1. We have audited the accompanying standalonefinancial statements of Adani Energy SolutionsLimited (formerly known as Adani TransmissionLimited) ('the Company'), which comprise theStandalone Balance Sheet as at March 31, 2025, theStandalone Statement of Profit and Loss (includingOther Comprehensive Income), the StandaloneStatement of Cash Flow and the StandaloneStatement of Changes in Equity for the year thenended, and notes to the standalone financialstatements, including material accounting policyinformation and other explanatory information.
2. In our opinion and to the best of our informationand according to the explanations given to us, theaforesaid standalone financial statements give theinformation required by the Companies Act, 2013('the Act') in the manner so required and give atrue and fair view in conformity with the IndianAccounting Standards ('Ind AS') specified undersection 133 of the Act read with the Companies(Indian Accounting Standards) Rules, 2015 and otheraccounting principles generally accepted in India, ofthe state of affairs of the Company as at March 31,2025, and its profit (including other comprehensiveincome), its cash flows and the changes in equity forthe year ended on that date.
3. We conducted our audit in accordance with theStandards on Auditing specified under section143(10) of the Act. Our responsibilities under thosestandards are further described in the Auditor'sResponsibilities for the Audit of the standaloneFinancial Statements section of our report. We areindependent of the Company in accordance with theCode of Ethics issued by the Institute of CharteredAccountants of India ('ICAI') together with theethical requirements that are relevant to our auditof the standalone financial statements under theprovisions of the Act and the rules thereunder, andwe have fulfilled our other ethical responsibilitiesin accordance with these requirements and theCode of Ethics. We believe that the audit evidencewe have obtained is sufficient and appropriate toprovide a basis for our opinion.
4. Key audit matters are those matters that, in ourprofessional judgment, were of most significance inour audit of the standalone financial statements ofthe current period. 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.
5. We have determined the matter describedbelow to be the key audit matters to becommunicated in our report.
Key audit matter
How our audit addressed the key audit matter
Assessment of carrying values of investments in andloans given to subsidiaries
Refer note 3(b)(ii) in material accounting policyinformation and 6 and 7 in notes forming partof standalone financial statements in relation toinvestments in and loans to subsidiaries.
As at March 31, 2025, the Company has investmentsin and loans aggregating to ' 21,378.37 crore, given tosubsidiaries constituting 74.84% of the total assets.
Our audit procedures relating to assessment of thecarrying values of investments in and loans givento subsidiaries included, but were not limited to thefollowing:
a. Obtained an understanding of the management'sprocess for identification of impairment indicatorsand significant increase in credit risk of loans, andevaluated the design and tested the operatingeffectiveness of the internal financial controlsrelating to such process;
At each period end, the management reviews whetherany impairment indicators exist in the carrying value ofinvestments in accordance with the requirements of IndAS 36, Impairment of Assets, and whether there is anysignificant increase in credit risk in loans receivablesin accordance with the requirements of Ind AS 109,Financial instruments. In respect of investments andloans where impairment indicators are identifiedor significant increase in credit risk is noted, themanagement performs a detailed impairment test bydetermining the recoverable value of such investments.
Considering the significance of aforesaid balances to theoverall financial statements, the large number of entitiesand significant management efforts involved, we haveconsidered assessment of carrying value of investmentsin and loans given to subsidiaries as a key audit matterfor the current year audit.
b. Evaluated the Company's accounting policies withrespect to impairment assessment and assessed itscompliance with the requirements of Ind AS 36 andInd AS 109;
c. Obtained impairment indicators assessmentworking prepared by the management and checkedthe mathematical accuracy of the underlyingcalculations and traced such information tosource financial information relating to subsidiarycompanies;
d. Reviewed the regularity of repayment of principaland payments of interest relating to loans given tothe subsidiary companies;
e. Evaluated the appropriateness and adequacyof disclosures given in the standalone financialstatements in accordance with applicableaccounting standards.
Information other than the StandaloneFinancial Statements and Auditor's Reportthereon
6. The Company's Board of Directors are responsiblefor the other information. The other informationcomprises the information included in the AnnualReport, but does not include the standalonefinancial statements and our auditor's reportthereon. The Annual Report is expected to be madeavailable to us after the date of this auditor's report.
Our opinion on the standalone financial statementsdoes not cover the other information and we will notexpress any form of assurance conclusion thereon.
In connection with our audit of the standalonefinancial statements, our responsibility is to read theother information identified above when it becomesavailable and, in doing so, consider whether theother information is materially inconsistent with thestandalone financial statements or our knowledgeobtained in the audit or otherwise appears to bematerially misstated.
When we read the Annual Report, if we concludethat there is a material misstatement therein, weare required to communicate the matter to thosecharged with governance.
Responsibilities of Management andThose Charged with Governance for theStandalone Financial Statements
7. The accompanying standalone financial statementshave been approved by the Company's Boardof Directors. The Company's Board of Directors
are responsible for the matters stated in section134(5) of the Act with respect to the preparationand presentation of these standalone financialstatements that give a true and fair view of thefinancial position, financial performance includingother comprehensive income, changes in equity andcash flows of the Company in accordance with theInd AS specified under section 133 of the Act andother accounting principles generally accepted inIndia. This responsibility also includes maintenanceof adequate accounting records in accordancewith the provisions of the Act for safeguardingof the assets of the Company and for preventingand detecting frauds and other irregularities;selection and application of appropriate accountingpolicies; making judgments and estimates that arereasonable and prudent; and design, implementationand maintenance of adequate internal financialcontrols, that were operating effectively forensuring the accuracy and completeness of theaccounting records, relevant to the preparationand presentation of the financial statements thatgive a true and fair view and are free from materialmisstatement, whether due to fraud or error.
8. In preparing the standalone financial statements,the Board of Directors is responsible for assessingthe Company's ability to continue as a goingconcern, disclosing, as applicable, matters relatedto going concern and using the going concernbasis of accounting unless the Board of Directorseither intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
9. The Board of Directors is also responsible foroverseeing the Company's financial reportingprocess.
10. Our objectives are to obtain reasonable assuranceabout whether the standalone financial statementsas a whole are free from material misstatement,whether due to fraud or error, and to issuean auditor's report that includes our opinion.Reasonable assurance is a high level of assurance,but is not a guarantee that an audit conducted inaccordance with Standards on Auditing will alwaysdetect a material misstatement when it exists.Misstatements can arise from fraud or error andare considered material if, individually or in theaggregate, they could reasonably be expected toinfluence the economic decisions of users taken onthe basis of these standalone financial statements.
11. As part of an audit in accordance with Standardson Auditing, specified under section 143(10) ofthe Act we exercise professional judgment andmaintain professional skepticism throughout theaudit. We also:
Ý Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error,design and perform audit procedures responsiveto those risks, and obtain audit evidence thatis sufficient 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 overrideof internal control;
Ý Obtain an understanding of internal controlrelevant 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 tofinancial statements in place and the operatingeffectiveness of such controls;
Ý Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by management;
Ý Conclude on the appropriateness of Board ofDirectors' use of the going concern basis of
accounting and, based on the audit evidenceobtained, whether a material uncertaintyexists related to events or conditions thatmay cast significant doubt on the Company'sability to continue as a going concern. If weconclude that a material uncertainty exists,we are required to draw attention in ourauditor's report to the related disclosuresin the standalone financial statements or, ifsuch disclosures are inadequate, to modifyour opinion. Our conclusions are based on theaudit evidence obtained up to the date of ourauditor's report. However, future events orconditions may cause the Company to cease tocontinue as a going concern; and
Ý 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.
12. We communicate with those charged withgovernance regarding, among other matters, theplanned scope and timing of the audit and significantaudit findings, including any significant deficienciesin internal control that we identify during our audit.
13. 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.
14. 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 currentperiod and are therefore the key audit matters.We describe these matters in our auditor's reportunless law or regulation precludes public disclosureabout the matter or when, in extremely rarecircumstances, we determine that a matter shouldnot be communicated in our report because theadverse consequences of doing so would reasonablybe expected to outweigh the public interest benefitsof such communication.
15. As required by section 197(16) of the Act basedon our audit, we report that the Company has paidremuneration to its directors during the year inaccordance with the provisions of and limits laid downunder section 197 read with Schedule V to the Act.
16. As required by the Companies (Auditor's Report)Order, 2020 ('the Order') issued by the CentralGovernment of India in terms of section 143(11) ofthe Act we give in the Annexure A a statement onthe matters specified in paragraphs 3 and 4 of theOrder, to the extent applicable.
17. Further to our comments in Annexure A, as requiredby section 143(3) of the Act based on our audit, wereport, to the extent applicable, that:
a) We have sought and obtained all theinformation and explanations which to the bestof our knowledge and belief were necessary forthe purpose of our audit of the accompanyingstandalone financial statements;
b) Except for the matters stated in paragraph17(h)(vi) below on reporting under Rule 11(g)of the Companies (Audit and Auditors) Rules,2014 (as amended), in our opinion, properbooks of account as required by law have beenkept by the Company so far as it appears fromour examination of those books;
c) The standalone financial statements dealtwith by this report are in agreement with thebooks of account;
d) In our opinion, the aforesaid standalonefinancial statements comply with Ind ASspecified under section 133 of the Act;
e) On the basis of the written representationsreceived from the directors and taken on recordby the Board of Directors, none of the directorsis disqualified as on March 31, 2025 from beingappointed as a director in terms of section164(2) of the Act;
f) The qualification relating to the maintenanceof accounts and other matters connectedtherewith are as stated in paragraph 17(b)above on reporting under section 143(3)(b)of the Act and paragraph 17(h)(vi) below onreporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014 (as amended);
g) With respect to the adequacy of theinternal financial controls with reference tofinancial statements of the Company as onMarch 31,2025 and the operating effectivenessof such controls, refer to our separate reportin Annexure B wherein we have expressed anunmodified opinion; and
h) 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 does not have any pendinglitigation which would impact its financialposition as at March 31, 2025;
ii. The Company, as detailed in note 45 to thestandalone financial statements, has madeprovision as at March 31, 2025, as requiredunder the applicable law or accountingstandards, for material foreseeable losses,if any, on long-term contracts includingderivative contracts;
iii. There were no amounts which wererequired to be transferred to the InvestorEducation and Protection Fund bythe Company during the year endedMarch 31, 2025;
iv. a. The management has represented
that, to the best of its knowledgeand belief, other than as disclosed innote 38(i) to the standalone financialstatements, no funds have beenadvanced or loaned or invested (eitherfrom borrowed funds or securitiespremium or any other sources or kindof funds) by the Company to or inany person(s) or entity(ies), includingforeign entities ('the intermediaries'),with the understanding, whetherrecorded in writing or otherwise,that the intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by oron behalf of the Company ('theUltimate Beneficiaries') or provideany guarantee, security or the like onbehalf the Ultimate Beneficiaries;
b. The management has representedthat, to the best of its knowledgeand belief, as disclosed in note38(ii) to the standalone financialstatements, no funds have beenreceived by the Company from anyperson(s) or entity(ies), includingforeign entities ('the FundingParties'), with the understanding,whether recorded in writing or
otherwise, that the Company shall,whether directly or indirectly, lendor invest in other persons or entitiesidentified in any manner whatsoeverby or on behalf of the FundingParty ('Ultimate Beneficiaries') orprovide any guarantee, security orthe like on behalf of the UltimateBeneficiaries; and
c. Based on such audit proceduresperformed as considered reasonableand appropriate in the circumstances,nothing has come to our notice thathas caused us to believe that themanagement representations undersub-clauses (a) and (b) above containany material misstatement.
v. The Company has not declared or paid anydividend during the year ended March 31,2025.
vi. As stated in Note 51 to the standalonefinancial statements and based on ourexamination which included test checks,the Company in respect of financial yearcommencing on April 1, 2024, has usedan accounting software for maintainingits books of account which has a feature
of recording audit trail (edit log) facilityand the same has operated throughoutthe year for all relevant transactionsrecorded in the software except that,the audit trail feature was enabled to logany direct data changes at the databasefrom 17 March 2025.
During the course of our audit, we did notcome across any instance of audit trailfeature being tampered with in respectof the accounting software where audittrail was enabled.
The audit trail has been preservedby the Company as per the statutoryrequirements for record retention from thedate the audit trail was enabled for theaccounting software.
For Walker Chandiok & Co LLP
Chartered AccountantsFirm's Registration No.: 001076N/N500013
Neeraj Goel
Partner
Place: Ahmedabad Membership No.: 99514
Date: April 24, 2025 UDIN: 25099514BMJKDA9147