We have audited the accompanying Standalone Financial
Statements of NLC INDIA LIMITED (“the Company”)
(“NLCIL”), which comprise the Standalone Balance Sheet as
at 31st March, 2025, the Standalone Statement of Profit and
Loss (including other Comprehensive income), the Standalone
Statement of Changes in Equity and the Standalone Statement of
Cash Flows for the year then ended including a summary of the
material accounting policies and other explanatory information
in which are included the Returns for the year ended on that
date audited by the branch auditors of the Company’s branches
located at Talabira and Barsingsar (hereinafter referred to as
“Standalone Financial Statements”).
In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid Standalone
Financial Statements give the information required by the
Companies Act, 2013 (“Act”) in the manner so required and give
a true and fair view in conformity with the Indian Accounting
Standards prescribed under Section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as
amended, (“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at 31st
March, 2025, its profit (including other comprehensive income),
the changes in equity, and its cash flows for the year ended on
that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under Section 143(10) of the Act. Our
responsibilities under those Standards are further described in
the “Auditors’ Responsibilities for the Audit of the Standalone
Financial Statements” section of our report. We are independent
of the Company in accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India (“ICAI”) together
with the ethical requirements that are relevant to our audit of the
Standalone Financial Statements under the provisions of the Act
and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence
obtained by us and the audit evidence obtained by the branch
auditors in terms of their reports referred to in “Other Matters”
section below, is sufficient and appropriate to provide a basis for
our opinion on the Standalone Financial Statements.
Material Uncertainty Related to Going Concern
We draw attention to Note 59 (c) of the Standalone Financial
Statements, wherein the non-availability of adequate quantum
of land for lignite mining operations at Neyveli mines and power
generation have been elaborated upon. Such non-availability of
lignite mining land may cast significant uncertainties relating to
the operations of the Company, and eventually the Company’s
ability to continue as a going concern in future.
Our Opinion is not modified in respect of this matter.
Emphasis of Matter
We draw attention to the following matters in the Notes to the
Standalone Financial Statements:
1. Note 24(g), with regard to amount billed on VSVS to
DISCOMs and the matter is sub judice, the Company has
retained the regulatory deferral liability for the disputed
amount of ?386.51 Crore, along with accrued interest of
?16.52 Crore on the amount already received. Accordingly,
a total regulatory deferral liability of ?403.03 Crore has
been recognized as of March 31, 2025 in this regard.
2. Note 54, with regard to the determination of the transactions
with MSME vendors and balances thereof, have been
done based on the certificate received from the respective
parties as made available in the GEM Portal system. The
disclosures in respect of MSME vendors, interest liability
thereon as per MSME Act, Income tax computations
as such need to be ascertained from MSME Vendor are
computed manually and accounted accordingly.
3. We draw attention to Note 46 to the statement, which states
that the Company has filed tariff petitions for the control
period 2024-29 and truing-up petitions for the control
period 2019-24 within the statutory timelines.
4. Note 5 of the statement, which describes the Company’s
updated accounting policy for capitalization and
amortization of ongoing mine development costs. During
the current financial year, the Company has revised
its policy to provide that ongoing development costs
incurred after the Commercial Operation Date (CoD) of
the respective mines, as specified in the approved mining
plan, are classified as “Ongoing Development Cost” and
capitalized until the mine achieves Peak Rated Capacity
(PRC). These capitalized costs are amortized over a period
of 20 years from the date of capitalization or the life of the
mine, whichever is earlier. In this regard the company has
accounted an amount of H 64.7 Crore in CWIP.
5. Note 7(a)(b) which states that the during the Financial
Year the Company has exercised its rights issue option and
made additional investment of 33,17,49,798 equity shares
in its subsidiary, M/s Neyveli Uttar Pradesh Power Limited
(NUPPL), at H 10 per share, aggregating to H 331.75 Crore.
As a result, the total investment in the subsidiary as on
31st March 2025 stood at H 2,969. 13 Crore.
6. Note 7(a)(c) which states that the during the Financial Year
the Company has subscribed to additional equity shares of
11,96,50,000 equity shares in its subsidiary, M/s NLC India
Renewable Limited (NIRL), at H 10 per share, aggregating
to H 119.65 Crore. As a result, the total investment in the
subsidiary as on 31st March 2025 stood at H 119.75 Crore.
Our Opinion on the Standalone Financial Statements is not
modified in respect of the above matters.
As reported by the auditor of the Talabira Branch in
their Independent Auditor’s Report dated 13th May,
2025 is below:
Note no. 23 (b) of notes to Financial Statements- regarding
provision made during the year, against disputed mining
charges and HPC wages amounting to H 160.10 Crore.
Opinion of the auditors of the branches with respect to
branches’ financial statements is not modified in respect of the
above matters.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone
financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition
to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matters described
below to be the key audit matters to be communicated in our report.
The following have been considered as Key Audit Matters:
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Sl. No. Key Audit Matter
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Auditors’ Response
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1
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Expected Credit Loss on Trade Receivables
Ind AS 109 - Financial instruments (Ind AS 109) requires the
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Our audit procedures performed included the following:
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Company to provide for impairment of its financial instruments
(designated as amortized cost or fair value through other
comprehensive income) using the expected credit loss (ECL)
approach. Such ECL allowance is required to be measured
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• We understood the process of ECL estimation and tested the
design and operating effectiveness of key controls around
data extraction and validation;
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considering the guiding principles mentioned in the Standard.
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• We, having regard to profile and the background of the
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In the process of applying such principles and other
requirements of the Standard, a significant degree of judgment
has been applied by the management. The ECL in respect of
trade receivables represents management’s best estimate of the
loss allowance. The ECL allowance is computed based on a
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customers, collection of dues and the measures of the Govt(s)
in regard to settlement of dues by such customers, understood
the methodology used by the management to arrive at their
ECL provision and examined certain assumptions used by
the Company;
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simplified model considering ageing of trade receivables and
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• We also tested the arithmetical accuracy and assessed the
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also trend of collection of dues.
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judgments used in the management’s model used to calculate
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The calculation ofECL allowance is a complex area considering
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provision for credit losses;
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the profile and background of customers and requires
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• We have initiated confirmation of balances and the
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management to make significant assumptions on customer
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differences, if any, were reconciled by the Management
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payment behaviour and other relevant risk characteristics
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in respect of confirmations received. We have reviewed
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when assessing the historical information and estimating the
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the same and noted on the explanations provided by the
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level and timing of expected future cash flows.
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management in arriving at the loss allowance for the year
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The provision for ECL on trade receivables amounts to
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ended 31st March, 2025; and
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H 267.95 Crore as at 31st March, 2025. Refer Note 10(a)(b) to
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• We assessed the disclosures included in the Ind AS Financial
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the Standalone Financial Statements.
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Statements with respect to such allowance/ estimate are in
accordance with the requirements of Ind AS 109 and Ind AS
107 - Financial Instruments: Disclosures.
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Sl. No. Key Audit Matter
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Auditors’ Response
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2
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Property, Plant & Equipment and Intangible Assets
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Property, Plant and Equipment and Intangible Assets amounting
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Our audit procedures performed included the following:
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to H 17587.96 Crore represents significant balances recorded in
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• We evaluated the assumptions made by management in the
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the Balance Sheet in the Standalone Financial Statements.
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determination of carrying values and useful lives to ensure
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There are areas where management judgement impacts the
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that these are consistent with the principles of Ind AS 16 -
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carrying amount of property, plant and equipment, intangible
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Property, Plant and Equipment and Ind AS 38 - Intangible
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assets and their respective depreciation / amortization rates.
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Assets;
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These includes the decision to capitalise or expense costs;
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• We assessed whether the carrying values and the useful lives
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the timeliness of the capitalization of the assets; useful life
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were reasonable by challenging management’s judgements
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of the assets and the use of the management assumptions
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through comparing the useful lives prescribed in Schedule II
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and estimates for the determination or the measurement and
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to the Companies Act, 2013, rates/ guidelines prescribed
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recognition criteria for assets retired from active use.
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by Central Electricity Regulatory Commission (CERC),
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Due to the materiality in the context of Balance Sheet of the
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guidelines issued by Ministry of New and Renewable
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Company and the level of judgement and estimates required,
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Energy (MNRE) and the useful lives of certain assets as per
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we consider this to be as area of significance and considered
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the technical estimate of the management;
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to be a key audit matter. Refer Note 2 and 4 to the Standalone
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• We compared the useful lives of each class of asset in the
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Financial Statements.
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current year to the previous year to determine whether there
were any significant changes in the useful lives of assets;
• We tested the controls in place over the property, plant
and equipment and intangible assets, evaluated the
appropriateness of capitalisation policies, performed tests
of details on costs capitalised and assessed the timeliness
of capitalisation including decapitalisation of assets retired
from active use and the application of the asset life;
• In performing these substantive procedures, we assessed
the judgements made by management including the nature
of underlying costs capitalised; the appropriateness of
asset lives applied in the calculation of depreciation and
amortization; and
• We have observed that the management has regularly
reviewed the aforesaid judgments and there are no material
changes.
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3
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Revenue from Operation - Sale of Power
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The company records revenue from sale of power as per
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We have obtained an understanding of the CERC Tariff
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the principles enunciated under Ind AS 115, based on tariff
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Regulations, orders, circulars, guidelines and the Company’s
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approved by the Central Electricity Regulatory Commission
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internal circulars and procedures in respect of recognition and
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(CERC) as modified by the orders of Appellate Authorities.
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measurement of revenue from sale of power comprising of
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This is considered as key audit matter due to the nature and
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capacity and energy charges and adopted the following audit
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extent of estimates made as per the CERC Tariff Regulations,
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procedures:
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which leads to recognition and measurement of revenue from
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• Evaluated and tested the effectiveness of the Company’s
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sale of power being complex and judgemental.
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design of internal controls relating to recognition and
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The Sale of Power amounts to H 7323.59 Crore for the year
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measurement of revenue from sale of power.
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ended 31st March, 2025. Refer Note 25 to the Standalone
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• Examined the Company’s material accounting policies with
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Financial Statements.
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respect to assessing compliance with Ind AS 115 “Revenue
from Contract with Customers”.
• Verified the accounting of revenue from sale of energy based
on provisional tariff computed as per the principles of CERC
Tariff Regulations 2024.
• Assessed the disclosures in accordance with the requirements
of Ind AS 115 “Revenue from Contract with Customers”.
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Sl. No. Key Audit Matter
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Auditors’ Response
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4
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Financial Liabilities - Borrowings
The standalone balance sheet as of 31st March, 2025, reflects
financial liabilities-Borrowings totalling H 7524.97 Crore.
These liabilities encompass various forms of borrowing,
comprising bonds issued, bank borrowings, and foreign
currency borrowings. Refer Note 17(a) and 21(a) of the
Standalone Financial Statements.
The above includes an amount of H 2518.23 Crore classified as
current liabilities.
There may be complex accounting requirements around
the subsequent measurement, and presentation of financial
liabilities.
Evaluating the suitability of debt covenants and assessing the
potential risk of covenant violations necessitates substantial
auditor judgement.
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Our key audit procedures included the following:
• We have evaluated the appropriateness of the accounting
policies and disclosures related to financial liabilities.
• Tested the accuracy and completeness of financial liability
balances by examining supporting documentation like
debt agreements and analysed debt covenant calculations
prepared by management and considered the existence of
any potential breaches.
• Assessed the adequacy of disclosures in the financial
statements related to financial liabilities.
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5
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Inventory - Lignite and Stores & Spares;
As at 31st March 2025, the Company held a significant quantity
of lignite inventory at various stock points, along with a
substantial balance of stores and spares used in operations and
maintenance.
Determination of lignite quantities and valuation involves
complexities due to the nature of the material, volume
of movement, and reliance on stock point level controls.
Additionally, judgment is involved in estimating losses,
applying appropriate valuation methods, and ensuring
classification between capital and revenue for stores and spares.
Given the materiality of inventories and the significant audit
effort involved, this was considered a key audit matter.
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Our audit procedures performed included the following:
• Conducted walkthroughs and detailed review of inventory
movement and control processes across all lignite stock
points from excavation to consumption.
• Performed physical verification of lignite at all stock points,
and for stores & spares at selected locations as at year-end.
• Reviewed excavation records, transfer records, consumption
logs, and reconciliations maintained at each stock point.
• Held discussions with officials at various stock points to
understand operational processes and documentation flow.
• Evaluated management’s inventory valuation methodology
for compliance with applicable accounting standards.
• Verified cost records, tested valuation rates, and reviewed
aging and obsolescence of stores & spares.
Assessed the adequacy of related disclosures in the financial
statements.
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Information other than the Standalone Financial
Statements and Auditors’ Report thereon
The Company’s Board of Directors is responsible for the
preparation of the other information. The other information
comprises the information included in the Directors’ Report
including Annexures to Directors’ Report and Business
Responsibility & Sustainability Report, but does not include
the Standalone Financial Statements, Consolidated Financial
Statements and our Auditors’ report thereon. The other
information is expected to be made available to us after the
date of this Auditors’ report.
Our opinion on the Standalone Financial Statements does not
cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the Standalone Financial
Statements, our responsibility is to read the other information
identified above when it becomes available and, in doing
so, consider whether the other information is materially
inconsistent with the Standalone Financial Statements or our
knowledge obtained in the audit, or otherwise appears to be
materially misstated.
On receipt of other information, if we conclude that there is a
material misstatement therein, we are required to communicate
the matter to those charged with governance and we shall:
(a) If the material misstatement is corrected, perform
necessary procedure to ensure the correction; or
(b) If the material misstatement is not corrected after
communicating the matter to those charged with
governance, take appropriate action considering
our legal rights and obligations, to seek to have the
uncorrected material misstatement appropriately brought
to the attention of users for whom this Auditors’ report
is prepared.
Responsibilities of Management and those charged with
Governance for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the
matters stated in Section 134(5) of the Act with respect to
the preparation of these Standalone Financial Statements that
give a true and fair view of the financial position, financial
performance (including Other Comprehensive Income), changes
in equity and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including
the Ind AS. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the Company and
for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation
of the Standalone Financial Statements that give a true and fair
view and are free from material misstatement, whether due to
fraud or error.
In preparing the Standalone Financial Statements, the Board
of Directors is responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern
basis of accounting unless Board of Directors either intends to
liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
These Board of Directors are also responsible for overseeing the
Company’s financial reporting process.
Auditors’ Responsibility for the Audit of the Standalone
Financial Statements
Our objectives are to obtain reasonable assurance about whether
the Standalone Financial Statements as a whole are free from
material misstatement, whether due to fraud or error, and to
issue an auditors’ report that includes our opinion. Reasonable
assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of
these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the
Standalone Financial Statements, whether due to fraud or
error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations,
or the override of internal control.
• Obtain an understanding of internal financial control relevant
to the audit in order to design audit procedures that are
appropriate in the circumstances. Under Section 143(3)(i) of
the Act, we are also responsible for expressing our opinion
on whether the Company has adequate internal financial
controls system in place and the operating effectiveness of
such controls.
• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the
going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt
on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are
required to draw attention in our auditors’ report to the
related disclosures in the Standalone Financial Statements
or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up
to the date of our auditors’ report. However, future events
or conditions may cause the Company to cease to continue
as a going concern.
• Evaluate the overall presentation, structure and content of the
Standalone Financial Statements, including the disclosures,
and whether the Standalone Financial Statements represent
the underlying transactions and events in a manner that
achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the
financial information of the Company and its branches to
express an opinion on the Standalone Financial Statements.
We are responsible for the direction, supervision and
performance of the audit of the financial statements of the
Company, for which we are the independent auditors. In
respect of the branches included in the Standalone Financial
Statements, which have been audited by the respective
branch auditors who remain responsible for the direction,
supervision and performance of the audits carried out by
them. We remain solely responsible for our audit opinion.
Our responsibilities in this regard are further described in the
section titled ‘Other Matters’ in this audit report.
Materiality is the magnitude of misstatements in the Standalone
Financial Statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the Standalone Financial Statements
may be influenced. We consider quantitative materiality and
qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate
the effect of any identified misstatements in the Standalone
Financial Statements.
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements
regarding independence, and to communicate with them
all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the Standalone Financial Statements
of the current period and are therefore the key audit matters.
We describe these matters in our auditors’ report unless law
or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
Other Matters
a. We did not audit the financial statements of two (2)
Branches located at Talabira and Barsingsar included in the
Statement, whose financial statements reflect total assets
of H 5745.93 Crore as at 31st March, 2025 and total income
of H 2624.06 Crore for the year ended 31st March, 2025,
total net profit before tax of H 909.21 Crore for the year
ended 31st March, 2025 and total comprehensive income
of H 909.21 Crore for the year ended 31st March 2025,
and net cash outflow of H 5.69 Crore for the year ended
31st March, 2025 as considered in the Statement. The
financial statements of these Branches have been audited
by the branch auditors whose reports have been furnished
to us, and our opinion, in so far as it relates to the amounts
and disclosures included in respect of these Branches, is
based solely on the reports of such branch auditors and
the procedures performed by us as stated under Auditors’
Responsibilities section above.
b. The standalone financial statement for the year ended
March 31, 2024, have been audited by the predecessor joint
statutory auditors M/s. Manohar Chowdhry & Associates
and M/s. Sundaram & Srinivasan, who have expressed
an unmodified opinion on such standalone financial
statements of the Company based on their audit.
c. Certain Debit/Credit balances pertaining to Debtors/
Creditors are pending independent confirmation and
consequential reconciliation thereof.
d. Regulation 17(1) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, mandates
that at least half of the directors on the board should be
independent directors. The Company has yet to fulfil
this requirement, leading to penalties imposed by the
Stock Exchanges.
e. During the year, the Company has not complied with
the requirements relating to the appointment of at
least 1 independent nominee director on the Board of
NLC Tamil Nadu Power Limited (NTPL) and Neyveli
Uttar Pradesh Power Ltd (NUPPL), which are unlisted
material subsidiaries, as required under Regulation 24(1) of
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. In case of NUPPL it was complied up
to 31.10.2024.
f. Regulations 17(2A), 18(2), and 19(2A) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, mandate the presence of a minimum number of
independent directors in meetings of the Board, Audit
Committee and the Nomination and Remuneration
Committee (NRC). The Company complied with these
requirements during the FY except for the meeting
held during the period 01.11.2024 to 28.03.2025 due to
the expiry of the tenure of three Independent Directors
on 31.10.2024, and the subsequent appointment for the
position were made on 29.03.2025 therefore provisions
of the said regulations have been complied with as on
31.03.2025.
g. Due to the non-availability or non-functional condition of
the boiler bunker metering systems at the thermal power
stations, the same was not considered during the process
of year end physical inventory verification.
h. PPE includes mining land comprising certain blocks
of lands that are currently under excavation or already
excavated. The formal transfer of title in the revenue
records in the name of the Company for those blocks of
lands is yet to be completed. The Company is in possession
of the land based on an Award issued by the Government
of Tamil Nadu, and excavation activities are being carried
out accordingly. The process of submitting the necessary
documents to the relevant authorities for updating the
Company’s name in the revenue records is stated to be
in progress.
Our opinion is not modified in respect of these matters.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order,
2020 (“the Order”) issued by the Central Government of
India in terms of sub-section (11) of Section 143 of the
Act, we give in “Annexure-I” a statement on the matters
specified in paragraphs 3 and 4 of the said Order, to the
extent applicable.
2. As required by Section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and
explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit;
b. In our opinion, proper books of account as required
by law have been kept by the Company so far as
it appears from our examination of those books
including for the matters stated in the paragraph
2(k)(vi) below on reporting under Rule 11(g) of
the Companies (Audit and Auditors) Rules, 2014,
as amended;
c. The reports on the accounts of the Branch Offices
of the Company audited under Section 143(8) of the
Act by the Branch Auditors have been sent to us and
have been properly dealt with by us in preparing
this report;
d. The Balance Sheet, the Statement of Profit and
Loss (including Other Comprehensive Income), the
Statement of Changes in Equity and the Statement of
Cash Flows dealt with by this Report are in agreement
with the books of account;
e. In our opinion, the aforesaid Standalone Financial
Statements comply with the Ind AS specified under
Section 133 of the Act;
f. The matter described in the “Material Uncertainty
Related to Going Concern” paragraph above, in
our opinion, may not have an adverse effect on the
functioning of the Company;
g. The Company being a Government Company, the
provisions of Section 164(2) of the Act relating to
disqualification of directors is not applicable in view
of the Notification No: G.S.R, 463(E) dated 5th June,
2015, issued by the Ministry of Corporate Affairs;
h. The modifications relating to the maintenance of
accounts and other matters connected therewith are
as stated in the paragraph 2(b) above on reporting
under Section 143(3) of the Act and paragraph
2(k)(vi) below on reporting under Rule 11(g) of
the Companies (Audit and Auditors) Rules, 2014,
as amended;
i. With respect to adequacy of the internal financial
controls over financial reporting of the Company and
the operating effectiveness of such controls, we give
our report in “Annexure-II”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial
controls over financial reporting with reference to
Standalone Financial Statements;
j. The Company being a Government Company,
the provisions of Section 197 of the Act relating
to managerial remuneration is not applicable in
view of the Notification No: G.S.R, 463(E) dated
5th June, 2015, issued by the Ministry of Corporate
Affairs. Accordingly, reporting in accordance with
requirement of provisions of Section 197(16) of the
Act is not applicable to the Company; and
k. With respect to the other matters to be included in
the Auditors’ Report in 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 the explanations given
to us:
i. The Company has disclosed the impact of
pending litigations on its financial position in
its Standalone Financial Statements - Refer to
Note 52 to Standalone Financial Statements;
ii. The Company has long term contracts for coal
mining, power sale, lignite / coal sale, O&M
/ AMC Contracts, project execution etc. The
Company has assessed all these contracts as at
31st March, 2025, and concluded that there were
no material foreseeable losses that needs to be
considered on account of these contracts. The
Company did not have any derivative contracts
as at 31st March, 2025;
iii. There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by
the Company;
iv. (a) The Management has represented that,
to the best of its knowledge and belief,
no funds (which are material either
individually or in the aggregate) have
been advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind of
funds) by the Company to or in any other
person or entity, including foreign entity
(“Intermediaries”), with the understanding,
whether recorded in writing or otherwise,
that the Intermediary shall, whether,
directly or indirectly lend or invest in
other persons or entities identified in any
manner whatsoever by or on behalf of the
Company (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that,
to the best of its knowledge and belief,
no funds (which are material either
individually or in the aggregate) have
been received by the Company from
any person or entity, including foreign
entity (“Funding Parties”), with the
understanding, whether recorded in
writing or otherwise, that the Company
shall, whether, directly or indirectly,
lend or invest in other persons or entities
identified in any manner whatsoever by or
on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee,
security or the like on behalf of the
Ultimate Beneficiaries; and
(c) Based on the audit procedures that
have been considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused us
to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e), as
provided under (a) and (b) above, contain
any material misstatement.
v. (a) The final dividend paid by the Company
during the year, which pertains to previous
year 2023-24 is in accordance with Section
123 of the Act, to the extent it applies to
payment of dividend;
(b) The interim dividend declared and paid by
1heComparydurirgheyeaii^Bcco[dancewiltSec1iord23
of the Act; and
(c) The Board of Directors of the Company
have proposed final dividend for the year
2024-25 which is subject to the approval
of the Members at the ensuing Annual
General Meeting. The amount of dividend
proposed is in accordance with section 123
of the act, until the date of this report.
However, the aggregate of interim dividend
paid by the Company during the FY 2024-25
and proposed dividend for the FY 2024-25
is less than the minimum dividend criteria
prescribed under the guidelines issued by
Department of Investment & Public Asset
Management (DIPAM). The Company vide its
letter dated 14th March, 2025 had applied for
exemption from payment of minimum dividend
for the FY 2024-25 as prescribed under DIPAM
guidelines and the same is pending for approval.
vi. Based on our examination, which included test
checks, the Company has used SAP accounting
software for maintaining its books of account,
which has a feature of recording audit trail
(edit log) facility and the same has operated
throughout the year. During the course of our
audit, we did not come across any instances
of the audit trail feature being tampered with
and the audit trail has been preserved by the
Company as per the statutory requirements for
record retention.
Further, in relation to the 7 external applications that were
integrated with SAP accounting software, in connection
with Auction & Tender System, Integrated Weighment
Tracking System, Employees Advance and Reimbursement
Claims, GST Central Invoicing System & House Allotment,
Rent Accounting & other Township related Management
System, based on the audit procedures, information and
explanation given to us, we confirm that the audit trail (edit
log) facility has been enabled from August 6, 2024 and the
audit trail has been preserved by the Company as per the
statutory requirements for record retention.
3. As required by Section 143(5) of the Act, our comments
in regard to the directions and sub-directions issued by
the Comptroller and Auditor General of India is given in
“Annexure - III”.
For Sundaram & Srinivasan For Chaturvedi & Co LLP
Chartered Accountants Chartered Accountants
Firm Regn. No. 004207S Firm Regn. No. 302137E/E300286
P Menakshi Sundaram Amit Kumar
Partner Partner
M No. 217914 M No. 318210
UDIN: 25217914BMKYLH6945 UDIN: 25318210BMRKGB9568
Place: Chennai
Date: 19th May, 2025
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