1. We have audited the accompanying standalone financialstatements of Indian Energy Exchange Limited ('the Company'),which comprise the Standalone Balance Sheet as at 31 March2025, the Standalone Statement of Profit and Loss (includingOther Comprehensive Income), the Standalone Statement ofCash Flow and the Standalone Statement of Changes in Equityfor the year then ended, and notes to the standalone financialstatements, including material accounting policy information andother explanatory information.
2. In our opinion and to the best of our information and accordingto the explanations given to us, and based on the considerationof the report of the other auditor of IEX ESOP Trust ('the ESOPTrust') as referred to in paragraph 15 below, the aforesaidstandalone financial statements give the information required bythe Companies Act, 2013 ('the Act') in the manner so required andgive a true and fair view in conformity with the Indian AccountingStandards ('Ind AS') specified under section 133 of the Act readwith the Companies (Indian Accounting Standards) Rules, 2015and other accounting principles generally accepted in India, of thestate of affairs of the Company as at 31 March 2025, and its profit(including other comprehensive income), its cash flows and thechanges in equity for the year ended on that date.
3. We conducted our audit in accordance with the Standardson Auditing specified under section 143(10) of the Act. Ourresponsibilities under those standards are further describedin the Auditor's Responsibilities for the Audit of the StandaloneFinancial Statements section of our report. We are independentof the Company in accordance with the Code of Ethics issuedby the Institute of Chartered Accountants of India ('the ICAI')together with the ethical requirements that are relevant to ouraudit of the standalone financial statements under the provisionsof the Act and the rules thereunder, and we have fulfilled our otherethical responsibilities in accordance with these requirementsand the Code of Ethics. We believe that the audit evidence wehave obtained together with the audit evidence obtained by theother auditor, in terms of their report referred to in paragraph 15of the Other Matter section below is sufficient and appropriate toprovide a basis for our opinion.
4. Key audit matters are those matters that, in our professionaljudgment, and based on the consideration of the reports of theother auditor as referred to paragraph 15 below, were of mostsignificance in our audit of the standalone financial statements ofthe current period. These matters were addressed in the contextof our audit of the standalone financial statements as a whole,and in forming our opinion thereon, and we do not provide aseparate opinion on these matters.
5. We have determined the matter described below to be the key audit matter to be communicated in our report.
Key audit matter
How our audit addressed the key audit matter
Refer Note 28 and Note 3.7.1 to theaccompanying standalone financialstatements for the material accounting policyinformation on revenue recognition andrelevant details of revenue recognised duringthe year.
The Company being an electricity exchange isregulated by the Central Electricity RegulatoryCommission ('CERC'). The CERC has issuedregulations, which govern the workingof the exchange and exchange activitiesare regularly monitored by the CERC. Therevenue earned by the Company in the formof transaction fee in respect of electricitytraded on the exchange and related servicesis governed as per the terms and conditions/rules framed by CERC. The Company alsoearns revenue by means of membership andsubscription fee charged to its members.
Revenue is a key performance indicator ofthe Company and there is a presumed riskof overstatement of revenue due to fraudresulting from pressure to achieve targets andearning expectations.
Considering the above, we have identifiedrevenue recognition as a key audit matter
Our key audit procedures included, but were not limited to, the following procedures:
a) Assessed the appropriateness of the accounting policy for revenue recognition inaccordance with Ind AS 115 "Revenue from contract with customer and relevant CERCregulations.
b) Evaluated the design and implementation of key internal financial controls with respectto revenue recognition and tested the operating effectiveness of such controls.
c) Inspected reconciliation of the total revenue as per the books of accounts with themonthly Goods and Services Tax (GST) returns filed by the Company and testedmaterial reconciling items, if any.
d) Tested on a sample basis, journal entries recorded for revenue recognised during theyear, selected based on specified risk-based criteria, to identify unusual items.
e) Performed following substantive test procedures on a sample of revenue transactionsrecorded during the year and those recorded for a period before and after year end inorder to ensure revenue is recorded in the correct period with correct amount:-
i. Verified underlying documents such as invoices, approval notes etc. for suchsample selected.
ii. Compared the fee charged for electricity traded (buy/sell) on the exchange withthe per unit rates that have been agreed with the respective members and rate asapproved by CERC.
iii. Compared the volume of electricity traded (buy/ sell) to the volume reported byNational Load Dispatch Centre (nLdC'), Regional Load Dispatch Centre ('RLDC')as applicable and CERC.
iv. Receipts/ payments due from/ to arising out of trades from the sample selected.
v. Supporting documents for revenue transactions related to electricity traded closerto year end to determine whether revenue was recognised in the correct period.
f) Assessed the appropriateness and adequacy of disclosures made by the managementin the standalone financial statements in accordance with the requirements of theapplicable accounting standards
6. The Company's Management and Board of Directors areresponsible for the other information. The other informationcomprises the information included in the Annual Report, butdoes not include the standalone financial statements and ourauditor's report thereon. The Annual Report is expected to bemade available to us after the date of this auditor's report.
Our opinion on the standalone financial statements does notcover the other information and we will not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone financial statements,our responsibility is to read the other information identified abovewhen it becomes available and, in doing so, consider whether theother information is materially inconsistent with the standalonefinancial statements or our knowledge obtained in the audit orotherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is amaterial misstatement therein, we are required to communicatethe matter to those charged with governance.
7. The accompanying standalone financial statements have beenapproved by the Company's Board of Directors. The Company'smanagement and Board of Directors are responsible for thematters stated in section 134(5) of the Act with respect to thepreparation and presentation of these standalone financialstatements that give a true and fair view of the financialposition, financial performance including other comprehensiveincome, changes in equity and cash flows of the Company inaccordance with the Ind AS specified under section 133 of theAct and other accounting principles generally accepted in India.This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgmentsand estimates that are reasonable and prudent; and design,implementation and maintenance of adequate internal financialcontrols, that were operating effectively for ensuring the accuracyand completeness of the accounting records, relevant to thepreparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement,whether due to fraud or error.
8. In preparing the standalone financial statements, the Board ofDirectors is responsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basisof accounting unless the Board of Directors either intends toliquidate the Company or to cease operations, or has no realisticalternative but to do so.
9. The Board of Directors is also responsible for overseeing theCompany's financial reporting process.
10. Our objectives are to obtain reasonable assurance about whetherthe standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance, but is not a guarantee thatan audit conducted in accordance with Standards on Auditingwill always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonablybe expected to influence the economic decisions of users takenon the basis of these standalone financial statements.
11. As part of an audit in accordance with Standards on Auditing,specified under section 143(10) of the Act we exerciseprofessional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement ofthe standalone financial statements, whether due to fraudor error, design and perform audit procedures responsiveto those risks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. Therisk of not detecting a material misstatement resultingfrom fraud is higher than for one resulting from error, asfraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control;
• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriatein the circumstances. Under section 143(3)(i) of the Act weare also responsible for expressing our opinion on whetherthe Company has adequate internal financial controls withreference to financial statements in place and the operatingeffectiveness of such controls;
• Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates andrelated disclosures made by management;
• Conclude on the appropriateness of Board of Directors'use of 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 ability tocontinue as a going concern. If we conclude that a materialuncertainty exists, we are required to draw attention in ourauditor's report to the related disclosures in the standalonefinancial statements or, if such disclosures are inadequate,to modify our opinion. Our conclusions are based on theaudit evidence obtained up to the date of our auditor'sreport. However, future events or conditions may cause theCompany to cease to continue as a going concern;
• 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; and
• Obtain sufficient appropriate audit evidence regardingthe business activities and financial statements of theCompany which includes financial information of ESOPTrust, to express an opinion on the standalone financialstatements. We are responsible for the direction, supervisionand performance of the audit of financial statements of theCompany of which we are the independent auditors. For theESOP Trust included in the standalone financial statements,which have been audited by the other auditor, such otherauditor remain responsible for the direction, supervisionand performance of the audits carried out by them. Weremain solely responsible for our audit opinion.
12. We communicate with those charged with governance regarding,among other matters, the planned scope and timing of theaudit and significant audit findings, including any significantdeficiencies in internal control that we identify during our audit.
13. We also provide those charged with governance with a statementthat we have complied with relevant ethical requirementsregarding independence, and to communicate with them allrelationships and other matters that may reasonably be thoughtto bear on our independence, and where applicable, relatedsafeguards.
14. From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters.We describe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or when,in extremely rare circumstances, we determine that a mattershould not be communicated in our report because the adverseconsequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
15. We did not audit the financial statements of ESOP Trust includedin the standalone financial statements of the Company whosefinancial statements reflects total assets of ' 1,567.18 lakh asat 31 March 2025, and the total revenues of ' Nil and net cashinflows of ' 7.80 lakh for the year ended on that date. Thesefinancial statements have been audited by the other auditorwhose report has been furnished to us by the management, andour opinion on the standalone financial statements, in so far as itrelates to the amounts and disclosures included in respect of theESOP Trust, and our report in terms of sub-section (3) of section143 of the Act in so far as it relates to the aforesaid ESOP Trust, isbased solely on the report of such other auditor.
Our opinion above on the standalone financial statements, andour report on other legal and regulatory requirements below, arenot modified in respect of the above matters with respect to ourreliance on the work done by and the reports of the other auditor.
16. The standalone financial statements of the Company for the yearended 31 March 2024 were audited by the predecessor auditor,BSR & Associates LLP who have expressed an unmodifiedopinion on those standalone financial statements vide their auditreport dated 15 May 2024.
17. As required by section 197(16) of the Act, based on our audit, wereport that the Company has paid remuneration to its directorsduring the year in accordance with the provisions of and limitslaid down under section 197 read with Schedule V to the Act.
18. As required by the Companies (Auditor's Report) Order, 2020 ('theOrder') issued by the Central Government of India in terms ofsection 143(11) of the Act we give in the Annexure I, a statementon the matters specified in paragraphs 3 and 4 of the Order, to theextent applicable.
19. Further to our comments in Annexure I, as required by section143(3) of the Act based on our audit, and on the considerationof the report of the other auditor as referred to in paragraph 15above, we report, to the extent applicable, that:
a) We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purpose of our audit of theaccompanying standalone financial statements;
b) In our opinion, proper books of account as required by lawhave been kept by the Company so far as it appears fromour examination of those books;
c) The standalone financial statements dealt with by thisreport are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financial statementscomply with Ind AS specified under section 133 of the Act;
e) On the basis of the written representations received fromthe directors and taken on record by the Board of Directors,none of the directors is disqualified as on 31 March 2025from being appointed as a director in terms of section164(2) of the Act;
f) With respect to the adequacy of the internal financial controlswith reference to financial statements of the Company ason 31 March 2025 and the operating effectiveness of suchcontrols, refer to our separate report in Annexure II whereinwe have expressed an unmodified opinion; and
g) With respect to the other matters to be included inthe Auditor's Report in accordance with rule 11 of theCompanies (Audit and Auditors) Rules, 2014 (as amended),in our opinion and to the best of our information andaccording to the explanations given to us and based on theconsideration of the reports of the other auditor as referredto in paragraph 15 above:
i. The Company, as detailed in note 39 to the standalonefinancial statements, has disclosed the impact ofpending litigations on its financial position as at 31March 2025;
ii. The Company did not have any long-term contractsincluding derivative contracts for which there wereany material foreseeable losses as at 31 March 2025;
iii. There were no amounts which were required to betransferred to the Investor Education and Protection
Fund by the Company during the year ended 31 March
2025;
iv. a. The management has represented that, to thebest of its knowledge and belief, as disclosedin note 45(f) to the standalone financialstatements, no funds have been advanced orloaned or invested (either from borrowed fundsor securities premium or any other sourcesor kind of funds) by the Company to or in anyperson(s) or entity(ies), including foreign entities('the intermediaries'), with the understanding,whether recorded in writing or otherwise,that the intermediary shall, whether, directlyor indirectly lend or invest in other persons orentities identified in any manner whatsoeverby or on behalf of the Company ('the UltimateBeneficiaries') or provide any guarantee, securityor the like on behalf the Ultimate Beneficiaries;
b. The management has represented that, to thebest of its knowledge and belief, as disclosedin note 45(g) to the standalone financialstatements, no funds have been received bythe Company from any person(s) or entity(ies),including foreign entities ('the Funding Parties'),with the understanding, whether recorded inwriting or otherwise, that the Company shall,whether directly or indirectly, lend or invest inother persons or entities identified in any mannerwhatsoever by or on behalf of the FundingParty ('Ultimate Beneficiaries') or provide anyguarantee, security or the like on behalf of theUltimate Beneficiaries; and
c. Based on such audit procedures performedas considered reasonable and appropriatein the circumstances, nothing has come toour notice that has caused us to believe thatthe management representations under sub¬clauses (a) and (b) above contain any materialmisstatement.
v. The interim dividend declared and paid by theCompany during the year ended 31 March 2025 anduntil the date of this audit report is in compliance withsection 123 of the Act. The final dividend paid by theCompany during the year ended 31 March 2025 inrespect of such dividend declared for the previousyear is in accordance with section 123 of the Act tothe extent it applies to payment of dividend.
vi. As stated in note 17 to the accompanying standalonefinancial statements, the Board of Directors of theCompany have proposed final dividend for the yearended 31 March 2025 which is subject to the approvalof the members at the ensuing Annual GeneralMeeting. The dividend declared is in accordancewith section 123 of the Act to the extent it applies todeclaration of dividend.
vii. Based on our examination which included testchecks, the Company, in respect of financial yearcommencing on 1 April 2024, has used accountingsoftware for maintaining its books of account whichhave a feature of recording audit trail (edit log)facility and the same have been operated throughoutthe year for all relevant transactions recorded in thesoftware. Further, during the course of our audit wedid not come across any instance of audit trail featurebeing tampered with. Furthermore, the audit trail hasbeen preserved by the Company as per the statutoryrequirements for record retention.
For Walker Chandiok & Co LLP
Chartered AccountantsFirm's Registration No.: 001076N/N500013
Rohit Arora
Partner
Place: Noida Membership No.: 504774
Date: 24 April 2025 UDIN: 25504774BMIDLH5295