onbehalf of the Company ("UltimateBeneficiaries”) or provide anyguarantee, security or the like onbehalf of the Ultimate Beneficiaries(Refer Note 8(a) to the standalonefinancial statements);
(b) The management has representedthat, to the best of its knowledgeand belief, no funds have beenreceived by the Company from anyperson(s) or entity(ies), includingforeign entities ("Funding Parties”),with the understanding, whetherrecorded in writing or otherwise,that the Company shall, whetherdirectly or indirectly, lend or investin other persons or entitiesidentified in any manner whatsoeverby or on behalf of the Funding Party("Ultimate Beneficiaries”) or provideany guarantee, security or the likeon behalf of the UltimateBeneficiaries (Refer Note 18(vii) tothe standalone financialstatements); and
(c) Based on such audit proceduresthat we considered reasonable andappropriate in the circumstances,nothing has come to our notice thathas caused us to believe that therepresentations under sub-clause(a) and (b) contain any materialmisstatement.
(v) The Company has not declared or paidany dividend during the year.
(vi) Based on our examination, whichincluded test checks, the Company hasused multiple accounting software formaintaining its books of accountwhich has a feature of recordingaudit trail (edit log) facility and thathas operated throughout the year forall relevant transactions recorded in thesoftware, except for the following:
(i) in respect of the core accountingsoftware, the audit trail feature isnot maintained in case ofmodification by certain users with
specific access at application level and also, in case for direct database changes;
(ii) one accounting software does not have the feature of recording audit trail;
During the course of performing our procedures, other than the aforesaid instances of audit trail notmaintained where the question of our commenting does not arise, we did not notice any instance ofaudit trail feature being tampered with. Further, the audit trail, to the extent maintained in the prioryear, has been preserved by the Company as per the statutory requirements for record retention.
18. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvalsmandated by the provisions of Section 197 read with Schedule V to the Act except for managerialremuneration aggregating to ?6 crores. As stated in the note 47 (D) to the standalone financial statements,the Company proposes to seek the necessary approval of the shareholders by way of a special resolution inthe ensuing Annual General Meeting
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Sachin ParekhPartner
Membership Number: 107038UDIN: 25107038BMOZGH2594MumbaiMay 16, 2025