We have audited the accompanying standalone financial statements of Indiabulls Limited (formerly known as Yaari Digital Integtrated
Services Limited) ("the Company"), which comprise the standalone Balance Sheet as at 31 March 2026, 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 ended on that date, and notes to the standalone financial statements including a summary of material accounting policies
and other explanatory information.
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 ("the 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 31 March
2026, its loss, total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under
those Standards are further described in the Auditor's 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 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 we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the standalone financial statements.
Emphasis of Matter
We draw attention to Note 50 to the accompanying standalone financial statements in respect of the Composite Scheme of Arrangement
('Scheme') approved by the National Company Law Tribunal vide its order dated 29 August 2025, amongst the Company, Dhani Services
Limited, Indiabulls Enterprises Limited, Savren Medicare Limited, Auxesia Soft Solutions Limited, Gyansagar Buildtech Limited, Pushpanjli
Finsolutions Limited, Devata Tradelink Limited, Evinos Developers Limited, Milky Way Buildcon Limited, Indiabulls Consumer Products
Limited, Indiabulls Infra Resources Limited, Jwala Technology Systems Private Limited, Mabon Properties Limited, YDI Consumer India Limited,
Indiabulls General Insurance Limited, Indiabulls Life Insurance Company Limited, and Juventus Estate Limited, as further detailed in the said
note. The comparative financial information for the previous year has been restated in the accompanying standalone financial statements to
give effect to the Scheme from the appointed date, being 01 April 2023 in accordance with Ind AS 103 - Business Combinations. Our opinion
is not modified in respect of this matter.
The comparative financial information of the Company presented in the accompanying standalone financial statements for the year ended
31 March 2025 have been restated to give effect to the Composite Scheme of Arrangement ('Scheme') amongst the Company, Dhani Services
Limited, Indiabulls Enterprises Limited, Savren Medicare Limited, Auxesia Soft Solutions Limited, Gyansagar Buildtech Limited, Pushpanjli
Finsolutions Limited, Devata Tradelink Limited, Evinos Developers Limited, Milky Way Buildcon Limited, Indiabulls Consumer Products
Limited, Indiabulls Infra Resources Limited, Jwala Technology Systems Private Limited, Mabon Properties Limited, YDI Consumer India
Limited, Indiabulls General Insurance Limited, Indiabulls Life Insurance Company Limited, and Juventus Estate Limited, as further detailed
in Note 50. The financial information of Dhani Services Limited, Indiabulls Enterprises Limited, Savren Medicare Limited, Auxesia Soft
Solutions Limited, Gyansagar Buildtech Limited, Pushpanjli Finsolutions Limited, Devata Tradelink Limited, Evinos Developers Limited, Milky
Way Buildcon Limited, Indiabulls Consumer Products Limited, Indiabulls Infra Resources Limited, Jwala Technology Systems Private Limited,
Mabon Properties Limited, YDI Consumer India Limited, Indiabulls General Insurance Limited, and Indiabulls Life Insurance Company Limited
included as above, is based on their audited financial information for the year ended 31 March 2025, which have been audited by their
respective auditors, who has issued unmodified conclusion vide their audit reports. The details of the audit reports are enclosed as Annexure
1 to the audit report. The aforesaid audit reports of other auditors have been furnished to us by the management and relied upon us for the
purpose of our review of the accompanying Statement. Our conclusion is not modified in respect of this matter.
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. We have determined the matters described
below to be the key audit matters to be communicated in our report.
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Key Audit Matter
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Audit Response
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Business Combinations- Ind AS 103
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Our procedures in relation to the business combinations included,
but not limited to the following:
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Refer Note 50 of the accompanying standalone financial statements
relating to a Composite Scheme of Arrangement ('Scheme')
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•
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Obtained and evaluated the Scheme of Arrangement approved
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approved by the National Company Law Tribunal vide its order dated
29 August 2025, amongst the Company, Dhani Services Limited,
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by the relevant regulatory authorities and shareholders.
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Indiabulls Enterprises Limited, Savren Medicare Limited, Auxesia
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•
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Assessed management's evaluation supporting the conclusion
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Soft Solutions Limited, Gyansagar Buildtech Limited, Pushpanjli
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that the transaction represented a common control business
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Finsolutions Limited, Devata Tradelink Limited, Evinos Developers
Limited, Milky Way Buildcon Limited, Indiabulls Consumer Products
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combination within the scope of Appendix C to Ind AS 103.
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Limited, Indiabulls Infra Resources Limited, Jwala Technology
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•
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Examined the pre-combination and post-combination
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Systems Private Limited, Mabon Properties Limited, YDI Consumer
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shareholding and control structure of the combining entities
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India Limited, Indiabulls General Insurance Limited, Indiabulls Life
Insurance Company Limited, and Juventus Estate Limited pursuant
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to assess the existence of common control.
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to Sections 230 to 232 and other relevant provisions of Companies
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Evaluated the appropriateness of the appointed date and
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Act, 2013 approved by the Hon'ble National Company Law Tribunal,
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effective date considered by management for accounting
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Chandigarh Bench, vide order dated 01 September 2025 ('the NCLT
Order'), with an appointed date of 01 April 2023.
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purposes.
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•
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Tested the carrying values of significant assets, liabilities and
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The Scheme became effective on 14 October 2025 and was accounted
for as a common control business combination in accordance with
Appendix C to Ind AS 103, Business Combinations.
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reserves transferred from the transferor entities to the books
of the Company.
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The transaction involved significant judgement by management in:
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Assessed the accounting entries recorded under the pooling
of interests method, including treatment of reserves and any
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• assessing whether the combining entities were ultimately
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difference between consideration and net assets acquired.
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controlled by the same parties both before and after the
combination and that such control was not transitory;
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Tested the mathematical accuracy of the restatement of
comparative financial information, where applicable.
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• determining the appropriate accounting treatment under
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Appendix C to Ind AS 103;
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Evaluated whether the accounting treatment adopted was
consistent with the requirements of Appendix C to Ind AS 103
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• identifying the appointed date/effective date for accounting
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and other relevant Ind AS requirements.
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purposes;
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Assessed the adequacy and completeness of disclosures
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• determining the carrying values of assets, liabilities and
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made in the standalone financial statements in respect of the
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reserves to be recorded under the pooling of interests method;
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Scheme and the common control business combination.
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• accounting for differences arising between the consideration
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transferred and the net assets acquired;
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Based on the procedures performed, we found the accounting
treatment and disclosures relating to the common control business
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• restating comparative information, where applicable; and
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combination to be reasonable in the context of the applicable
financial reporting framework.
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• ensuring completeness and accuracy of the disclosures relating
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to the Scheme and the business combination.
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Considering the significance of the transaction, its pervasive impact
on the standalone financial statements, the complexity involved in
applying the accounting requirements of Appendix C to Ind AS 103
and the extent of audit effort required, we determined this matter to
be a Key Audit Matter.
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Key Audit Matter
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Audit Response
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Impairment assessment of investments and loans made to its
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Our
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procedures in relation to the impairment assessment of
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subsidiaries:
The Company's policies on the impairment assessment of the
investments and loans are set out in Note 4(n) to the standalone
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investments and loans included, but not limited to the following:
• Assessed the appropriateness of the Company's accounting
policy by comparing with applicable Ind AS;
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financial statements. The Company has outstanding loans (including
accrued interest) amounting to ^ 217.62 Crores to its subsidiaries
and has investments amounting to ^ 6,652.43 Crores (net of
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We obtained an understanding of the management process for
identification of possible impairment indicators and process
performed by the management for impairment testing;
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impairment) as at 31 March 2026 as disclosed under the Note 8 and
9 to the standalone financial statements. Impairment assessment
of these investments and loans is considered as a significant risk
as there is a risk that recoverability of the investments and loans
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Enquired of the management and understood the internal
controls related to completeness of the list of loans and
investment along with the process followed to recover/adjust
these and assessed whether further provisioning is required;
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could not be established, and potential impairment charge might
be required to be recorded in the standalone financial statements.
The recoverability of these investments is inherently subjective due
to reliance on either the net worth of investee or valuations of the
properties held or cash flow projections of real estate properties in
these investee companies.
However, due to their materiality in the context of the Company's
standalone financial statements as a whole and significant degree
of judgement and subjectivity involved in the estimates and key
assumptions used in determining the cash flows used in the
impairment evaluation, this is considered to be the area to be of
most significance to the audit and accordingly, has been considered
as a key audit matter for the current year audit.
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Performed test of details:
a) For all significant additions made during the year,
underlying supporting documents were verified to
ensure that the transaction has been accurately
recorded in the standalone financial statement;
b) For all significant investments and loans outstanding as
at 31 March 2026, confirmations were circulated and
received. Further, all the significant reconciling items
were tested;
c) All material investments and significant loans as at 31
March 2026 were discussed on case-to-case basis with
the management for their plan of recovery/adjustment;
d) Compared the carrying value of material investments
and significant loans to the net assets of the underlying
entity, to identify whether the net assets, being an
approximation of their minimum recoverable amount,
were in excess of their carrying amount; and
e) Wherever the net assets were lower than the recoverable
amount, for material amounts:
i. We obtained and verified the management
certified cash flow projections and tested the
underlying assumptions used by the management
in arriving at those projections;
ii. We challenged the managements on the
underlying assumptions used for the cash flow
projections, considering evidence available to
support these assumptions and our understanding
of the business;
iii. We obtained and verified the valuation of land
parcels as per the government prescribed circle
rates; and
iv. We assessed the appropriateness and adequacy
of the disclosures made by the management for
the impairment losses recognized in accordance
with applicable accounting standards.
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Information Other than the Standalone Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the
Annual Report, but does not include the standalone financial statements and our auditor's report thereon. The Annual Report is expected to
be made available to us after the date of this auditor's 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 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.
If, based on the work we have performed on the other information obtained prior to the date of this auditor's report, we conclude that there
is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Management's and Board of Directors' Responsibility for the Standalone Financial Statements
The Company's Board of Directors are 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
Ind AS specified under section 133 of the Act. 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 Management and the Board of Directors are 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities 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 auditor's 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 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 with reference to standalone financial statements 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 auditor's
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 auditor's 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.
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 auditor's 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.
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
section 143(11) of the Act, we give in "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the
extent applicable.
(2) As required by section 143(3) of the Act, based on our audit, 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 except for the matters stated in the paragraph i(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014;
c. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity,
and the Statement of Cash Flows dealt with by this report are in agreement with the books of account;
d. In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under section 133 of the Act;
e. On the basis of the written representations received from the directors as on 01 April 2026, and taken on record by the Board of
Directors, none of the directors is disqualified as on 31 March 2026, from being appointed as a director in terms of section 164(2)
of the Act;
f. The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph
(b) above on reporting under Section 143(3)(b) of the Act and paragraph i(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014;
g. With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company
and the operating effectiveness of such controls, we give our separate report in "Annexure B". Our report expresses an unmodified
opinion on the adequacy and operating effectiveness of the Company's internal financial controls with reference to standalone
financial statements;
h. With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16)
of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the
Company to its directors during the year is in accordance with the provisions of Section 197 read with Schedule V of the Act.
i. With respect to the other matters to be included in the Auditor's 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 Note 62 to the standalone financial statements;
(ii) The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses as at 31 March 2026;
(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(s) or entity(ies),
including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, 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(s) or entity(ies), including
foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the
Company shall, 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.
(c) Based on the audit procedures that has 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) contain any material misstatement.
(v) The Company has not declared and paid dividend during the year.
(vi) As stated in Note 70 to the standalone financial statements and based on our examination which included test checks,
the Company, in respect of financial year ended on 31 March 2026, has used accounting software systems for maintaining
its books of account which has a feature of recording audit trail (edit log) facility at application level as well as database
level and the same has been operated throughout the year for all relevant transactions recorded in the software systems.
However, the recording of audit trail (edit logs) can be disabled using restricted privileged rights for direct data changes at
database level, only by the software developer. Further, during the course of our audit we did not come across any instance
of audit trail feature being tampered with. Furthermore, the audit trail has been preserved by the Company as per the
statutory requirements for record retention.
For G A R U D & Associates
(formerly Raj Girikshit & Associates)
Chartered Accountants
Firm's Registration Number.: 022280N
Gaurav Goyal
Partner
Membership No.: 518698
UDIN: 26518698KNUYYM1158
Place: New Delhi
Date: 29 April 2026
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