Fractal Analytics Annual Report 2023-24

Annexure A to the Independent Auditor’s Report on the Standalone Financial Statements of Fractal Analytics Limited (formerly known as Fractal Analytics Private Limited) for the year ended 31 March 2024

(b) According to the information and explanations given to us and based on the audit procedures conducted by us, in our opinion the investments made and the terms and conditions of the grant of loans and advances in the nature of loans during the year are, prima facie, not prejudicial to the interest of the Company. (c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans given to subsidiaries, these are repayable on demand and there are stipulations regarding payment of interest. As represented by the management, the Company has not demanded repayment of the loan during the year, except for repayment of loan of C 10 million. Recovery of loans including interest thereon aggregating to C 204.06 million given to two subsidiaries has been waived during the year and C 83.7 million has been adjusted against consideration towards acquired business of a subsidiary (refer note 35). The other subsidiaries to whom loans have been given are regular in payment of interest as stipulated. (d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount for more than ninety days in respect of loans given. (e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no loan or advance in the nature of loan granted falling due during the year, which has been renewed or extended or fresh loans granted to settle the overdues of existing loans given to same parties. (f) A ccording to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion the Company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment except for the following loans or advances in the nature of loans to its related parties as defined in Clause (76) of Section 2 of the Companies Act, 2013 (“the Act”):.

Related Parties (INR in Million)

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Aggregate of loans/ advances in nature of loan - Repayable on demand (A) - Agreement does not specify any terms or period of Repayment (B)

237

for the quarter ended 31 March 2024 are yet to be filed. (iii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has made investments, granted loans and advances in the nature of loans, unsecured, to companies and other parties during the year, in respect of which the requisite information is as below. The Company has not made any investments and has not granted any loans or advances in the nature of loans, secured or unsecured, to firms or limited liability partnerships during the year. The Company has not provided any guarantee or security to companies, firms, limited liability partnerships or any other parties during the year. (a) A. Based on the audit procedures carried on by us and as per the information and explanations given to us, the Company has given loans to and stood guarantee for subsidiaries. The Company has not given any loans or stood guarantee for associate and has not given any advances in the nature of loans to or provided security for any subsidiaries and associate. The Company does not hold any investment in any joint ventures. B. Based on the audit procedures carried on by us and as per the information and explanations given to us, the Company has given unsecured advances in the nature of loans to parties other than subsidiaries and associate as listed below. The Company has not given any loans or stood guarantee or provided security to parties other than subsidiaries and associate.

(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment. (B) The Company has maintained proper records showing full particulars of intangible assets. (i) (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has a regular programme of physical verification of its Property, Plant and Equipment by which all Property, Plant and Equipment are verified in a phased manner over a period of three years. In accordance with this programme, certain Property, Plant and Equipment were verified during the year. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification. (c) The Company does not have any immovable property (other than immovable properties where the Company is the lessee and the leases agreements are duly executed in favour of the lessee). Accordingly, clause 3(i)(c) of the Order is not applicable. (d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year. (e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings initiated or pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder. (ii) (a) The Company is a service company, primarily rendering data analytics services. Accordingly, it does not hold any physical inventories. Accordingly, clause 3(ii)(a) of the Order is not applicable. (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets. In our opinion, the quarterly returns or statements filed by the Company with such banks or financial institutions are in agreement with the books of account of the Company except that the returns

-

Total (A+B)

237

100%

Percentage of loans/ advances in nature of loan to the total loans

(iv) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not provided any security as specified under Section 186 of the Companies Act, 2013 (“the Act”). In respect of loans given, investments made and guarantee provided by the Company, in our opinion, the provisions of Section 185 and Section 186 of the Act have been complied with. (v) The Company has not accepted any deposits or amounts which are deemed to be deposits from the public. Accordingly, clause 3(v) of the Order is not applicable. (vi) According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Act for the for the services rendered by it. Accordingly, clause 3(vi) of the Order is not applicable. (vii) (a) The Company does not have liability in respect of Service tax, Duty of excise, Sales tax and Value added tax during the year since effective 1 July 2017, these statutory dues has been subsumed into GST. A ccording to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion amounts deducted / accrued in the books of account in respect of undisputed statutory dues including Goods and Service Tax, Provident Fund, Income tax, Cess or other statutory dues have generally been regularly deposited by the Company with the appropriate authorities, though there have been slight delays in a few cases of Provident Fund, Income Tax and Professional tax. A ccording to the information and explanations given to us and on the basis of our examination of the records of the Company, no undisputed amounts payable in respect of Goods and Service Tax, Provident Fund, Income-Tax, Cess or other statutory dues were in arrears as at 31 March 2024 for a period of more than six months from the date they became payable.

Advances in nature of loans

Particulars ( C in Million)

Guarantees Security Loans

Aggregate amount during the year Subsidiaries*

- - - -

- - - -

121

- - -

Joint ventures*

- - -

Associates*

Others

8

Balance outstanding as at balance sheet date Subsidiaries*

5,750

- - - -

237

- - -

Joint ventures*

- - -

- - -

Associates*

Others*

4

*As per the Companies Act, 2013

126

127

Fractal Analytics Limited | Annual Report 2023-24

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