Sr. no. Key Audit Matter
Auditor’s Response
1 Revenue recognition - accuracy of revenue recorded
Principal audit procedures performed:
We identified revenue recognition as a key audit matter
Our audit approach consisted evaluation of design and
because there is a risk around the accuracy of revenue
implementation of controls, and testing the operating
due to the complexity in billing systems and processing
effectiveness of the internal controls over:
of large volume of data. Additionally, the Company hasmultiple reconciliation matters with their customers
• Capturing and recording of revenue transactions;
and the Company uses judgements to assess the
• Authorisation of rate changes and input of the rate
adequacy of any uncertainty involved with respect to
changes into the billing systems;
potential reversal of revenue in future.
(Refer to note 4.1(j) and 28 to the standalone financialstatements)
• Preparation and validation of the billing schedule;
• Calculations of amounts billed to operators, in line
with underlying supporting documents; and• Assessment of adequacy of revenue reversals.
1
We tested a sample of invoices issued to operators toensure that the revenue recorded are agreeing to therelevant underlying supporting documentation. We alsoperformed substantive analytical procedures to test therecorded rental revenue.
We involved our internal IT specialists to test IT generalcontrols and application specific controls surroundingbilling system.
We challenged management estimates aroundappropriateness of revenue recognition and reversals ofrevenue in future on account of uncertainty by examiningempirical data and historical trend of negotiation patternswith the customers.
We have audited the accompanying standalonefinancial statements of Indus Towers Limited (“theCompany”), which comprise the Standalone BalanceSheet as at March 31, 2026, and the StandaloneStatement of Profit and Loss (including OtherComprehensive Income), the Standalone Statementof Changes in Equity and the Standalone Statementof Cash Flows for the year then ended, and notesto the financial statements, including a summary ofmaterial accounting policies and other explanatoryinformation (hereinafter referred to as “the standalonefinancial 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”) inthe manner so required and give a true and fair viewin conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules,2015, as amended, from time to time, (“Ind AS”)and other accounting principles generally acceptedin India, of the state of affairs of the Company as atMarch 31, 2026, and its profit, other comprehensiveloss, its changes in equity and its cash flows for theyear then ended.
Basis for Opinion
We conducted our audit of the standalone financialstatements in accordance with the Standards onAuditing (“SAs”) specified under section 143(10) ofthe Act. Our responsibilities under those Standardsare further described in the Auditor's Responsibilityfor the Audit of the Standalone Financial Statementssection of our report. We are independent of theCompany in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants ofIndia (“ICAI”) together with the ethical requirementsthat are relevant to our audit of the standalonefinancial statements under the provisions of the Actand the Rules made thereunder, and we have fulfilledour other ethical responsibilities in accordance withthese requirements and the ICAI's Code of Ethics.We believe that the audit evidence obtained by us issufficient and appropriate to provide a basis for ouraudit opinion on the standalone financial statements.
Key Audit Matter
Key audit matters are those matters that, in ourprofessional judgment, were of most significance inour audit of the standalone financial statements ofthe current year. These matters were addressed inthe context of our audit of the standalone financialstatements as a whole, and in forming our opinionthereon, and we do not provide a separate opinionon these matters. We have determined the mattersdescribed below to be the key audit matters to becommunicated in our report:
Information Other than the FinancialStatements and Auditor’s Report Thereon
• The Company's Board of Directors is responsiblefor the other information. The other informationcomprises the information included in theBusiness Responsibility and Sustainability Report,Management Discussion and Analysis Report,Board's Report including Annexures to the Board'sReport and Report on Corporate Governance,but does not include the consolidated financialstatements, the standalone financial statementsand our auditor's reports thereon.
• Our opinion on the standalone financial statementsdoes not cover the other information and we do notexpress any form of assurance conclusion thereon.
• I n connection with our audit of the standalonefinancial statements, our responsibility is to readthe other information and, in doing so, considerwhether the other information is materiallyinconsistent with the standalone financialstatements or our knowledge obtained duringthe course of our audit or otherwise appears tobe materially misstated.
• I f, based on the work we have performed, weconclude that there is a material misstatement ofthis other information, we are required to reportthat fact. We have nothing to report in this regard.
Responsibilities of Management and Boardof Directors for the Standalone FinancialStatements
The Company's Board of Directors is responsiblefor the matters stated in section 134(5) of the Actwith respect to the preparation of these standalonefinancial statements that give a true and fair view of thefinancial position, financial performance including othercomprehensive income/(loss), changes in equity andcash flows of the Company in accordance with the IndAS and other accounting principles generally acceptedin India. This responsibility also includes maintenanceof adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets ofthe Company and for preventing and detecting fraudsand other irregularities; selection and application ofappropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design,implementation and maintenance of adequate internalfinancial controls, that were operating effectively forensuring the accuracy and completeness of the accountingrecords, relevant to the preparation and presentation ofthe financial statements that give a true and fair viewand are free from material misstatement, whether dueto fraud or error.
In preparing the standalone financial statements,management and the Board of Directors areresponsible for assessing the Company's abilityto continue as a going concern, disclosing, asapplicable, matters related to going concern andusing the going concern basis of accounting unlessthe Board of Directors either intend to liquidate theCompany or to cease operations, or has no realisticalternative but to do so.
The Company's Board of Directors are also responsiblefor overseeing the Company's financial reporting process.
Auditor’s Responsibility for the Audit ofthe Standalone Financial Statements
Our objectives are to obtain reasonable assuranceabout whether the standalone financial statements asa whole are free from material misstatement, whetherdue to fraud or error, and to issue an auditor's reportthat includes our opinion. Reasonable assurance is ahigh level of assurance, but is not a guarantee thatan audit conducted in accordance with SAs willalways 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 theeconomic decisions of users taken on the basis ofthese standalone financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error, designand perform audit procedures responsive tothose risks, and obtain audit evidence that issufficient and appropriate to provide a basisfor our opinion. The risk of not detecting amaterial misstatement resulting from fraudis higher than for one resulting from error, asfraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override ofinternal control.
• Obtain an understanding of internal financialcontrols relevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of theAct, we are also responsible for expressing ouropinion on whether the Company has adequateinternal financial controls with reference tostandalone financial statements in place and theoperating effectiveness of such financial controls.
• Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by the management.
• Conclude on the appropriateness ofmanagement's use of the going concern basisof accounting and, based on the audit evidenceobtained, whether a material uncertainty existsrelated to events or conditions that may castsignificant doubt on the Company's ability tocontinue as a going concern. If we conclude thata material uncertainty exists, we are requiredto draw attention in our auditor's report to therelated disclosures in the standalone financialstatements or, if such disclosures are inadequate,to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date ofour auditor's report. However, future events orconditions may cause the Company to cease tocontinue as a going concern.
• Evaluate the overall presentation, structure andcontent of the standalone financial statements,including the disclosures, and whether thestandalone financial statements represent theunderlying transactions and events in a mannerthat achieves fair presentation.
Materiality is the magnitude of misstatements in thestandalone financial statements that, individually orin aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of thestandalone financial statements may be influenced.We consider quantitative materiality and qualitativefactors in (i) planning the scope of our audit workand in evaluating the results of our work; and (ii) toevaluate the effect of any identified misstatements inthe standalone financial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internalfinancial controls that we identify 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 andother matters that may reasonably be thought tobear on our independence, and where applicable,related safeguards.
From the matters communicated with those chargedwith governance, we determine those mattersthat were of most significance in the audit of thestandalone financial statements of the current periodand are therefore the key audit matters. We describethese matters in our auditor's report unless law orregulation precludes public disclosure about thematter or when, in extremely rare circumstances, wedetermine that a matter should not be communicatedin our report because the adverse consequences ofdoing so would reasonably be expected to outweighthe public interest benefits of such communication.
Report on Other Legal and RegulatoryRequirements
1. As required by Section 143(3) of the Act, based
on our audit, we report that:
a) We have sought and obtained all theinformation and explanations which tothe best of our knowledge and belief werenecessary for the purposes of our audit of theaforesaid standalone financial statements.
b) In our opinion, proper books of accountas required by law have been kept by theCompany so far as it appears from ourexamination of those books.
c) The Standalone Balance Sheet, the StandaloneStatement of Profit and Loss including OtherComprehensive Income/loss, the StandaloneStatement of Changes in Equity and the StandaloneStatement of Cash Flows dealt with by this Reportare in agreement with the books of accountmaintained for the purpose of preparation ofthe standalone financial statements.
d) In our opinion, the aforesaid standalonefinancial statements comply with the Ind ASspecified under Section 133 of the Act.
e) On the basis of the written representationsreceived from the directors as onMarch 31, 2026 taken on record by theBoard of Directors, none of the directors isdisqualified as on March 31, 2026 from beingappointed as a director in terms of Section164(2) of the Act.
f) With respect to the adequacy of theinternal financial controls with reference tothe standalone financial statements of theCompany and the operating effectiveness ofsuch controls, refer to our separate Reportin “Annexure A”. Our report expresses anunmodified opinion on the adequacy andoperating effectiveness of the Company'sinternal financial controls with reference tothe standalone financial statements.
g) With respect to the other matters to
be included in the Auditor's Report in
accordance with the requirements of section197(16) of the Act, as amended,
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 isin accordance with the provisions of section197 of the Act.
h) With respect to the other matters to
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 theexplanations given to us:
i. The Company has disclosed the impact ofpending litigations on its financial positionin its standalone financial statements.Refer note 42 (b) of the standalonefinancial statements.
i i. The Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses. Refer note 58 of the standalonefinancial statements.
i ii. There has been no delay in transferringamounts, required to be transferred, tothe Investor Education and Protection
Fund by the Company. Refer note 51 ofthe standalone financial statements.
iv. (a) The Management has represented that, to thebest of its knowledge and belief, other thanas disclosed in the note 57 to the standalonefinancial statements, no funds have beenadvanced or loaned or invested (either fromborrowed funds or share premium or any othersources or kind of funds) by the Companyto or in any other person(s) or entity(ies),including foreign entities (“Intermediaries”),with the understanding, whether recorded inwriting or otherwise, that the Intermediaryshall, directly or indirectly lend or invest inother persons or entities identified in anymanner whatsoever by or on behalf of theCompany (“Ultimate Beneficiaries”) or provideany guarantee, security or the like on behalf ofthe Ultimate Beneficiaries.
(b) The Management has represented that,to the best of its knowledge and belief, nofunds have been received by the Companyfrom any person(s) or entity(ies), includingforeign entities (“Funding Parties”), withthe understanding, whether recorded inwriting or otherwise, that the Company shall,directly or indirectly, lend or invest in otherpersons or entities identified in any mannerwhatsoever by or on behalf of the FundingParty (“Ultimate Beneficiaries”) or provideany guarantee, security or the like on behalfof the Ultimate Beneficiaries. Refer note 57of the standalone financial statements.
(c) Based on the audit procedures performedthat have been considered reasonable andappropriate in the circumstances, nothinghas come to our notice that has caused usto believe that the representations undersub-clause (i) and (ii) of Rule 11(e), asprovided under (a) and (b) above, containany material misstatement.
v. As stated in note 62 of the standalone financialstatements, the Board of Directors of theCompany has proposed final dividend for theyear which is subject to the approval of themembers at the ensuing Annual General Meeting.Such dividend proposed is in accordance withsection 123 of the Act, as applicable.
vi. Based on our examination, which includedtest checks, the Company has used multipleaccounting software and related softwarefor maintaining its books of account for thefinancial year ended March 31, 2026 whichhave a feature of recording audit trail (edit
log) facility and the same has operated forthe year for all relevant transactions recordedin the software.
Further, during the course of our audit, we didnot come across any instance of the audit trailfeature being tampered with, in respect ofaforesaid accounting software for the periodfor which the audit trail feature was enabledand operating. (refer note 53 of the standalonefinancial statements).
Additionally, the audit trail has been preserved bythe Company as per the statutory requirementsfor record retention for the period for which itwas enabled and operated, as stated in note 53of the standalone financial statements.
2. As required by the Companies (Auditor's Report)Order, 2020 (“the Order”) issued by the CentralGovernment in terms of Section 143(11) ofthe Act, we give in “Annexure B” a statementon the matters specified in paragraphs 3 and4 of the Order.
For Deloitte Haskins & Sells LLP
Chartered Accountants(Firm's Registration No. 117366W/W-100018)
Anup Kumar Sharma
Partner
(Membership No. 063828)(UDIN: 26063828OOQQGK9016)
Place: GurugramDate: April 30, 2026