We have audited the accompanying Standalone FinancialStatements of Indian Railway Catering and Tourism CorporationLimited (“the Company”), which comprise the Balance Sheet asat March 31, 2025, the Statement of Profit and Loss (includingOther Comprehensive Income), the Cash Flow Statement and theStatement of Changes in Equity for the year then ended and Notesto the Standalone Financial Statements, including a summary ofmaterial accounting policies and other explanatory information(hereinafter referred to as “Standalone Financial Statements”).
In our opinion and to the best of our information and according tothe explanations given to us, the aforesaid Standalone FinancialStatements give the information required by the Companies Act,2013, as amended, (“the Act”) in the manner so required andgive a true and fair view in conformity with the Indian AccountingStandards (“Ind AS”) prescribed under section 133 of the Actread with the Companies (Indian Accounting Standard) Rules,2015, as amended, and other accounting principles generallyaccepted in India, of the state of affairs of the Company as atMarch 31, 2025, its profit (financial performance including othercomprehensive income), its cash flows and the changes in equityfor the year ended on that date.
We conducted our audit of the Standalone FinancialStatements in accordance with the Standards on Auditing (SAs)specified under section 143(10) of the Act. Our responsibilitiesunder those Standards are further described in the Auditor’sResponsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India together withthe ethical requirements that are relevant to our audit of thefinancial Statements under the provisions of the Act and theRules made there under, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and theCode of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for ouraudit opinion on the standalone financial statements.
We draw attention to:
1. Note No. 37.2(iv) regarding Arbitration award pronounced
in April 2022 amounting to H 7,471.65 Lakhs plus simpleinterest @ 6% per annum from January 2018 onwards,
given in favour of certain licensees which representsprincipal amount towards claims for supply of welcomedrinks not paid to licensees and recovery of differentialcosts for the supply of regular meals to the passengers onthe instructions of Railways whereas the price of combomeal, which is lower than the price of regular meal, wasreimbursed to these licensees. The Company has filedobjections against the award and the same was listedbefore Honourable High Court of Delhi. The Companycontends that the main liability in this matter would be ofRailways and the Company has the right to recovery fromRailways in case ultimately it is made liable to pay.
The hearing before Hon’ble high court was done on19.07.2023 and as per the order dated 09.10.2023, ofHon’ble high court, the company has been advised todeposit bank guarantee amount. The company has filedobjections appeal against the award. In compliance ofHon’ble Delhi High Court order, Bank Guarantee to thetune of H 8,471.65 lakhs have been deposited with the courtregistry as per the orders of Hon’ble Delhi High Court.
The Hon’ble High Court of Delhi set aside and quashedthe award of H 4200 Lakhs against IRCTC while upholdingthe smaller claim of H 3200 lakhs and the aforesaidbank guarantee(s) has been released IRCTC. Aggrievedby the said decision, the Corporation and the licenseeboth have separately filed petitions u/s 37 of Arbitrationand Conciliation Act, 1996 for challenging the impugnedjudgment. The Ld. Divisional Bench by way of judgmentdated 10.02.2025 has restored the Arbitral award quathe Claimant's claim towards second regular meal andwelcome drinks. IRCTC has filed SLP against thejudgementdated 10.02.2025 before the Hon'ble Supreme Court.
2. Note No.37.2(v) regarding Notice dated 25.02.2022issued by the National Anti-Profiteering Authority (GST)alleging profiteering amounting to H 5,041.44 Lakhs for theperiod July 1, 2017 to May 31, 2020 against the Companyunder Section 171 of the CGST Act, 2017 for not passing onthe benefit of reduction in rate of tax to the consumers byway of commensurate reduction in the MRP of Railneerbrand of drinking water manufactured and sold by theCompany even though there was reduction in the taxrate on the introduction of GST w.e.f. July 1, 2017. TheCompany contends that Railneer drinking water fallsunder controlled price segment as the MRP is fixed byMinistry of Railways, Government of India and the MRPfixed in the year 2012 is still continuing despite substantialincrease in prices of raw-materials, power, HR cost, freight
etc. Legal opinion obtained by the Company justifies thecontention of the Company. Competent Commission ofIndia (“CCI”) is now vested with powers to adjudicate allsuch cases in which benefit of tax reduction not beingpassed to consumers by the assesses and the matter isnow pending with CCI.
3. Note No. 49(b) regarding railway share on railneer, railwayboard clarified that for Rail Neer plants run departmentallyby the company, the profits between Railway board andcompany shall be shared in the ratio of 15:85 and forplants operated under PPP model/run by DCO, profitsbetween Railway board and company shall be sharedin the ratio 40:60. Provision for the differential amountof profit sharing @25% (40%-15%) up to 31st March, 2023amounting H 1451.24 Lakhs was shown as an exceptionalitem for the year ended 31st March, 2024, even thoughthe Company had made representation to the RailwayBoard for sharing of profit at uniform ratio of 15:85 for allRailneer plants till FY 2022-23. However, Railway Boardhas advised IRCTC for sharing of profit in the ratio of 40:60for PPP plants.
4. Note No. 39 regarding Balance confirmation letters fromparties & banks: Guidelines issued by the Companyfor obtaining balance confirmation letters from parties& banks have been followed. We are informed thatno balance confirmation letters are sent to Railways/Government Bodies since their books of account aremaintained on cash basis. The third-party balances aresubject to confirmations and reconciliations from thevarious parties. The balance confirmation letters havebeen sent to private parties but the response from theparties is not satisfactory. The system and the proceduresof obtaining balance confirmations at periodic intervalsneed to be strengthened to ensure better responsefrom the parties.
5. Note No.51(b) regarding non-sharing of input tax creditdata of GST for certain periods by Developer cumOperators (“DCO”) of four Rail Neer plants resulting innon-recognition of these claims receivables in the booksof account of the Company. Amount of such claims arenot ascertainable at this stage. Further, these DCOs arealso disputing these claims including claims of H388.46Lakhs debited to their accounts for the year 2024-25.
6. Note Nos.10.1 & 58(i) Regarding trade receivables as on March31, 2025 includes of H 1,672.43 Crores due from Railways andGovernment as on March 31, 2025 (As on March 31, 2024H 1296.18 Crores). Out of dues from Railways and Government,outstanding for more than 3 years amounts to H120.77 Croresand defaulted amount of H 35.80 Crores.
7. Note No. 72 regarding Certain applications made bythe Company for advance ruling relating to applicabilityof Goods and Services Tax in respect of certain income
/ receipts amounting to H 33,595 Lakhs received mainlyfrom the Ministry of Railways, Government of Indiafor which the decision of the Authority for AdvanceRuling is awaited.
8. Note No.73 regarding the Railway Board's CommercialCircular no. CC60 of 2019 regarding increase in cateringtariff for post and pre-paid trains, the effect of enhancementof License Fee for the periods from 18th November, 2019 to22nd March, 2020 (for post-paid trains) and 27th November,2021 to 31st March, 2025 (for post and pre-paid trains)has not been recognized as some of the licensees havechallenged Company’s decision in respective Hon’bleHigh Courts of Delhi, Mumbai, Kolkata and Guwahati andarbitration. As the matter is sub-judice and the occurrenceis dependent on outcome of certain event in future, theimpact of increase in License fees for pre-paid and post¬paid trains has not been recognized in the financialstatements for the quarter and year ended 31st March,2025 and for previous years up to 31st March, 2024.
9. Note No. 78 regarding: (i) Differences between certainsubsidiary and control ledger balances which areunder process for identification, reconciliation andadjustments, if any, as on March 31, 2025, (ii) review andimprovement of system of identification and disclosureof trade payables including MSME suppliers and theirclassification into Micro, Small and Medium categoryto ensure proper disclosure of their dues in StandaloneFinancial Statements as on March 31, 2025 which needsimprovement by way of confirmations from such parties.
10. (a) Note No. 76 regarding enhancement of charges for
operation of two Tejas trains by the Railway Board,Ministry of Railways with effect from August 13, 2021vide its letter dated June 05, 2023 as the earlierinstructions for charges were valid till August 12,2021. During the year ended March 31, 2024, theCompany has made provision for enhanced chargeswith effect from August 13, 2021 for the period up toMarch 31, 2023 amounting to H 5,126.20 Lakhs andshown as an “Exceptional Item' in the financial results.However, the Company has made representationto the Railway Board All for withdrawal of theseinstructions for enhanced charges from retrospectiveeffect which is pending.
(b) Exceptional items include H 220.72 lakhs towards thereversal of RU, stabling and other charges waivedoff on Golden Chariot train by KTDC for the previousFinancial Year 2022-23 and of H 3,988.09 lakhstowards net Impact of one-time reconciliation ofLegacy balances.
Our opinion on the Standalone Financial Statement is notmodified in respect of above matters.
Key audit matters are those matters that, in our professionaljudgement, were of most significance in our audit of theStandalone Financial Statements of the current period. Thesematters were addressed in the context of our audit of theStandalone Financial Statements as a whole and in forming ouropinion thereon, and we do not provide a separate opinion onthese matters. We have determined the matter described belowto be the key audit matter to be communicated in our report.
Refer to Note No. 2 (c) to the Standalone Financial Statements- Use of estimates and judgements-Provisions, Contingentliabilities and Contingent assets and Note No. 37.2 to theStandalone Financial Statements for “Contingent Liabilities”and other significant litigations stated therein.
As at March 31, 2025, the Company has exposures towardsnumber of litigations relating to various matters as set out inthe aforesaid Note.
Significant management’s judgement is required to assess suchmatters to determine the probability of occurrence of materialoutflow of economic resources and whether a provision shouldbe made. The judgement is also supported with legal advice incertain material cases as considered appropriate.
As the ultimate outcome of the litigations are uncertain andthe position taken by the management are based on theapplication of their best judgement which may be subject tomanagement bias, related legal advice including those relatingto interpretation of laws/regulations, we have identified this asa Key Audit Matter.
Our audit procedures included the following:
• We understood, assessed and tested the design andoperating effectiveness of key controls surroundingassessment of litigations relating to the relevant lawsand regulations;
• We read and considered latest orders / awards by variouscourts / authorities on these matters;
• We conducted detailed discussions with in-houselegal head, tax consultants and senior managementto understand their assessment on the most likelyoutcome of the material litigations and to understandthe basis considered for the provisions made towardsthese litigations;
• We performed our assessment on a test basis on theunderlying calculations supporting the contingent
liabilities/other significant litigations disclosed in theStandalone Financial Statements;
• We considered external legal opinions, where relevant,obtained by management;
• We evaluated management’s assessments byunderstanding precedent set in similar cases andassessed the reliability of the management’s pastestimates /judgements;
• We evaluated management’s assessment around thosematters that are not disclosed or not considered ascontingent liability, as the probability of material outflowis considered to be remote by the management; and
• We assessed the adequacy of the Company’s disclosures.
Based on the above work performed, the assessment ofmanagement in respect of litigations and related disclosuresrelating to contingent liabilities/other significant litigationsin the Standalone Financial Statements is consideredto be reasonable.
The Company’s Board of Directors is responsible for the otherinformation. The other information comprises the informationincluded in the Management Discussion and Analysis,Board’s Report including Annexures to Board’s Report,Business Responsibility Report, Corporate Governance andShareholder’s Information, but does not include the StandaloneFinancial Statements and our auditor’s report thereon.
Our opinion on the Standalone Financial Statements does notcover the other information and we do not express any form ofassurance / conclusion thereon.
In connection with our audit of the Standalone FinancialStatements, our responsibility is to read the other informationidentified above when it becomes available and, in doingso, consider whether the other information is materiallyinconsistent with the Standalone Financial Statements or ourknowledge obtained in the audit, or otherwise appears to bematerially misstated.
When we read the other information, if we conclude thatthere is a material misstatement therein, we are required tocommunicate the matter to those charged with governance.Such other information is pending as on the date ofour audit report.
The Company’s Board of Directors is responsible for thematters stated in section 134(5) of the Act with respect to thepreparation of these Standalone Financial Statements that
give a true and fair view of the financial position, financialperformance including other comprehensive income, and cashflows and changes in equity of the Company in accordancewith the accounting principles generally accepted in India,including the Indian Accounting Standards (Ind AS) specifiedunder section 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended.
This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of theAct for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies;making judgments and estimates that are reasonable andprudent; and design, implementation and maintenance ofadequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completenessof the accounting records, relevant to the preparation andpresentation of the Standalone Financial Statements that givea true and fair view and are free from material misstatement,whether due to fraud or error.
In preparing the financial Statements, management isresponsible for assessing the Company’s ability to continue asa going concern, disclosing, as applicable, matters related togoing concern and using the going concern basis of accountingunless management either intends to liquidate the Company orto cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeingthe Company’s financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the 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 guaranteethat an audit conducted in accordance with SAs will alwaysdetect a material misstatement when it exists. Misstatementscan arise from fraud or error and are considered material if,individually or in the aggregate, they could reasonably beexpected to influence the economic decisions of users takenon the basis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgement and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement ofthe financial Statements, whether due to fraud or error,design and perform audit procedures responsive to thoserisks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The riskof not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraudmay involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control;
• Obtain an understanding of internal control relevant tothe 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 internalfinancial controls system 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 management’s use ofthe going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertaintyexists related to events or conditions that may castsignificant doubt on the Company’s ability to continueas 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 financialStatements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based on theaudit evidence obtained up to the date of our auditor’sreport. However, future events or conditions may causethe Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and contentof the financial statements, including the disclosures, andwhether the financial statements represent the underlyingtransactions and events in a manner that achievesfair presentation.
Materiality is the magnitude of misstatements in the Standalonefinancial statements that, individually or in aggregate, makesit probable that the economic decisions of reasonablyknowledgeable user of the Standalone financial statementsmay be influenced. We consider quantitative materiality andqualitative factors in (i) planning the scope of our audit workand evaluating results of that work; and (ii) to evaluate theeffect of any identified misstatements in the Standalonefinancial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scope andtiming of the audit and significant audit findings, includingany significant deficiencies in internal control that we identifyduring our audit.
We also provide those charged with governance with astatement that we have complied with relevant ethicalrequirements regarding independence, and to communicatewith them all relationships and other matters that mayreasonably be thought to bear on our independence, andwhere applicable, related safeguards.
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 lawor regulation precludes public disclosure about the matter orwhen, in extremely rare circumstances, we determine that amatter should not be communicated in our report becausethe adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits ofsuch communication.
1. As required by the Companies (Auditor’s Report) Order,2020 (“the Order”), issued by the Central Government ofIndia in terms of sub-section (11) of section 143 of the Act,we give in the “Annexure 1” a statement on the mattersspecified in paragraphs 3 and 4 of the Order to theextent applicable.
2. As required by Section 143(3) of the Act, based on ouraudit we report that:
(a) We have sought and obtained all the informationand explanations which to the best of our knowledgeand belief were necessary for the purposes of ouraudit except for the following:
(i) Balance confirmation letters were not receivedby us from most of the parties and some of thebanks. Further, balance confirmation letterswere not sent by offices of IRCTC to railwaysand Government Departments. Impact of ourobservations stated above on StandaloneFinancial Statements can’t be quantified.
(b) In our opinion, proper books of account as requiredby law have been kept by the Company so far as itappears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Lossincluding other Comprehensive income, the CashFlow Statement and Statement of Changes in equitydealt with by this report are in agreement with thebooks of account.
(d) In our opinion, the aforesaid Standalone FinancialStatements comply with the Indian AccountingStandards specified in the companies (IndianAccounting Standards) rules, 2015 (as amended)under Section 133 of the Act.
(e) In terms of Notification No. 463 (E) dated 5th June,2015 issued by the Ministry of Corporate affairs,provisions of Section 164(2) of the Act regardingdisqualifications of the Directors, are not applicableas it is a Government Company.
(f) With respect to the adequacy of internal financialcontrols over financial reporting with reference to theStandalone Financial Statements of the Companyand the operating effectiveness of such controls, referto our separate Report in “Annexure 2”. Our reportexpresses an unmodified opinion on the adequacyand operating effectiveness of the Company’sinternal financial controls over financial reporting.
(g) As required by sub-section (5) of section 143 of theAct, we enclose herewith “Annexure 3”, a Statementon the Directions issued by the Comptroller andAuditor General of India.
(h) As per notification No. GSR 463 (E) dated June 5,2015 issued by the Ministry of Corporate Affairs,Government of India, Section 197 of the Act isnot applicable to the Government Companies.Accordingly, reporting in accordance withrequirements of provisions of section 197(16) of theAct is not applicable to the Company.
(i) With respect to the other matters to be includedin the Auditor’s Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014 (as amended), in our opinion and to thebest of our information and according to theexplanations given to us:
i. The Company has disclosed the impact ofpending litigations on its financial position in itsStandalone Financial Statements. Refer NoteNo. 37.2 of the Standalone Financial Statements.
ii. The Company has not entered into any long¬term contracts including derivative contracts.
iii. There were no amounts which were requiredto be transferred to the Investor Education andProtection Fund by the Company.
iv. (a) The Company has represented that, to
the best of its knowledge and belief, nofunds have been advanced or loanedor invested (either from borrowed fundsor share premium or any other sourcesor kind of funds) by the Companyto any persons or entities, includingforeign entities (“intermediaries”), withthe understanding, whether recorded inwriting or otherwise, that the intermediaryshall, whether directly or indirectly lendor invest in other persons or entities orprovide any guarantee, security or the likeon behalf of the Ultimate Beneficiaries;
(b) The Company has represented that, to thebest of its knowledge and belief, no fundshave been received by the Company
from any persons or entities, includingforeign entities (“intermediaries”), withthe understanding, whether recorded inwriting or otherwise, that the Companyshall, whether directly or indirectly lendor invest in other persons or entitiesidentified in any manner whatsoever by oron behalf of the Funding party “UltimateBeneficiaries” or provide any guarantee,security or the like on behalf of theUltimate Beneficiaries;
(c) Based on such audit procedures thatwe have considered appropriate in thecircumstances; nothing has come to ournotice that has caused us to believe thatthe representations made to us underparagraphs (iv)(a) and (b) contain anymaterial mis- statement.
v. The final dividend paid by the Companyduring the current year in respect of the samedeclared for the previous year is in accordancewith section 123 of the Companies Act 2013 tothe extent it applies to payment of dividend.The interim dividend declared and paid by thecompany during the year and until the dateof this report is in compliance with Section123 of the Act. Further, the board of directorsof the company have proposed final dividendfor the current year which is subject to the
approval of the members at the ensuing AnnualGeneral Meeting. The dividend declared is inaccordance with Section 123 of the Act to theextent it applies to declaration of dividend.
vi. Based on our examination, which included testchecks, the Company has used accountingsoftware for maintaining its books of account forthe financial year ended March 31, 2025 whichhas a feature of recording audit trail (edit log)facility and the same has operated throughoutthe year for all relevant transactions recordedin the software. Further, during the course ofour audit we did not come across any instanceof the audit trail feature being tampered withand audit trail has been preserved by thecompany as per statutory requirements forrecord retention.
For N. K. Bhargava & Co.
Chartered Accountants
(Firm’s Registration No. 000429N)
(N. K. Bhargava) (Partner)
Membership No: 080624
Place: New Delhi Dated: May 28, 2025
UDIN: 25080624BMLCQC5333