KPIT Technologies Ltd - Regulatory Filings 2021

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KP 11·

Ju Ly 23, 2021

National Stock Exchange of India Ltd., Exchange Plaza, C/1, G Block, Bandra - Kurla Complex, Bandra (E), Mumbai - 400051.

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001.

Symbol: KPITTECH Series: EQ

Scrip ID: KPITTECH Scrip Code: 542651

Kind Attn: The Manager, Listing Department

Kind Attn: The Manager, Department of Corporate Services

- Subject: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements} Regulations 2015 for Revised Financial statements as on March 31, 2021.

Dear Sir / Madam,

In compliance of Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and in continuation to our intimation dated July 16, 2021 informing consideration and approval of Revised Financial Statements as on March 31, 2021 giving effect of accounting treatment (appointed date April 1, 2019) pursuant to the order passed by Hon'ble Mumbai Bench of National Company Law Tribunal ("NCL T") approving merger of wholly owned subsidiary namely Impact Automotive Solutions Limited, with KPIT Technologies Limited, and their respective shareholders under sections 230 to 232 and other applicable provisions of the Companies Act, 2013.

We wish to inform you that the Board of Directors of the Company, at its meeting held through video conferencing concluded today i.e. on July 23, 2021, inter alia, has approved Audited Revised Standalone Financial Statements and Audited Revised Consolidated Financial Statements as on March 31, 2021. The consolidated profit after tax declared on April 28, 2021 were Rs. 1,413.97 Mn and Rs. 470.45 Mn for the year ended and quarter ended March 31, 2021 respectively. The revised consolidated profit after tax is Rs. 1,471.03 Mn and Rs. 527.51 Mn for the year ended and quarter ended March 31, 2021 respectively. In the consolidated Profit & Loss statement, profit before tax has remained unchanged, however due to reduction in tax expenses profit after tax has increased.

Please find enclosed herewith revised published results as on March 31, 2021, for your ready reference and records.

KPIT Technologies Limited

0 +91 20 6770 6000 E [email protected] W kpit.com

Registered & Corporate Office: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

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KP 11·

Further, please note that as intimated on April 28, 2021, the final dividend at Rs. 1.50/ per equity share of Rs. 10/- 'each (15%) for FY 2020-21 as recommended by Board of Directors at its meeting held on April 28, 2021, remains unchanged, subject to declaration of the same by members at the ensuing Annual General Meeting ("AGM") scheduled on August 25, 2021.

Thanking you.

Yours faithfully,

For KPIT Technologies Limited Nida Deshpande Company Secretary & Compliance Officer

Encl.: - As mentioned above.

K PIT Technolo g i[es Limited ] Registered & Co[rporate ][O][ffice: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, ] Phase-Ill, Maan,[ Taluka-Mulshi, Hinjawadi, Pune-411057, India. ] CIN: L74999PN2[018PLC174192 ] I

0 +91 20 6770 6000 E [email protected] W kpit.oom

	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)
Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIOC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka- Mulshi, Pune - 411057
Phone: +91 20 6770 6000 I [email protected] I www.kpit.com I CIN : L74999PN2018PLC174192
PART I: STATEMENT OF REVISED CONSOLIDATED		FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021
		(Refer note 1)
						rin million(except per share dat
Pariculars			Quarter ended			Year ended
		March 31, 2021	December 31,	March 31,	2020	March 31, 2021	March 31, 2020
			2020
Revenue from operations		5,403.27	5,172.45	5,562.28		20,357.41	21,561.69
Other income :
Net gain on investments carried at fair value through profit and loss		11.56	2.88		47.43	18.33	-
Interest and dividend income on investments		32.05	29.33		8.36	90.49	31.09
Others (Refer note 4)		19.48	34.76		68.43	48.80	252.08
Total income		5,466.36	5,239.42	5,686.50		20,515.03	21,844.86
Expenses
Cost of materials consumed		-	-		8.24	0.52	78.23
Changes in inventories of finished goods and work-in-progress		-	-		9.15	-	6.65
Employee benefits expense		3,530.95	3,424.20	3,727.91		13,414.66	14,287.28
Finance costs {Refer note 5)		39.69	39.83		44.96	172.53	198.20
*Depreciation and amortizationexpense***		309.09	337.72		293.95	1,331.74	1,080.48
Net loss on investments carried at fair value through profit and loss		-	-		-	-	56.92
Other expenses (Refer note 4)		996.73	918.93	1,065.61		3,870.84	4,235.92
Total expenses		4,876.46	4,720.68	5,149.82		18,790.29	19,943.68
Profit before exceptional items, shareof equity accounted investee		589.90	518.74	536.68		1,724.74	1,901.18
and tax
Exceptional items (Refer note 7)		-	19.45		(64.15)	51.49	(95.09)
Profit before share of equity accounted investee and tax		589.90	538.19	472.53		1,776.23	1,806.09
Share of profit/(loss) of equity accounted investee (net of tax)		-	-		-	-	-
Profit before tax		589.90	538.19	472.53		1,776.23	1,806.09
Tax expense
Current tax		93.53	148.88		175.40	496.11	634.63
Deferred tax (benefit)/charge		(31.14)	(40.43)		(93.79)	(190.91)	(306.21)
Total tax expense		62.39	108.45		81.61	305.20	328.42
Profit for the period/year		527.51	429.74	390.92		1,471.03	1,477.67
Other comprehensive income/(loss)
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		27.46	(2.17)		0.82	21.55	(29.10)
Income tax on items that will not be reclassified to profit or loss		(8.99)	0.76		1.73	(6.40)	6.56
Items that will be reclassified to profit or loss
Exchange differences in translating the financial statements of foreign		(45.87)	79.98		122.08	60.61	218.11
operations
Effective portion of gains/(losses) on hedging	instruments in cash flow	59.88	(20.54)		(75.70)	155.46	(114.38)
hedges
Bargain purchase gain on business acquisition		-	-		-	-	41.58
Income tax on items that will be reclassified to	profit or loss	{20.93)	7.17		26.45	(54.33)	39.97
Total other comprehensive income		11.55	65.20		75.38	176.89	162.74
Total comprehensive income for the period/year		539.06	494.94	466.30		1,647.92	1,640.41
Profit attributable to
Owners of the company		524.59	417.73		381.28	1,461.37	1,475.82
Non-controlling interests		2.92	12.01		9.64	9.66	1.85
Profit for the period/year		527.51	429.74	390.92		1,471.03	1,477.67
Other comprehensive income/(loss) attributable to
Owners of the company		12.70	64.16		73.96	175.97	160.45
Non-controlling interests		(1.15)	1.04		1.42	0.92	2.29
Other comprehensive income for the period/year		11.55	65.20		75.38	176.89	162.74
Total comprehensive income attributable to
Owners of the company		537.29	481.89	455.24		1,637.34	1,636.27
Non-controlling interests		1.77	13.05		11.06	10.58	4.14
Total comprehensive income for the period/vear		539.06	494.94	466.30		1,647.92	1,640.41
Paid up equity capital (face value� 10 per share)		2,690.44	2,689.86	2,688.80		2,690.44	2,688.80
Other equity						9,377.97	7,802.31
Earnings per equity share (face value per share_t_10 each)*
Basic		1.95	1.55		1.42	5.43	5.49
Diluted		1.93	1.54		1.41	5.40	5.47
*£PS are not annualsed for the interim periods.

Notes:

1 The Board of Directors of the Company at its meeting held on July 26, 2019 had approved the Composite Scheme of Arrangement (the 'Scheme') for merger of Impact Automotive Solutions Limited ('Transferor Company'), wholly owned subsidiary of the Company with the Company.

Application seeking approval of the Scheme was subsequently filed with Hon'ble National Company Law Tribunal (NCL T), Mumbai Bench on September 27, 2019.

The consolidated financial results of the Company for the year ended March 31, 2021 were approved by the Board of Directors at its meeting held on April 28, 2021 without giving effect to the Scheme since the petition was pending before the NCL T.

On receipt of the certified copy of the order dated June 15, 2021 from NCL T, Mumbai Bench sanctioning the Scheme, with appointed date April 1, 2019, and upon filing the same with Registrar of Companies, Maharashtra on June 22, 2021 the Scheme has become effective.

Accordingly, the Company has given effect to the Scheme in the earlier approved consolidated financial results for the year ended March 31, 2021 from the Appointed date of April 1, 2019 by revising the consolidated financial results approved by the Board of Directors on April 28, 2021.

These Revised consolidated financial results for the year ended March 31, 2021 have been prepared pursuant to the Scheme of merger of Transferor Company with the Company from the specified retrospective appointed date of April 1, 2019.

As a consequence of the aforesaid merger, the Company recognized tax benefits accrued amounting to t 11.62 million directly under equity as at April 1, 2019. Tax benefits amounting to t 9.92 million and t 57.06 million are recognized under the revised statement of profit and loss for the financial year ending March 31, 2020 and March 31, 2021 respectively.

The revision to the consolidated financial results have been carried out solely for the impact of above referred merger and no additional adjustments have been carried out for any other events occurring after April 28, 2021 (being the date when the financial results were first approved by the Board of Directors of the Company).

2 The above revised consolidated financial results have been reviewed by the Audit Committee and thereafter approved and taken on record by the Board of Directors in their respective meetings held on July 23, 2021. These revised consolidated financial results have been prepared in accordance with the Indian Accounting

Standards ("Ind-AS") as specified under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016 and provisions of the Companies Act, 2013.

Standalone information: Sr NoParticulars	Quarter ended Year ended	Quarter ended Year ended	Quarter ended Year ended	Quarter ended Year ended	Quarter ended Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
a Revenue from operations b Profit before tax C Net profit for the period d Other comprehensive income/(loss) e Total comprehensive income	2,378.85 448.25 449.50 57.42 506.92	1,997.15 217.31 191.31 (14.78) 176.53	2,194.47 238.79 228.74 (46.70) 182.04	8,028.48 993.51 935.26 116.28 1,051.54	9,676.48 2,076.09 1,897.72 (96.95) 1,800.77
Details of foreign exchange gain/(loss) included in above results:
Particulars	Quarter ended			Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
Foreign exchange gain (net) included_in_other income Foreign exchangegain/(loss) (net)included in other expenses	~~-~~ (55.37)	26.02 18.75	65.92 -	~~-~~ (29.35)	223.93 -
Details of finance costs:
Particulars	Quarter ended			Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March31,2020
Finance cost on lease liabilities as per Ind-AS 116 Leases Net foreign exchange loss considered as finance cost Interest expense on working capital loan and term loan Other interest expense*	28.73 - 5.26 5.70	29.91 - 7.60 2.32	24.57 8.27 9.13 2.99	126.98 - 31.55 14.00	90.74 29.43 61.24 16.79
Total finance costs	39.69	39.83	44.96	172.53	198.20

*As per para 6(e) of Ind-AS 23 "Borrowing costs'� the exchange differences arising from foreign currency borrowings, to the extent that they are regarded as an adjustment to interest costs, are regrouped from other exchange differences to finance costs.

6 The revised consolidated results of the Company are available on the Company's website, www.kpit.com and also on the website of the BSE Limited, www.bseindia.com and National Stock Exchange of India Limited, www.nseindia.com, where the shares of the Company are listed.

7 a) In line with its re-defined strategy to focus only on Software led services and solutions for Mobility and discontinue hardware dominated products, the Company had
• completed the conditions precedents towards the disinvestment of its business related to telematics hardware products consisting VTS - AIS 140, OBITS (On Bus Integrated Telematics Systems complying to UBS-II specifications), and telematics products for School buses to Minda Industries Ltd. The initial consideration of � 170.00 million was accounted for during the quarter ended on June 30, 2019, and an expense of { 18 million and { 31.20 million were incurred during the quarter ended on September 30, 2019 and Oecember 31, 2019 respectively towards the obligations related to the sale of business and the same was accounted for as an Exceptional Item.

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during the quarter ended September 30, 2019, provided for exposure in its joint venture company in the business in 11KIVI-Smart Bus WIFI" towards loan oft
11.8 million.
during the quarter ended September 30, 2019, entered into a definitive agreement with leading manufacturing company in India towards disinvestment of its
business related to Defense and Aeronautic hard-ware products. The upfront consideration of� 56 million was recognised on completion of the closing.
during the quarter ended March 31, 2020, an prudent assessment, written-off its inventories of Z 64.15 million including the related GST credit.
b) Sparta Inc, a subsidiary of Birlasoft Limited entered into a settlement agreement for an ongoing lawsuit over last few years with Copart Inc. Both the parties
reached an amicable settlement agreement for USD 2.8 million(� 195.94 million) payable by Sparta Inc. to Copart Inc. with no party admitting any liability or
wrong doing, resulting in the Court dismissing the case. As defined in the composite scheme of arrangement between the parties, the Company through its
Subsidiary in USA reimbursed Sparta Inc. fully and the same was accounted for during the quarter ended on June 30, 2019 for USO 2.8 million (� 195.94
million). With this outcome, the matter related to Copart was closed and there is no further exposure for the Company.
c) In line with the Company's operational efficiency measures, it had consolidated its presence during the quarter ended September 30, 2020, resulting into early
termination of some of its existing leased office premises, predominantly in India. Accordingly, as per lnd-AS 116 "Leases", remeasured the lease Liability and
on prudent assessment, also written-off its property, plant and equipment at the said location. The net impact of � 32.04 million was recognised in the
Statement of Profit and Loss.
d) In the financial year 2016-17, KPIT Technologies GmbH, Germany, had sold its 100% stake in subsidiary KPIT medini Technologies AG. During the previous
quarter, a net amount of EUR 0.23 million (� 19.45 million) has been received as a scheduled final tranche payment of the agreed consideration towards sale
of shares of this subsidiary.
8 The Group has taken into account the possible impacts of COVID-19 in preparation of the above revised consolidated financial results, including but not limited to its
assessment of liquidity and going concern assumption, recoverable values of its financial and non-financial assets, impact on r�venues and on cost budgets in respect
of fixed price contracts, impact on leases and impact on effectiveness of its hedging relationships. The Group has considered internal and certain external sources of
information including reliable credit reports, economic forecasts and industry reports up to the date of approval of the above revised consolidated financial results
and expects to recover the carrying amount of its assets. The impact of COVID-19 on the consolidated financial results may differ from that estimated as at the date
of approval of the revised consolidated financial results.
9 The Indian Parliament has approved the Code on Social Security, 2020 which could impact the contributions by the company towards Provident Fund and Gratuity.
The effective date from which the changes are applicable is yet to be notified. The Company and its Indian subsidiary will complete their evaluation and will give
appropriate impact in the financial results in the period in which, the Code and related rules become effective.
10 Revised Consolidated Statement of Cash flows is attached in Annexure A.
11 The Board of Directors had declared a dividend of { 1.50 per equity share, at its meeting held on April 28, 2021. As mentioned in note 1 above, the merger order has
been received after the end of financial year 2020-21 and hence the relevant change in the net profit on account of merger is not considered while calculating the
dividend payout ratio for financial year 2020-21.
For and on behalf of the Board of Dire�tors of
KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)
Place: Pune Whole-time Director
Date : July 23, 2021 DIN: 02918460
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KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

Registered & Corporate Office - Plot-17, Ra[j] iv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hin[j] awadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000Igrievances[@] kpit.comIwww.kpit.com I CIN: L74999PN2018PLC174192

ANNEXURE A: REVISED CONSOLIDATED STATEMENT OF CASH FLOWS (Refer note 1 of Part I[) ]

ANNEXURE A: REVISED CONSOLIDATED STATEMENT OF CASH FLOWS (Refer n	ote 1 of PartI)
		*r i milion*
Particulars	Year	ended
	March 31, 2021	March 31, 2020
ACASH FLOW FROM OPERATING ACTIVITIES
Profit for the year	1,471.03	1,477.67
Adjustments for:
Tax expense	305.20	328.42
Loss on sale of fixed assets(net)	6.75	1.11
Depreciation and amortisation expense	1,331.74	1,080.48
Interest expense	172.53	168.77
Interest income	(104.19)	(31.00)
Dividend income	(2.23)	(13.82)
Exceptional items	(51.49)	95.09
Net loss/(gain) on investment carried at fair value through profit and loss	(18.33)	56.92
Realised gain on investment carried at fair value through profit and loss	(1.41)	-
Provision for doubtful debts and advances (net)	192.22	(23.58)
Bad debts written off	49.83	11.45
Share based compensation expenses	103.60	48.38
Net unrealised foreign exchange loss/(gain)	68.30	213.43
Others	3.56	(0.38)
Operating profit before working capital changes	3,527.11	3,412.94
Adjustments for changes in working capital:
Trade receivables and unbilled revenue	1,062.92	1,435.80
Inventories	110.46	(9.11)
Other financial assets, loans and other assets	209.84	108.59
Trade Payables	505.50	(234.72)
Other financial liabilities, provisions and other liabilities	1,187.67	(0.72)
Cash generated from operations	6,603.50	4,712.78
Taxes paid (net)	(327.46)	(825.35)
Net cash generated from operating activities (A)	6,276.04	3,887.43
BCASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment and intangible assets	(599.75)	(686.22)
Proceeds from sale of property, plant and equipment	4.97	12.27
Acquisition of subsidiary (net of cash acquired)	-	(15.19)
Acquisition of non-controlling interest	(225.58)	(309.94)
Proceeds from disinvestment of Telematics and Defense business	-	92.50
Investment in mutual fund	(2,916.00)	(842.00)
Proceeds from sale of investment in mutual fund	1,722.06	842.00
Deferred consideration received on sale of investment in subsidiary in the past (Refer note 7(d) of	19.45	-
Proceed from sale of investments carried at fair value through profit and loss	34.33	347.90
Loan given to equity accounted investee	-	(11.80)
Interest received	52.97	21.06
Dividend received	2.23	13.82
Fixed deposits with banks (net) having maturity over three months	(3,103.12)	(847.08)
Net cash used in investing activities (B)	(5,008.44)	(1,382.68)
CCASH FLOW FROM FINANCING ACTIVITIES
Proceeds from long term loan from banks	-	9.04
Repayment of long term loan from banks	(382.03)	(381.82)
Payment of lease liabilities	(561.14)	(323.87)
Payment towards shares issue and listing expenses	-	(0.12)
Proceeds from working capital loan	2,178.60	1,267.21
Repayment of working capital loan	(2,344.70)	(1,716.42)
Proceeds from shares issued / purchased by Employee Welfare Trust (net)	6.56	14.48
Dividend paid including corporate dividend tax	-	(568.85)
Interest and finance charges paid	(45.03)	(73.15)
Net cash used in financing activities (C)	(1,147.74)	(1,773.50)
DExchange differences on translation of foreign currency cash and cash equivalents	(21.01)	18.88
Net increase in cash and cash equivalents (A+ B + C + D )	98.85	750.13
Cash and cash equivalents at close of the year	2,857.70	2,758.85
Cash and cash equivalents at beginning of theyear	2,758.85	2,008.72
Cash surplus for the year	98.85	750.13

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Prme - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 PART II: REVISED SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED (Refer note 1 of Part I) *r in milion*
Sr No	Particulars	Quarter ended			Year ended
		March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
1 2	Segment revenue Americas UK & Europe Rest of the World Total Less : Inter segment revenue Revenue from operations Segment results - Profit before tax and interest Americas UK & Europe Rest of the World Total Less: - Finance costs - Other unallocable expenditure (net of unallocable income) Profitbeforeexceptionalitems,shareofequityaccounted investee and tax Exceptional items Profit before share of equity accounted investee and tax Share of profit/(loss) of equity accounted investee (net of tax) Profit before tax	2,276.97 2,225.86 2,346.89	2,119.87 2,386.04 2,157.49	2,208.89 2,464.31 2,429.64	8,514.31 8,758.86 8,567.08	8,917.46 8,856.28 10,539.83
		6,849.72 1,446.45	6,663.40 1,490.95	7,102.84 1,540.56	25,840.25 5,482.84	28,313.57 6,751.88
		5,403.27	5,172.45	5,562.28	20,357.41	21,561.69
		692.77 296.21 299.33	660.75 317.78 144.79	596.06 183.04 326.25	2,724.88 772.43 1,078.89	2,521.54 329.99 1,354.71
		1,288.31 39.69 658.72	1,123.32 39.83 564.75	1,105.35 44.96 523.71	4,576.20 172.53 2,678.93	4,206.24 198.20 2,106.86
		589.90 -	518.74 19.45	536.68 (64.15)	1,724.74 51.49	1,901.18 (95.09)
		589.90 -	538.19 -	472.53 -	1,776.23 -	1,806.09 -
		589.90	538.19	472.53	1,776.23	1,806.09
3 4	Segment assets Americas UK & Europe Rest of the World Total Unallocated assets Total assets Segment liabilities Americas UK & Europe Rest of the World Total Unallocated liabilities Total liabilities	1,136.65 1,672.44 1,007.99	1,238.60 2,578.41 1,005.59	1,523.32 2,278.51 1,382.06	1,136.65 1,672.44 1,007.99	1,523.32 2,278.51 1,382.06
		3,817.08 15,858.31 19,675.39 340.60 466.77 572.60	4,822.60 14,518.15 19,340.75 557.41 733.42 530.21	5,183.89 11,188.27 16,372.16 287.93 280.62 350.77	3,817.08 15,858.31 19,675.39 340.60 466.77 572.60	5,183.89 11,188.27 16,372.16 287.93 280.62 350.77
		1,379.97 6,198.27 7,578.24	1,821.04 6,014.45 7,835.49	919.32 4,926.02 5,845.34	1,379.97 6,198.27 7,578.24	919.32 4,926.02 5,845.34
Notes: 1 Segment assets other than trade receivables, unbilled revenue and contract assets, and segment Uabilities other than unearned revenue and advance to customers used in the Company's business are not identified to any reportable segments, as these are used interchangeably between segments. 2 The cost incurred during the year to acquireProperty, plant and equipment and Intangible assets, Depreciation / Amortisationand non-cash expenses are not attributable to any reportable segment.

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I rievances k it.com I www.k it.com I CIN: L74999PN2018PLC174192

PART I : REVISED CONSOLIDATED BALANCE SHEET (Refer note 1 of Part I)	As at March 31, 2021 1,968.11 2,505.07 117.90 1,013.76 282.17 2.82 10.43 64.32 17.25 150.09 553.67 32.79 6,718.38 1,261.59 3,083.47 2,857.70 4,150.27 122.80 693.60 418.53 369.05 12,957.01 19,675.39 2,690.44 9,377.97 12,068.41 28.74 12,097.15 *r in milion* As at March 31, 2020 2,128.87 1,627.62 51.70 987.80 519.92 0.13 10.42 163.70 12.10 233.58 425.81 78.47 6,240.12 115.27 82.24 4,486.77 2,758.85 1,051.53 78.90 617.11 438.07 503.30 10,132.04 16,372.16 2,688.80 7,802.31 10,491.11 35.71 10,526.82

A ASSETS Non-current assets a. Property, plant and equipment b. Right-of-use Asset c. Capital work-in-progress d. Goodwill e. Other intangible assets f. Intangible assets under development g. Equity accounted investees h. Financial assets Investments Loans Other financial assets Income tax assets (net) j. Deferred tax assets (net) k. Other non-current assets 2 Current assets a. Inventories b. Financial assets Investments Trade receivables Cash and cash equivalents Other balances with banks Loans Unbilled revenue Other financial assets c. Other current assets TOTAL ASSETS B EQUITY AND LIABILITIES Equity a. Equity share capital b. Other equity Equity attributable to owners of the Company Non-controlling interest Total equity Liabilities Non-current liabilities a. Financial liabilities Borrowings Lease liabilities Other financial liabilities b. Provisions c. Deferred tax liabilities (net) 2 Current liabilities a. Financial liabilities Borrowings Trade payables (i) Total outstanding dues of micro enterprises and small enterprises (ii) Total outstanding dues of creditors other than micro enterprises and small enterprises Lease liabilities Other financial liabilities b. Other current liabilities c. Provisions d. Income tax liabilities (net) TOTAL EQUITY AND LIABILITIES Place: Pune Date : July 23, 2021
	24.04 1,900.56 280.49 96.40 0.07 29.73 1,143.95 120.94
	2,301.56 1,294.62
	2.47 1,349.95 367.86 868.70 2,104.42 336.17 247.11 166.10 0.07 846.67 313.51 1,216.92 1,537.94 307.58 161.93
	5,276.68 4,550.72

	16,372.16

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BS R & Co. LLP

Chartered Accountants

8th floor, Business Plaza, Telephone: +91 20 6747 7300 Westin Hotel Campus, Fax: +91 20 6747 7310 36/3-8, Koregaon Park Annex, Mundhwa Road, Ghorpadi, Pune - 411001, India

REVISED INDEPENDENT AUDITORS' REPORT

To the Members ofKPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

Report on the Audit of Revised Consolidated Financial Statements

This Report supersedes our Report dated 28 April 2021

Opinion

We have audited the revised consolidated financial statements of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited) (hereinafter referred to as the 'Holding Company") and its subsidiaries (Holding Company and its subsidiaries together referred to as "the Group"), and its joint venture, which comprise the revised consolidated balance sheet as at 31 March 2021, and the revised consolidated statement of profit and loss (including other comprehensive income), revised consolidated statement of changes in equity and revised consolidated statement of cash flows for the year then ended, and notes to the revised consolidated financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the revised consolidated financial statements").

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of report of other auditor on separate financial statements of joint venture as was audited by the other auditor, the aforesaid revised consolidated 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 accounting principles generally accepted in India, of the consolidated state of affairs of the Group and its joint venture as at 31 March 2021 of its consolidated profit and other comprehensive income, consolidated changes in equity and consolidated cash flows for the year then ended.

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 SAs are further described in the Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements section of our report. We are independent of the Group and its joint venture in accordance with the ethical requirements that are relevant to our audit of the revised consolidated financial statements in terms of the Code of Ethics issued by the Institute of Chartered Accountants of India and the relevant provisions of the Act, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence obtained by us along with the consideration of audit report of the other auditor referred to in sub paragraph (a) of the "Other Matters" paragraph below, is sufficient and appropriate to provide a basis for our opinion on the revised consolidated financial statements.

Emphasis of Matter

We draw attention to Note 1.1 and Note 46(7) of the revised consolidated financial statements which describes the Basis of preparation. As explained in detail therein, these revised consolidated financial statements for the year ended 31 March 2021 have been prepared pursuant to the Composite Scheme of Arrangement ('the Scheme') for merger of Impact Automotive Solutions Limited, wholly owned subsidiary of the Company ("Transferor Company") with the Company, from the specified retrospective appointed date (1 April 2019), as approved by the National Company Law Tribunal (NCL T), Mumbai Bench, vide order dated 15 June 2021 ("Order"). A certified copy of the Order sanctioning the Scheme has been filed by the Company with Registrar of the Companies, Maharashtra, on 22 June 2021.

Principal Offiaa; 14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center. Western Express Highway, Goregaon (East), Mumbai - 400063

B S R & Co. (a partnership firm with Registration No. BA61223J converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181 I with effect from October 14.2013

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Emphasis of Matter (continued)

Note 46 (7) in the Notes to the earlier consolidated financial statements explained that a petition regarding the merger of Impact Automotive Solutions Limited with the Company w.e.f. 1 April 2019 was pending before the NCLT. We issued a separate auditor's report dated 28 April 2021 on these consolidated financial statements to the shareholders of the Company. The aforesaid petition having been approved subsequently, the Company has now prepared revised consolidated financial statements incorporating the impact of the merger. Consequently, our revised audit report is with reference to the revised financial statements. In accordance with the provisions of Standard on Auditing 560 (Revised) 'Subsequent Events' issued by The Institute of Chartered Accountants oflndia, our audit procedures, in so far as they relate to the revision to the Consolidated Financial Statements, have been carried out solely on this matter and no additional procedures have been carried out for any other events occurring after 28 April 2021 (being the date of our earlier audit report on the earlier consolidated financial statements). Our earlier audit report dated 28 April 2021 on the earlier consolidated financial statements is superseded by this revised report on the revised consolidated financial statements.

Our opinion 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 revised consolidated financial statements of the current period. These matters were addressed in the context of our audit of the revised consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

	Descriptionof Key Audit Matter
	The key audit matter How the matter was addressed in our audit
	Revenue recognition in respect of fxed price contracts The Group engages into fxed-price contracts with customers. In respect of fixed-price contracts, revenue is recognized using percentage of completion computed as per the input method. This is based on the Group's estimate of contract costs and effrts fr completion of contract. Provision for estimated losses on uncompleted contracts are recorded in the period in which such losses become probable based on the expected contract estimates at the reporting date. Contract estimates are frmed by the Group considering the following: • Application of the revenue recognition accounting standard is complex. It involves a number of key judgements and estimates. One of the key estimate is total cost-to-completion of these contracts. It is used to determine the percentage of completion of the relevant performance obligation. Our audit procedures in this area included the following: • Obtained an understanding of the systems, processes and controls implemented by the Group and evaluating the design and implementation of interal controls fr measurmg and recording revenue and the associated contract assets and uneaed revenue. • Tested the design and operating efectiveness of key IT controls over IT environment in which the business systems operate. This includes access controls, progra change controls, program development controls and IT operation controls; • For selected samples of contracts, we inspected the terms of the contract and assessed the revenue recognized in accordance with Ind AS by: ►Evaluating the identification of performance obligations.

BS R & Co. LLP

There is judgement involved in identification of distinct performance obligations and determination of transaction price for such performance obligations.
COVID 19 pandemic may impact the total revenue and costs to complete the contracts. In some cases, Group's contract interests are adequately protected. In other cases, there may be possible significant risks though the Group is cautious of them.
These contracts may involve onerous obligations on the Group requiring critical estimates to be made.
Contracts are subject to modification to account for changes in contract specification and requirements.
At year-end a significant amount of work in progress (Contract assets and liabilities) related to these contracts is recognised on the balance sheet representing the work completed, costs incurred and accrued.

Considering the significant estimate involved in recognition of revenue based on percentage of completion method m respect of fixed price contracts, we have considered this as key audit matter.

(Refer note l.l(i), 1.3, and 43 to the revised consolidated financial statements)

►Agreeing the· transaction price to the underlying contracts.
►Inspecting the approval of the estimates of cost to complete.
►Evaluating the impact on the total revenue and the cost to complete the contract from COVID 19 pandemic.
►Challenging the Group's estimate of contract cost through a retrospective comparison of costs incurred with budgeted costs. Identifying significant variations and testing variations resulting into re-estimating the remaining costs to complete the contract.
►Assessing the work in progress ( contract assets) on the balance sheet date by inspecting the underlying mvo1ces and signed agreements on sample basis to identify possible delays in achieving milestones. Those may require change in estimated costs to complete the remaining performance obligations.
►Comparing, on a sample basis, revenue transactions recorded during the year with the underlying contracts, actual costs incurred, and invoices raised on customers. Also, checked the related revenue, contract costs, provision for onerous contracts, contract assets and unearned revenue had been m with the
recognised accordance requirements oflnd AS 115.
►Performing analytical procedures on incurred and estimated contract costs or efforts. It includes assessment of contracts with unusual or negative margins, little or no movement in efforts from previous periods. We also performed analytical procedures on contract assets with little or no movement in invoicing from previous periods.

BS R&Co. LLP

Impairment of goodwill

Our audit procedures in this area included the following:

The Group 1s required to test goodwill for • Assessed Group's evaluation of identification of impairment every year or more frequently when cash generating units and allocation of goodwill there is an indication of impairment. The to the respective CGUs; impairment charge is determined by comparing the carrying value of goodwill with its recoverable • Evaluated the Group's assessment of amount. We consider the impairment testing of recoverable amount and impairment assessment goodwill by the Group to involve significant for goodwill; estimates and judgment. There is inherent • uncertainty involved in forecasting and Tested the arithmetical accuracy of the cash flow projections and impairment assessment made by discounting future cashflows, including the the Group; possible effects of COVID-19 pandemic, which are the basis of the assessment of recoverability. • We challenged the Group's assumptions used in Considering the significant judgement involved, impairment analysis, such as projected EBITDA impairment of goodwill is identified as a key audit & revenue growth rate, terminal growth rates matter.

Assessed Group's evaluation of identification of cash generating units and allocation of goodwill to the respective CGUs;
Evaluated the Group's assessment of recoverable amount and impairment assessment for goodwill;

esmaes an jugmen. ere s neren uncertainty involved in frecasting and discounting fture cashflows, including the possible effects of COVID-19 pandemic, which	• Tested the arithmetical accuracy of the cash fow projections and impairent assessment made by the Group;
are the basis of the assessment of recoverability. Considering the signifcant judgement involved, impairment of goodwill is identifed as a key audit matter.	• We challenged the Group's assumptions used in impairment analysis, such as projected EBITDA & revenue growth rate, terminal growth rates and discount rates, including consideration of
Refer note 1.l(v), 1.8.b(ii) and 2C to the revised consolidated financial statements	impact ofCOVID 19 by: ► comparing the same to exterally derived data and industry comparators, where
	available;
	► assessing the sensitivity of assumptions on
	the impairment assessment; ► comparing the frecasts against the-historical perfrmance.
	This was based on our knowledge of the Group
	and the markets in which the CGU operates. We
	took assistance of our valuations team for above
	testing;
	• Perfrmed sensitivity analysis of the key assumptions, such as fture revenue growth rates
	and the discount rate used in determining the
	recoverable value;
	• Evaluated the adequacy of the disclosures of key
	assumptions and judgements.

Information Other than the revised Consolidated Financial Statements and revised Auditors' Report Thereon

The Holding Company's management and Board of Directors are responsible for the other information. The other information comprises the information included in the holding Company's annual report, but does not include the revised financial statements and our revised auditors' report thereon.

Our opinion on the revised consolidated 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 revised consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the revised consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed and based on the work done/ audit report of other auditor, 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.

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Management's and Board of Directors' Responsibilities for the revised Consolidated Financial Statements

The Holding Company's Management and Board of Directors are responsible for the preparation and presentation of these revised consolidated financial statements in term of the requirements of the Act that give a true and fair view of the consolidated state of affairs, consolidated profit/ loss and other comprehensive income, consolidated statement of changes in equity and consolidated cash flows of the Group including its joint venture in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act. The respective Management and Board of Directors of the companies included in the Group and of its joint venture are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of each company and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the revised consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the revised consolidated financial statements by the Management and Directors of the Holding Company, as aforesaid.

In preparing the revised consolidated financial statements, the respective Management and Board of Directors of the companies included in the Group and of its joint venture are responsible for assessing the ability of each company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and of joint venture is responsible for overseeing the financial reporting process of each company.

Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the revised consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a revised 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 revised consolidated 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 revised consolidated 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.

BS R & Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements (Continued)

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 the internal financial controls with reference to the consolidated financial statements and the operating effectiveness of such controls based on our audit.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors.
Conclude on the appropriateness of Management and Board of Directors use of the going concern basis of accounting in preparation of revised consolidated financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required to draw attention in our revised auditor's report to the related disclosures in the revised consolidated 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 earlier auditor's report. However, future events or conditions may cause the Group and its joint venture to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the revised consolidated financial statements, including the disclosures, and whether the revised consolidated 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 such entities or business activities within the Group and its joint venture to express an opinion on the revised consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the revised consolidated financial statements of which we are the independent auditors. For the other entities included in the revised consolidated financial statements, which have been audited by other auditor, such other auditor 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 para (a) of the section titled 'Other Matters' in this revised audit report.

We believe that the audit evidence obtained by us along with the consideration of audit report of the other auditor referred to in sub-paragraph (a) of the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the revised consolidated financial statements.

We communicate with those charged with governance of the Holding Company and such other entities included in the revised consolidated financial statements of which we are the independent auditors 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.

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements (Continued)

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the revised consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our revised 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 revised report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

We did not audit the financial statements of Transferor Company (now merged with effect from 1 April 2019 per the NCL T order dated 15 June 2021 and as mentioned in Emphasis of Matter paragraph) included in the revised consolidated financial statements of the Holding Company whose financial statements reflect total assets of Rs. 314. 73 million as at 31 March 2021 and the total revenue of Rs. 4.94 million, total net loss after tax Rs. 200.67 million and net cash outflows amounting to Rs. 184.40 million for the year ended on that date, as considered in the revised consolidated financial statements. This Transferor Company has been audited by the independent auditor 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 this Transferor Company, is based solely on the report of such independent auditor, as adjusted for the accounting effects of the Scheme recorded by the Company (in particular, the accounting effects oflnd AS 103 'Business Combinations') and other consequential adjustments, which have been audited by us.
The revised consolidated financial statements also include the Group's share of net loss ( and other comprehensive income) of Rs. Nil for the year ended 31 March 2021, in respect of one joint venture, whose financial statements have not been audited by us. These financial statements have been audited by other auditor whose reports have been furnished to us by the Management and our opinion on the revised consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of this joint venture, and our revised report in terms of sub-section (3) of Section 143 of the Act, in so far as it relates to the aforesaid joint venture is based solely on the audit report of the other auditor.

Our opinion on the revised consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditor.

Report on Other Legal and Regulatory Requirements

A. As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other auditor on separate financial statements of such joint venture as were audited by other auditor, as noted in the 'Other Matters' paragraph, we report, to the extent applicable, 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 of the aforesaid revised consolidated financial statements.

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT- 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Report on Other Legal and Regulatory Requirements (continued)

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid revised consolidated financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditor.
c) The revised consolidated balance sheet, the revised consolidated statement of profit and loss (including other comprehensive income), the revised consolidated statement of changes in equity and the revised consolidated statement of cash flows dealt with by this revised Report are in agreement with the relevant books of account maintained for the purpose of preparation of the revised consolidated financial statements.
d) In our opinion, the aforesaid revised consolidated 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 of the Holding Company as on 31 March 2021 taken on record by the Board of Directors of the Holding Company and the report of the statutory auditor of its joint venture incorporated in India, none of the directors of the Group companies and its joint venture incorporated in India is disqualified as on 31 March 2021 from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Holding Company, its joint ventures incorporated in India and the operating effectiveness of such controls, refer to our separate revised Report in "Annexure A".
B. With respect to the other matters to be included in the revised Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditor's) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditor on separate financial statements of the joint venture, as noted in the 'Other Matters' paragraph:

1. There were no pending litigations as at 31 March 2021 which would impact the consolidated financial position of the Group and its joint venture.

The Group and its joint venture did not have any material foreseeable losses on long-term contracts including derivative contracts during the year ended 31 March 2021.
iii. There are no amounts which are required to be transferred to the Investor Education and Protection Fund by the Holding Company or its joint venture incorporated in India during the year ended 3 1 March 2021.
iv. The disclosures in the revised consolidated financial statements regarding holdings as well as dealings in specified bank notes during the period from 8 November 2016 to 30 December 2016 have not been made in the financial statements since they do not pertain to the financial year ended 31 March 2021

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Report on Other Legal and Regulatory Requirements (Continued)

C. With respect to the matter to be included in the revised Auditor's report under section 197(16):

In our opinion and according to the information and explanations given to us and based on the report of the statutory auditor of such joint venture incorporated in India which was not audited by us, the remuneration paid during the current year by the Holding Company, and joint venture to its directors is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director by the Holding Company, and joint venture, as applicable, is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

For BS R & Co. LLP Chartered Accountants Firm's Registration No. 101248W /W-100022

==> picture [93 x 31] intentionally omitted <==

Swapnil Dakshindas

Place: Pune Date: 23 July 2021

Partner Membership No. 113896 UDIN:21113896AAAAEL9832

BS R & Co. LLP

Annexure A to the revised Independent Auditors' report on the revised consolidated financial statements of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited) for the period ended 31 March 2021

Revised report on the internal financial controls with reference to the aforesaid revised consolidated financial statements under Clause (i} of Sub-section 3 of Section 143 of the Companies Act, 2013

(Referred to in paragraph (A)(f) under 'Report on Other Legal and Regulatory Requirements' section of our revised report of even date)

This Report supersedes our Report dated 28 April 2021

Opinion

In conjunction with our audit of the revised consolidated financial statements of the Company as of and for the year ended 31 March 2021, we have audited the internal financial controls with reference to consolidated financial statements of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited) (hereinafter referred to as "the Holding Company") and such companies incorporated in India under the Companies Act, 2013 which is its joint venture company, as of that date.

In our opinion, the Holding Company and such companies incorporated in India which is its joint venture company, have, in all material respects, adequate internal financial controls with reference to consolidated financial statements and such internal financial controls were operating effectively as at 31 March 2021, based on the internal financial controls with reference to consolidated financial statements criteria established by such companies considering the essential components of such internal controls stated in the Guidance Note on Audit oflntemal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India ( the "Guidance Note").

Emphasis of Matter

We draw attention to Note 1.1 and Note 46(7) of the revised consolidated financial statements which describes the Basis of preparation. As explained in detail therein, these revised consolidated financial statements for the year ended 31 March 2021 have been prepared pursuant to the Composite Scheme of Arrangement ('the Scheme') for merger ofimpact Automotive Solutions Limited, wholly owned subsidiary of the Company ("Transferor Company") with the Company, from the specified retrospective appointed date (1 April 2019), as approved by the National Company Law Tribunal (NCL T), Mumbai Bench, vide order dated 15 June 2021 ("Order"). A certified copy of the Order sanctioning the Scheme has been filed by the Company with Registrar of the Companies, Maharashtra, on 22 June 2021.

Note 46 (7) in the Notes to the earlier consolidated financial statements explained that a petition regarding the merger of Impact Automotive Solutions Limited with the Company w.e.f. 1 April 2019 was pending before the NCLT. We issued a separate auditor's report dated 28 April 2021 on these consolidated financial statements to the shareholders of the Company. The aforesaid petition having been approved subsequently, the Company has now prepared revised consolidated financial statements incorporating the impact of the merger. Consequently, our revised audit report is with reference to the revised financial statements. In accordance with the provisions of Standard on Auditing 560 (Revised) 'Subsequent Events' issued by The Institute of Chartered Accountants of India, our audit procedures, in so far as they relate to the revision to the Consolidated Financial Statements, have been carried out solely on this matter and no additional procedures have been carried out for any other events occurring after 28 April 2021 (being the date of our earlier audit report on the earlier consolidated financial statements). Our earlier audit report dated 28 April 2021 on the earlier consolidated financial statements is superseded by this revised report on the revised consolidated financial statements.

Our opinion is not modified in respect of this matter.

BS R&Co. LLP

This Report supersedes our Report dated 28 April 2021

Management's Responsibility for Internal Financial Controls

The respective Company's management and the Board of Directors are responsible for establishing and maintaining internal financial controls with reference to consolidated financial statements based on the criteria established by the respective Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation ofreliable financial information, as required under the Companies Act, 2013 (hereinafter referred to as "the Act").

Auditors' Responsibility

Our responsibility is to express an opinion on the internal financial controls with reference to consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to consolidated financial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to consolidated financial statements were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls with reference to consolidated financial statements included obtaining an understanding of internal financial controls with reference to consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of the internal controls based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the revised consolidated financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors of the relevant joint venture company in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our revised audit opinion on the internal financial controls with reference to consolidated financial statements.

Meaning oflnternal Financial controls with Reference to Consolidated Financial Statements

A company's internal financial controls with reference to consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance ofrecords that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the revised consolidated financial statements.

BS R&Co. LLP

This Report supersedes our Report dated 28 April 2021

Inherent Limitations of Internal Financial controls with Reference to consolidated Financial Statements

Because of the inherent limitations of internal financial controls with reference to consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to consolidated financial statements to future periods are subject to the risk that the internal financial controls with reference to consolidated financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Other Matters

Our aforesaid reports under Section l 43(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls with reference to consolidated financial statements insofar as it relates to one joint venture company, which is company incorporated in India, is based on the corresponding report of the auditor of such company incorporated in India.

For BS R & Co. LLP Chartered Accountants Firm's Registration No. 101248W/W-100022

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Place: Pune Date: 23 July 2021

Swapnil Dakshindas Partner Membership No. 113896 UDIN: 21113896AAAAEL9832

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I [email protected] I www.koit.com I CIN : L74999PN2018PLC174192 PART I: STATEMENT OF REVISED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Refer note 1) < in million (except per share data)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I [email protected] I www.koit.com I CIN : L74999PN2018PLC174192 PART I: STATEMENT OF REVISED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Refer note 1) < in million (except per share data)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I [email protected] I www.koit.com I CIN : L74999PN2018PLC174192 PART I: STATEMENT OF REVISED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Refer note 1) < in million (except per share data)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I [email protected] I www.koit.com I CIN : L74999PN2018PLC174192 PART I: STATEMENT OF REVISED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Refer note 1) < in million (except per share data)	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I [email protected] I www.koit.com I CIN : L74999PN2018PLC174192 PART I: STATEMENT OF REVISED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Refer note 1) < in million (except per share data)
Particulars	Quarter ended		Year ended
	March 31, 2021 December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
Revenue from operations Other income: Net gain on investments carried at fair value through profit and loss Interest and dividend income on investments Others (Refer note 3) Total Income Expenses Cost of materials consumed Changes in inventories of finished goods and work-in-progress Employee benefits expense Finance costs (Refer note 4) Depreciation and amortization expense Net loss on investments carried at fair value through profit and loss Other expenses (Refer note 3) Totalexpenses Profit before exceptional items and tax Exceptional items (Refer note 7) Profit before tax Tax expense Current tax Deferred tax (benefit} / charge Total tax expense Profit for the period/year Other comprehensive income/(loss) Items that will not be reclassified to profit or loss Remeasurements of defined benefit plans Income tax on items that will not be reclassified to profit or loss Items that will be reclassified to profit or loss Effective portion of gains / (losses) on hedging instruments in cash flow hedges Income tax on items that will be reclassified to profit or loss Total other comprehensive income/(loss) Total comprehensive income for theperiod/year	2,378.85 1,997.15 2,194.47 11.56 2.88 47.43 31.80 29.14 7.60 17.39 71.96 91.16 2,439.60 2,101.13 2,340.66 - - 8.24 - - 9.15 1,364.48 1,321.87 1,439.25 18.16 16.02 40.68 211.00 228.82 223.24 - - - 397.71 317.11 317.17 1,991.35 1,883.82 2,037.73 448.25 217.31 302.93 - - (64.15) 448.25 217.31 238.78 13.79 61.07 85.27 (15.04) (35.07) (75.22) (1.25} 26.00 10.05 449.50 191.31 228.73 27.46 (2.17) 0.82 (8.99) 0.76 1.73 59.88 (20.54) (75.70) (20.93) 7.17 26.45 57.42 (14.78) (46.70) 506.92 176.53 182.03		8,028.48 18.33 89.71 67.86 8,204.38 0.52 - 4,875.68 86.40 911.12 - 1,369.18 7,242.90 961.48 32.03 993.51 193.50 (135.25) 58.25 935.26 21.55 (6.40) 155.46 (54.33) 116.28 1,051.54	9,676.48 - 28.10 208.33 9,912.91 78.23 6.65 5,349.50 153.08 859.91 56.92 1,433.38 7,937.67 1,975.24 100.85 2,076.09 484.98 (306.61) 178.37 1,897.72 (29.10) 6.56 (114.38) 39.97 (96.95) 1,800.77
Paid up equity capital (face value � 10 per share) Other equity Earnings per equity share (face value per share < 10 each) Basic Diluted _EPS are not annualised for the interim periods._**	2,690.44 2,689.86 1.67 0.71 1.66 0.71	2,688.80 0.85 0.85	2,690.44 7,792.21 3.48 3.46	2,688.80 6,631.94 7.06 7.04

Notes:

Application seeking approval of the Scheme was subsequently filed with Hon'ble National Company Law Tribunal (NCLT), Mumbai Bench on September 27, 2019.

The standalone financial results of the Company for the year ended March 31, 2021 were approved by the Board of Directors at its meeting held on April 28, 2021 without giving effect to the Scheme since the petition was pending before the NCL T.

On receipt of the certified copy of the order dated June 15, 2021 from NCLT, Mumbai Bench sanctioning the Scheme, with appointed date April 1, 2019, and upon filing the same with Registrar of Companies, Maharashtra on June 22, 2021 the Scheme has become effective.

Accordingly, the Company has given effect to the Scheme in the earlier approved standalone financial results for the year ended March 31, 2021 from the Appointed date of April 1, 2019 by revising the standalone financial results approved by the Board of Directors on April 28, 2021.

These Revised standalone financial results for the year ended March 31, 2021 have been prepared pursuant to the Scheme of merger of Transferor Company with the Company from the specified retrospective appointed date of April 1, 2019. Pursuant to the Scheme, all the assets, liabilities, reserves and surplus of the transferor company have been transferred to and vested in the Company with effect from the appointed date at their carrying values.

The revision to the standalone financial results have been carried out solely for the impact of above referred merger and no additional adjustments have been carried out for any other events occurring after April 28, 2021 (being the date when the financial results were first approved by the Board of Directors of the Company).

2 The above revised standalone financial results have been reviewed by the Audit Committee and thereafter approved and taken on record by the Board of Directors in their respective meetings held on July 23, 2021. These revised standalone financial results have been prepared in accordance with the Indian Accounting Standards ("Ind-AS") as specified under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016 and provisions of the Companies Act, 2013.
3 Details of foreign exchange gain/ (loss) included in above results:

Particulars Foreign exchange gain/(loss) (net) included in other income Foreign exchangegain/(loss) (net)included in other expenses	March 31, 2021 - (35.71) Quarter ended December 31, 2020 64.07 10.12 Year ended March 31, 2020 March 31, 2021 March 31, 2020 88.25 28.36 188.54 - - -

4 Details of finance costs:

Particulars	Quarter ended Year ended	Quarter ended Year ended
	March 31, 2021 13.80- 0.93 3.43 18.16 December 31, 2020 14.54- 1.23 0.25 16.02	March 31, 2020 March 31, 2021March 31, 2020 19.22 70.43 69.07 8.27 - 29.43 3.88 9.76 42.75 9.31 6.21 11.83 40.68 86.40 153.08
Finance cost on lease liabilities as per Ind-AS 116 Leases Net foreign exchange Loss considered as finance cost Interest expense on working capital loan and term loan Other interest expense*
Total finance costs

*As per para 6(e) of ind-AS 23 "Borrowing costs'; the exchange differences arising from foreign currency borrowings, to the extent that they are regarded as an adjustment to interest costs, are regrouped from other exchange differences to finance costs.
5 Where financial results contain both consolidated financial results and standalone financial results of the parent, segment information is required to be presented only in the consolidated financial results. Accordingly, segment information has been presented in the revised consolidated financial results.
6 The revised standalone results of the Company are available on the Company's website, www.kpit.com and also on the website of the BSE Limited, www.bseindia.com and National Stock Exchange of India Limited, www.nseindia.com, where the shares of the Company are listed.

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7 a) In line with its re-defined strategy to focus only on Software led services and solutions for Mobility and discontinue hardware dominated
products, the Company had
completed the conditions precedents towards the disinvestment of its business related to telematics hardware products consisting VTS - AIS
140, OBITS (On Bus Integrated Telematics Systems complying to UBS-II specifications), and telematics products for School buses to Minda
Industries Ltd. The initial consideration of � 170.00 million was accounted for during the quarter ended on June 30, 2019, and an expense of �
18 million and � 31.20 million were incurred during the quarter ended on September 30, 2019 and December 31, 2019 respectively towards the
obligations related to the sale of business and the same was accounted for as an Exceptional Item.
during the quarter ended September 30, 2019, provided for exposure in its joint venture company in the business in "KIVI-Smart Bus WIFI"
towards loan of t 11.8 million.
during the quarter ended September 30, 2019, entered into a definitive agreement with leading manufacturing company in India towards
disinvestment of its business related to Defense and Aeronautic hard-ware products. The upfront consideration of � 56 million was
recognised on completion of the closing.
during the quarter ended March 31, 2020, on prudent assessment, written-off its inventories of� 64.15 million including the related GST
b) In line with the Company's operational efficiency measures, it had consolidated its presence during the quarter ended September 30, 2020,
resulting into early termination of some of its existing leased office premises in Pune, India. Accordingly, as per Ind-AS 116 "Leases",
remeasured the lease Liability and on prudent assessment, also written-off its property, plant and equipment at the said Location. The net
impact oft 32.03 million was recognised in the Statement of Profit and Loss.
8 The Company has taken into account the possible impacts of COVID-19 in preparation of the above revised standalone financial results, including
but not limited to its assessment of liquidity and going concern assumption, recoverable values of its financial and non-financial assets, impact
on revenues and on cost budgets in respect of fixed price contracts, impact on Leases and impact on effectiveness of its hedging relationships.
The Company has considered internal and certain external sources of information including reliable credit reports, economic forecasts and
industry reports upto the date of approval of the above revised standalone financial results and expects to recover the carrying amount of its
assets. The impact of COVID-19 on the revised standalone financial results may differ from that estimated as at the date of approval of the
revised standalone financial results.
9 The Indian Parliament has approved the Code on Social Security, 2020 which could impact the contributions by the company towards Provident
Fund and Gratuity. The effective date from which the changes are applicable is yet to be notified. The Company will complete its evaluation and
will give appropriate impact in the financial results in the period in which, the Code and related rules become effective.
10 Revised Statement of Cash flows is attached in Annexure A.
11 The Board of Directors had declared a dividend of � 1.50 per equity share, at its meeting held on April 28, 2021. As mentioned in note 1 above, the
merger order has been received after the end of financial year 2020-21 and hence the relevant change in the net profit on account of merger is
not considered while calculating the dividend payout ratio for financial year 2020-21.
For and on behalf of the Board of Directors of
KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)
�r
hin lii ar
Place: Pune ole-t;me Director
Date: July 23, 2021 : 02918460
----- End of picture text -----

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192

ANNEXURE A: REVISED STANDALONE STATEMENT OF CASH FLOWS (Refer note 1 of Part I)

fin million

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057	KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED) Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057
Phone: +91 20 6770 [email protected] I CIN: L74999PN2018PLC174192 ANNEXURE A: REVISED STANDALONE STATEMENT OF CASH FLOWS (Refer note 1 of Part I) *fin million*
Particulars ACASH FLOW FROM OPERATING ACTIVITIES .Profit for the year Adjustments for: Tax expense Loss on sale of property, plant and equipment and intangible assets (net) Depreciation and amortization expense Interest expense Interest income Dividend income Exceptional items Unrealised loss/(gain) on investment carried at fair value through profit and loss (net) Realised gain on investment carried at fair value through profit and loss (net) Provision for doubtful debts and advances (net) Bad debts written off Share based compensation expenses Net unrealised foreign exchange loss/(gain) Others Operating profit before working capital changes Adjustments for changes in working capital: Trade receivables and unbilled revenue Inventories Other financial assets and other assets Trade Payables Other financial liabilities and other liabilities Cash generated from operations Taxes paid (net) Net cash generated from operating activities (A) BCASH FLOW FROM INVESTING ACTIVITIES Purchase of property, plant and equipment and intangible assets Proceeds from sale of property, plant and equipment Investment in subsidiary Investment in mutual fund Proceeds from sale of investment in mutual fund Proceed from sale of investments carried at fair value through profit and loss Proceed from disinvestment of Telematics and Defense business Loan given to subsidiary Loan repaid by subsidiary companies Loan given to equity accounted investee Interest received Dividend received Fixed deposits with banks (net) having maturity over three months Net cash used in investing activities (B) CCASH FLOW FROM FINANCING ACTIVITIES Proceeds from long term loan from banks Repayment of long term loan from banks Payment of lease liabilities Payment towards shares issue and listing expenses Proceeds from working capital loan Repayment of working capital loan Proceeds from / (payments for) shares issued / purchased by Employee Welfare Trust (net) Dividend paid including corporate dividend tax Interest and finance charges paid Net cash used in financing activities (C) DExchange differences on translation of foreign currency cash and cash equivalents Net (decrease) / increase in cash and cash equivalents(A+ B+C+D) Cash and cash equivalents at close of the year Cash and cash equivalents at beginning of the year Cash and cash equivalents transferred pursuant to scheme of merger Cash (deficit) / surplus for the year	Year ended
	March 31, 2021 935.26 58.25 3.96 911.12 86.40 (114.18) (2.23) (32.03) (18.33) (1.41) 125.95 37.25 67.49 135.58 4.80	March 31, 2020 1,897.72 178.37 0.93 859.91 123.65 (31.41) (13.82) (100.85) 56.92 - (17.71) 0.35 32.17 (116.50) -
	2,197.88 1,207.53 110.46 282.72 (5.96) 552.26 4,344.89 (166.87)	2,869.73 (637.00) (9.11) 1,479.28 (36.08) (551.34) 3,115.48 (669.61)
	4,178.02 (462.50) 4.97 (0.01) (2,916.00) 1,722.06 34.33 - - 498.30 - 71.05 2.23 (2,581.79)	2,445.87 (340.57) 12.23 (361.27) (842.00) 842.00 347.90 92.50 (474.00) - (11.80) 17.03 13.82 133.38
	(3,627.36)	(570.78)
	- (382.03) (220.55) - 2,178.60 (2,344.70) 6.56 - (15.77) (777.89)	9.04 (381.82) (195.25) (0.12) 1,267.21 (1,705.61) 14.48 (568.85) (52.63) (1,613.55)
	(15.54)	18.88
	(242.77)	280.42
	438.25 681.02 -	681.02 389.93 10.67
	(242.77)	280.42

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

Registered & Corporate Office - Plot-17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Hinjawadi, Taluka - Mulshi, Pune - 411057 Phone: +91 20 6770 6000 I grievances@k it.com I www.kpit.com I CIN : L74999PN2018PLC174192

PART II: REVISED STANDALONE BALANCE SHEET (Refer note 1 of Part I)

PART II: REVISED STANDALONE BALANCE SHEET (Refer note 1 of	Part I)
	r in milion
A ASSETS 1 Non-current assets a. Property, plant and equipment b. Right-of-use assets c. Capital work-in-progress d. Other intangible assets e.Intangible assets under development f. Financial assets Investments Loans Other financial assets g. Income tax assets (net) h. Deferred tax assets (net) i. Other non-current assets 2 Currentassets a. Inventories b. Financial assets Investments Trade receivables Cash and cash equivalents Other balances with banks Loans Unbilled revenue Other financial assets c. Other current assets TOTAL ASSETS B EQUITYANDLIABILITIES Equity a. Equity share capital b. Other equity Liabilities Non-current liabilities a. Financial liabilities Borrowings Lease liabilities Other financial liabilities b. Provisions 2 Current liabilities a. Financial liabilities Borrowings Trade payables (i) Total outstanding dues of micro enterprises and small enterprises (ii) Total outstanding dues of creditors other than micro enterprises and small enterprise Lease liabilities Other financial liabilities b. Other current liabilities c. Provisions d. Income tax liabilities (net) TOTAL EQUITY AND LIABILITIES As at March 31, 2021 1,700.17 833.06 117.54 259.73 2.82 2,771.66 40.14 17.25 122.45 453.07 29.02 6,346.91 1,261.59 1,637.06 438.25 2,648.48 61.16 235.69 342.19 226.25 6,850.67 13,197.58 2,690.44 7,792.21 10,482.65 24.04 443.68 146.65 95.62 709.99 2.47 482.53 123.35 310.37 884.32 164.65 37.25 2,004.94 13,197.58 ar of q1rectors of As at March 31, 2020 1,941.20 1,104.38 49.51 448.74 0.13 2,771.65 605.20 12.10 112.04 378.54 66.30 7,489.79 115.27 82.24 3,055.27 681.02 71.07 38.77 306.89 294.09 338.67 4,983.29 12,473.08 2,688.80 6,631.94 9,320.74 29.73 761.72 120.94 912.39 166.10 0.07 489.58 158.21 690.68 586.80 148.30 0.21 2,239.95 12,473.08 D ( twhile KPIT ENGINEERING LIMITED) Place: Pune -� Wh le-time Director Date: July23,2021 DI : 02918460	As at March 31, 2021 1,700.17 833.06 117.54 259.73 2.82 2,771.66 40.14 17.25 122.45 453.07 29.02 6,346.91 1,261.59 1,637.06 438.25 2,648.48 61.16 235.69 342.19 226.25 As at March 31, 2020 1,941.20 1,104.38 49.51 448.74 0.13 2,771.65 605.20 12.10 112.04 378.54 66.30 7,489.79 115.27 82.24 3,055.27 681.02 71.07 38.77 306.89 294.09 338.67
	6,850.67 4,983.29

	13,197.58 12,473.08
	2,690.44 7,792.21 2,688.80 6,631.94
	10,482.65 9,320.74
	24.04 443.68 146.65 95.62 29.73 761.72 120.94
	709.99 912.39

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BS R & Co. LLP Chartered Accountants

8th floor, Business Plaza, Telephone: +91 20 6747 7300 Westin Hotel Campus, Fax: +9120 6747 7310 36/3-8, Koregaon Park Annex, Mundhwa Road, Ghorpadi, Pune-411001, India

REVISED INDEPENDENT AUDITORS' REPORT

To the Members of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

Report on the Audit of the Revised Standalone Financial Statements

This Report supersedes our Report dated 28 April 2021

Opinion

We have audited the revised standalone financial statements of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited) ("the Company"), which comprise the revised standalone balance sheet as at 31 March 2021, and the revised standalone statement of profit and loss (including other comprehensive income), revised standalone statement of changes in equity and revised standalone statement of cash flows for the year then ended, and notes to the revised standalone financial statements, including a summary of the significant 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 revised 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 accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2021, and profit and other 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 the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the revised 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 together with the ethical requirements that are relevant to our audit of the revised 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 Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the revised Standalone financial statements.

Emphasis of Matter

We draw attention to Note 1 and Note 44(3) of the revised standalone financial statements which describes the Basis of preparation. As explained in detail therein, these revised standalone financial statements for the year ended 31 March 2021 have been prepared pursuant to the Composite Scheme of Arrangement ('the Scheme') for merger of Impact Automotive Solutions Limited, wholly owned subsidiary of the Company ("Transferor Company") with the Company, from the specified retrospective appointed date (1 April 2019), as approved by the National Company Law Tribunal (NCL T), Mumbai Bench, vide order dated 15 June 2021 ("Order"). A certified copy of the Order sanctioning the Scheme has been filed by the Company with Registrar of the Companies, Maharashtra, on 22 June 2021.

Principal Office:

8 S R & Co. (a pannership firm with Registration No. BA61223) converted into BS R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14,2013

14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai • 400063

BSR&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Emphasis of Matter (continued)

Note 44 (3) in the Notes to the earlier standalone financial statements explained that a petition regarding the merger of Impact Automotive Solutions Limited with the Company w .e.f. 1 April 2019 was pending before the NCL T. We issued a separate auditor's report dated 28 April 2021 on these standalone financial statements to the shareholders of the Company. The aforesaid petition having been approved subsequently, the Company has now prepared revised standalone financial statements incorporating the impact of the merger. Consequently, our revised audit report is with reference to the revised financial statements. In accordance with the provisions of Standard on Auditing 560 (Revised) 'Subsequent Events' issued by The Institute of Chartered Accountants oflndia, our audit procedures, in so far as they relate to the revision to the Standalone Financial Statements, have been ca ied out solely on this matter and no additional procedures have been carried out for any other events occurring after 28 April 2021 (being the date of our earlier audit report on the earlier standalone financial statements). Our earlier audit report dated 28 April 2021 on the earlier standalaone financial statements is superseded by this revised report on the revised standalone financial statements.

We draw attention to Note 44(3) of the revised standalone financial statements which describes the accounting for the Scheme of Amalgamation between the Company and Impact Automotive Solutions Limited, wholly owned subsidiary of the Company. The Scheme has been approved by the NCLT vide its order dated 15 June 2021 and a certified copy has been filed by the Company with the Registrar of Companies, Maharashtra, on 22 June 2021. As per the requirements of Appendix C to Ind AS 103 "Business Combination", the combination has been accounted for as if it had occurred from the beginning of the preceding period in the financial statements. Accordingly, the amounts for the financial year ended 31 March 2021 include the impact of the business combination for the entire year and the corresponding amounts for the previous year ended 31 March 2020 have been restated by the Company after recognising the effect of the amalgamation as above. The aforesaid Note 44(3) also describes in detail the impact of the business combination on the financial statements

Our opinion is not modified in respect of 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 revised standalone financial statements of the current period. These matters were addressed in the context of our audit of the revised standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Description of Key Audit Matter

Description ofKey Audit Matter
The kev audit matter	How the matter was addressed in our audit
Revenue recognition in respect of fxed price contracts The Company engages into fxed-price contracts with customers. In respect of fxed-price contracts, recognizedusingpercentageof revenue IS completion computed as per the input method. This is based on the Company's estimate of contractcostsandefortsforcompletionof contract.	Our audit procedures in this area included the fllowing: • Obtainedanunderstandingof thesystems, processesand controlsimplemented by the Companyandevaluatingthedesigand implementation ofinteral controls for measuringandrecordingrevenueandthe associated contract assets and uneaed revenue.

BS R&Co. LLP

Provision for estimated losses on uncompleted contracts are recorded in the period in which such

losses become probable based on the expected contract estimates at the reporting date.
Contract estimates are formed by the Company considering the following:
Application of the revenue recognition accounting standard is complex. It involves a number of key judgements and estimates. One of the key estimate is total cost-to-completion of these contracts. It is used to determine the percentage of completion of the relevant performance obligation.
There is judgement involved in identification of distinct performance obligations and determination of transaction price for such performance obligations.
COVID 19 pandemic may impact the total revenue and costs to complete the contracts. In some cases, Company's contract interests are adequately protected. In other cases, there may be possible significant risks though the Company is cautious of them.
These contracts may involve onerous obligations on the Company requiring critical estimates to be made.
Contracts are subject to modification to account for changes in contract specification and requirements.
At year-end a significant amount of work in progress (Contract assets and liabilities) related to these contracts is recognised on the balance sheet representing the work completed, costs incurred and accrued.

Considering the significant estimate involved in recognition of revenue based on percentage of completion method in respect of fixed price contracts, we have considered this as key audit matter.

(Refer note 1.2 and 41 to the revised standalone financial statements)

• Tested the desi gn and operating effectiveness of key IT controls over IT environment in which the business systems operate. This includes access controls, program change controls, program development controls and IT operation controls;

For selected samples of contracts, we inspected the terms of the contract and assessed the revenue recognized in accordance with Ind AS by:
►Evaluating the identification of performance obligations.
►Agreeing the transaction price to the underlying contracts.
►Inspecting the approval of the estimates of cost to complete.
►Evaluating the impact on the total revenue and the cost to complete the contract from COVID 19 pandemic.
►Challenging the Company's estimate of contract cost through a retrospective comparison of costs incurred with budgeted costs. Identifying significant variations and testing variations resulting into re-estimating the remaining costs to complete the contract.
►Assessing the work in progress ( contract assets) on the balance sheet date by inspecting the underlying invoices and signed agreements on sample basis to identify possible delays m achieving milestones. Those may require change in estimated costs to complete the remaining performance obligations.
►Comparing, on a sample basis, revenue transactions recorded during the year with the underlying contracts, actual costs incurred, and invoices raised on customers. Also, checked the related revenue, contract costs, provision for onerous contracts, contract assets and unearned revenue had been recognised m accordance with the requirements oflnd AS 115.
►Performing analytical procedures on incurred and estimated contract costs or efforts. It includes assessment of contracts with unusual or negative margins, little or no movement in efforts from previous periods. We also performed analytical procedures on contract assets with little or no movement in invoicing from previous periods.

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Information Other than the revised Standalone Financial Statements and revised Auditors' Report Thereon

The Company's Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Company's annual report, but does not include the revised financial statements and our revised auditors' report thereon.

Our opinion on the revised 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 revised 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 revised 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, 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 revised Standalone Financial Statements

The Company's Management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these revised standalone financial statements that give a true and fair view of the state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (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 accuracy and completeness of the accounting records, relevant to the preparation and presentation of the revised 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 revised standalone financial statements, the Management and 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the revised Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the revised standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a revised 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 revised 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:

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Auditor's Responsibilities for the Audit of the revised Standalone Financial Statements (Continued)

Identify and assess the risks of material misstatement of the revised 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 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 in the revised standalone financial statements made by the Management and Board of Directors.
Conclude on the appropriateness of the Management and Board of Directors 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 revised auditor's report to the related disclosures in the revised 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 earlier 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 revised standalone financial statements, including the disclosures, and whether the revised standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the revised standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our revised 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.

BSR&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limite_d)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Other Matter

We did not audit the financial statements of Transferor Company (now merged with effect from 1 April 2019 per the NCLT order dated 15 June 2021 and as mentioned in Emphasis of Matter paragraph above) included in the revised standalone financial statements of the Company whose financial statements reflect total assets of Rs. 314. 73 million as at 31 March 2021 and the total revenue of Rs. 4.94 million, total net loss after tax Rs. 200.67 million and net cash outflows amounting to Rs. 184.40 million for the year ended on that date, as considered in the revised standalone financial statements. This Transferor Company has been audited by the independent auditor 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 this Transferor Company, is based solely on the report of such independent auditor, as adjusted for the accounting effects of the Scheme recorded by the Company (in particular, the accounting effects of Ind AS 103 'Business Combinations') and other consequential adjustments, which have been audited by us.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors' Report) Order, 2016 ("the Order") issued by the Central Government in terms of section 143 (11) of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
(A) 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.
The revised standalone balance sheet, the revised standalone statement of profit and loss (including other comprehensive income), the revised standalone statement of changes in equity and the revised standalone statement of cash flows dealt with by this Report are in agreement with the books of account
c)
d) In our opinion, the aforesaid revised 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 31 March 2021 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2021 from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate revised Report in "Annexure B".

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Report on Other Legal and Regulatory Requirements (continued)

(8) With respect to the other matters to be included in the revised Auditors' Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

1. The Company does not have any pending litigations which would impact its financial position in its revised standalone financial statements;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
m. There are no amounts which are required to be transferred to the Investor Education and Protection Fund by the Company;
1v. The disclosures in the revised standalone financial statements regarding holdings as well as dealings in specified bank notes during the period from 8 November 2016 to 30 December 2016 have not been made in these revised financial statements since they do not pertain to the financial year ended 31 March 2021.
(C) With respect to the matter to be included in the revised Auditors' Report under section 197(16):

In our opinion and according to the information and explanations given to us, the remuneration paid by the company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

For BS R & Co. LLP Chartered Accountants Firm's Registration No. 101248W/W-100022

==> picture [86 x 33] intentionally omitted <==

Place: Pune Date: 23 July 2021

Swapnil Dakshindas Partner Membership No. 113896 UDIN:21113896AAAAEK1940

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITOR'S REPORT (Continued)

Annexure A to the revised Independent Auditor's Report-31 March 2021 (Referred to in our revised report of even date on the revised financial statements)

This Report supersedes our Report dated 28 April 2021

The Annexure referred to in revised Independent Auditor's Report to the members of the Company on the revised financial statements for the year ended 3 1 March 2021, we report that:

(i) In respect of its fixed assets:
a. The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b. The Company has a regular program of physical verification of its fixed assets, by which its fixed assets are verified in a phased manner over a period of three years. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this program, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification.
c. The title deeds of the immovable properties are in the name of the Company.
(ii) The inventory has been physically verified by the Management during the year. In our opinion, the frequency of such verification is reasonable and there were no material discrepancies noted during such verification. The Management has re-determined obsolescence and has written off completely the Inventory value in books.
(iii) In our opinion and according to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, paragraph 3(iii) of the Order is not applicable to the Company.
(iv) In our opinion and according to information and explanation given to us, the Company has complied with provisions of Section 186 of the Act with respect to investments made during the year. The Company has not given any loan, guarantee or security covered under Section 185 and 186 of the Act during the year.
(v) According to the information and explanations given to us, the Company has not accepted any deposits from the public to which the provisions of Section 73 to Section 76 or any other relevant provisions of the Act and the rules framed there under apply. Accordingly, paragraph 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 sub section (1) of Section 148 of the Act for any of the services rendered by the Company. Accordingly, paragraph 3(vi) of the Order is not applicable.

BS R&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITOR'S REPORT (Continued)

Annexure A to the revised Independent Auditor's Report - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

(vii) a. According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of accounts in respect of undisputed statutory dues including provident fund, employee's state insurance, income tax, goods and services tax and any other statutory dues have generally been deposited regularly during the year by the Company to the appropriate authorities. As explained to us, the Company did not have any dues on account of sales tax, custom duty, excise duty, value added tax and cess.

According to the information and explanations given to us, no undisputed statutory dues payable in respect of provident fund, employees' state insurance, income-tax, goods and services tax and other material statutory dues were in arrears as at 31 March 2021 for a period of more than six months from the date they became payable.

b. According to the information and explanations given to us, there are no dues with respect to income tax, sales tax, goods and services tax, value added tax, custom duty, excise duty, which have not been deposited with the appropriate authorities on account of any dispute.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to banks and government. The Company did not have any borrowings from debenture holders and financial institutions during the year.
(ix) In our opinion and according to the information and explanations given to us, the Company has not raised any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3(ix) of the Order is not applicable to the Company.
(x) According to the information and explanations given to us and on the basis of our examination of the records of the Company, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the course of the audit.
(xi) 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 paid / provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company as per the Act. Accordingly, paragraph 3(xii) of the Order is not applicable.
(xiii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, all transactions with the related parties are in compliance with section 177 and 188 of the Act and the details have been disclosed in the revised financial statements, as required by the applicable accounting standards.

BSR&Co. LLP

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITOR'S REPORT (Continued)

Annexure A to the revised Independent Auditor's Report- 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

(xiv) In our opinion and according to the information and explanations given to us, during the year under audit, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures. Hence the provisions of clause 3 (xiv) of the Order is not applicable to the Company.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
(xvi) In our opinion and according to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank oflndia Act, 1934.

For B S R & Co. LLP Chartered Accountants Firm's Registration No. 101248W/W-100022

==> picture [91 x 32] intentionally omitted <==

Place: Pune Date: 23 July 2021

Swapnil Dakshindas Partner Membership No. 113896 UDIN: 21113896AAAAEK1940

BS R&Co. LLP

Annexure B to the revised Independent Auditors' report on the revised standalone financial statements of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited) for the period ended 31 March 2021

Revised report on the internal financial controls with reference to the aforesaid revised standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

(Referred to in paragraph 2(A)(f) under 'Report on Other Legal and Regulatory Requirements' section of our revised report of even date)

This Report supersedes our Report dated 28 April 2021

Opinion

We have audited the internal financial controls with reference to financial statements ofKPIT Technologies Limited (Erstwhile KPIT Engineering Limited) ("the Company") as of 31 March 2021 in conjunction with our audit of the revised standalone financial statements of the Company for the year ended on that date.

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31 March 2021, based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance Note").

Emphasis of Matter

We draw attention to Note 1 and Note 44(3) of the revised standalone financial statements which describes the Basis of preparation. As explained in detail therein, these revised standalone financial statements for the year ended 31 March 2021 have been prepared pursuant to the Composite Scheme of Arrangement ('the Scheme') for merger of Impact Automotive Solutions Limited, wholly owned subsidiary of the Company ("Transferor Company") with the Company, from the specified retrospective appointed date (1 April 2019), as approved by the National Company Law Tribunal (NCLT), Mumbai Bench, vide order dated 15 June 2021 ("Order"). A certified copy of the Order sanctioning the Scheme has been filed by the Company with Registrar of the Companies, Maharashtra, on 22 June 2021. Note 44 (3) in the Notes to the earlier standalone financial statements explained that a petition regarding the merger of Impact Automotive Solutions Limited with the Company w.e.f. 1 April 2019 was pending before the NCLT. We issued a separate auditor's report dated 28 April 2021 on these standalone financial statements to the shareholders of the Company. The aforesaid petition having been approved subsequently, the Company has now prepared revised standalone financial statements incorporating the impact of the merger. Consequently, our revised audit report is with reference to the revised financial statements. In accordance with the provisions of Standard on Auditing 560 (Revised) 'Subsequent Events' issued by The Institute of Chartered Accountants of India, our audit procedures, in so far as they relate to the revision to the Standalone Financial Statements, have been carried out solely on this matter and no additional procedures have been carried out for any other events occurring after 28 April 2021 (being the date of our earlier audit report on the earlier standalone financial statements). Our earlier audit report dated 28 April 2021 on the earlier standalaone financial statements is superseded by this revised report on the revised standalone financial statemerits.

Our opinion is not modified in respect of this matter.

BS R&Co. LLP

This Report supersedes our Report dated 28 April 2021

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (hereinafter referred to as "the Act").

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established and maintained and whether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the revised standalone financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls with reference to financial statements.

Meaning oflnternal Financial controls with Reference to Financial Statements

A company's internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the revised standalone financial statements.

�

BS R & Co. LLP

This Report supersedes our Report dated 28 April 2021

Inherent Limitations oflnternal Financial controls with Reference to Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to revised standalone financial statements to future periods are subject to the risk that the internal financial controls with reference to revised standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

For B S R & Co. LLP Chartered Accountants Finn's Registration No. 101248W /W-100022

==> picture [83 x 31] intentionally omitted <==

Place: Pune Date: 23 July 2021

Swapnil Dakshindas Partner Membership No. 113896 UDIN:21113896AAAAEK1940

AI assistant

KPIT Technologies Ltd — Regulatory Filings 2021

59234_rns_2021-07-23_3ce0b662-128e-4d9a-ab28-bbb8d78cf3bc.pdf

KP 11·

BSE Limited

- Subject: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements} Regulations 2015 for Revised Financial statements as on March 31, 2021.

KPIT Technologies Limited

KP 11·

Notes:

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

ANNEXURE A: REVISED CONSOLIDATED STATEMENT OF CASH FLOWS (Refer note 1 of Part I[) ]

REVISED INDEPENDENT AUDITORS' REPORT

To the Members ofKPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

Report on the Audit of Revised Consolidated Financial Statements

This Report supersedes our Report dated 28 April 2021

Opinion

Basis for Opinion

Emphasis of Matter

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Emphasis of Matter (continued)

Key Audit Matters

BS R & Co. LLP

Impairment of goodwill

Information Other than the revised Consolidated Financial Statements and revised Auditors' Report Thereon

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Management's and Board of Directors' Responsibilities for the revised Consolidated Financial Statements

Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Auditor's Responsibilities for the Audit of the revised Consolidated Financial Statements (Continued)

Other Matters

Report on Other Legal and Regulatory Requirements

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT- 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Report on Other Legal and Regulatory Requirements (continued)

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Report on Other Legal and Regulatory Requirements (Continued)

Opinion

Emphasis of Matter

This Report supersedes our Report dated 28 April 2021

Management's Responsibility for Internal Financial Controls

Auditors' Responsibility

Meaning oflnternal Financial controls with Reference to Consolidated Financial Statements

This Report supersedes our Report dated 28 April 2021

Inherent Limitations of Internal Financial controls with Reference to consolidated Financial Statements

Other Matters

Notes:

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

KPIT TECHNOLOGIES LIMITED (erstwhile KPIT ENGINEERING LIMITED)

REVISED INDEPENDENT AUDITORS' REPORT

To the Members of KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

Report on the Audit of the Revised Standalone Financial Statements

This Report supersedes our Report dated 28 April 2021

Opinion

Basis for Opinion

Emphasis of Matter

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Emphasis of Matter (continued)

Key Audit Matters

Description of Key Audit Matter

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

REVISED INDEPENDENT AUDITORS' REPORT - 31 March 2021 (Continued)

This Report supersedes our Report dated 28 April 2021

Information Other than the revised Standalone Financial Statements and revised Auditors' Report Thereon

Management's and Board of Directors' Responsibility for the revised Standalone Financial Statements

Auditor's Responsibilities for the Audit of the revised Standalone Financial Statements

KPIT Technologies Limited (Erstwhile KPIT Engineering Limited)

KPIT Technologies Ltd Regulatory Filings 2021