We have audited the Ind AS Financial Statements of RKB Agro Industries Limited
(“theCompany”), which comprise the Balance Sheet as at 31st March 2024, and the Statement of Profit
and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement
of Cash Flows for the year then ended, and notes to the Financial Statements, including a summary of
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,
except for the effects of the matters described in the Basis for Qualified Opinion section of our report, the
aforesaid Ind AS Financial Statements give the information required by the 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 March 31,2024, and Profit including Other Comprehensive
Income, Changes in Equity and its Cash flows for the year ended on that date.

Basis for Qualified Opinion

1) The Company has not ascertained from the Creditors as to whether they are registered as
Micro or Small Enterprises under Micro, Small and Medium Enterprises Development Act,
2006 and as such particulars of dues, if any, to such enterprises as required under the said Act
are not disclosed. Moreover, interest, if any accrued to such enterprises is not determined and
provided for. Consequential impact on profit for the year and trade Payables as at the
year-end is not ascertainable.

2) The Company has accounted the retirement gratuity on cash basis, as against actuarial valuation
basis as envisaged in Ind AS 19 and disclosures required under this standard are not disclosed.
Consequential impact on the accounts is not ascertainable.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further
described in the Auditor’s Responsibilities for the Audit of the Ind AS 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 Ind AS Financial Statements under the provisions of the Companies Act, 2013 and the
Rules there under, 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 qualified opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the Ind AS Financial Statements of the current period. These matters were addressed in the
context of our audit of the Ind AS Financial Statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.

Emphasis of Matter:

Attention is drawn to Note 4 to the Balance Sheet that having regard to confirmation of outstanding
balances of Trade Receivables due for more than three years amounting to Rs 97.02 Lakhs and assurance
from the customers to clear the dues by disposing of or transferring the assets held by them within a
short period, management has considered these dues as fully recoverable and hence no provision
against the same is considered necessary. Our opinion is not modified in respect of this matter.

Other Information

The Company's Board of Directors is responsible for the other information. The other information
comprises the information included in the Company's Annual Report being Management Discussion
and Analysis, Boards Report including Annexures to Board's Report, Business Responsibility Report,
Corporate Governance Report and Shareholder's information but does not include the Financial
Statements and our auditor’s report thereon. Our opinion on the 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 Financial Statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
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. The Directors Report along with Annexures is not made
available to us at the date of this auditor's report. We have nothing to report in this regard.

Management’s Responsibility for the Ind AS Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these Ind AS Financial Statements that
give a true and fair view of the financial position, financial performance, changes in equity and cash flows
of the Company in accordance with the accounting principles generally accepted in India, including the
Indian Accounting Standards 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 implementation and maintenance of accounting policies; making judgments
and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the Financial Statements that give
a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS Financial Statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company’s financial reporting process.

In preparing the Ind AS Financial Statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Ind AS Financial
Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue
an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is
not a guarantee that an audit conducted in accordance with SAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of these Ind AS 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 Ind AS 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 controls 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 control system
in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company's ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the Ind AS Financial Statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Ind AS Financial Statements, including
the disclosures, and whether the Ind AS Financial Statements represent the underlying transactions
and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Financial Statements that, individually or in
aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the
Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the
effect of any identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings including any significant deficiencies
in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.

From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the Ind AS Financial Statements of the current
period and are therefore the key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, and
in terms of the information and explanations sought by us and given by the Company and the
books and records examined by us in the normal course of audit and to the best of our knowledge
and belief, we state that:

(i) (a) (A) The Company is maintaining proper records showing full particulars including

quantitative details and situation of Property, Plant and Equipment (PPE).

(B) The Company does not own any Intangible assets, hence requirement of clause 3 (i)(a)(B)
of the Order does arise.

(b) All PPE have been physically verified by the management during the year in accordance
with its policy to verify all PPE on annual basis, which, in our opinion is reasonable
having regard to the size of the company and no material discrepancies were noticed
on such verification.

(c) The Title deeds of Immovable properties (other than properties where the Company is
the lessee and the lease agreements are duly executed in favour of the lessee) disclosed
in the Financial Statements are held in the name of the Company.

(d) The Company has not revalued any of its PPE (including Right of Use assets) or Intangible
assets or both during the year, hence requirements of clause 3 (i) (d) ofthe Order is not applicable.

(e) No proceedings have been initiated or are pending against the Company for holding
any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
and rules made thereunder. Hence the reporting on disclosure of such transactions in
the Financial Statements as per clause 3 (i)(e) of the Order does not arise.

(ii) (a) The inventory has been physically verified during the year by the management. In our

opinion, the frequency of verification is reasonable. The coverage and procedures of
physical verification of inventories followed by the management are reasonable and
adequate in relation to the size of the Company and the nature of its business. The
discrepancies noticed on verification between the physical stocks and the book records
were not 10% or more in the aggregate for each class of inventory.

(b) The Company has been sanctioned working capital limits in excess of five crore rupees,
in aggregate, from a bank on the basis of security of current assets. The quarterly
returns/ statements filed by the Company with such bank are not in agreement with the
books of account of the Company as stated below:

(iii) During the year the Company has not provided any guarantee or security or granted
any loans or advances in the nature of loans, secured or unsecured, to companies,
firms, Limited Liability Partnerships or any other parties, except Interest free unsecured
loans/advances in the nature of loans to employees, hence the reporting of aggregate
amount during the year and balance outstanding of such loan/ advances/ guarantee/
security and the question of schedule of repayment of interest and principal, recovery of
principal and interest on regular basis and steps for recovery of overdue amount for
more than 90 days, loan or advance being renewed or extended or fresh loans granted
to settle overdue of existing parties; loan or advance granted either repayable on demand
or without specifying any terms or period of repayment as per clause 3 (iii) of the Order
does not arise. According to the information and explanation given to us the investments
made by the company during the year are not prejudicial to the company's interest.

(iv) As explained to us, the company has not granted any loans, made any investments or
given any guarantees/ security, hence the question of compliance to the provisions of
Sections 185 and 186 of the Act as per clause (iv) of the Order does not arise

(v) The Company has not accepted any deposits nor any amounts deemed to be deposits
within the meaning of the provisions of Section 73 of the Act and Rules framed there
under. Hence compliance with the directives issued by the Reserve Bank of India and
the provisions of Sections 73 to 76 or any other relevant provisions of the Companies
Act, 2013 and the rules framed thereunder does not arise.

(vi) Maintenance of Cost records is not specified by the Central Government for under
Section 148 (1) of the Act and Rules framed there under for the products dealt by the
company.

(vii) (a) The Company is generally regular in depositing undisputed statutory dues including
Goods & Service Tax, Provident Fund, Employees State Insurance, Income tax, Sales
Tax, Service Tax, Duty of Customs, Duty of excise, Value Added Tax, Cess and other
statutory dues to the extent applicable to the company, with the appropriate authorities
to the extent applicable to it. (b) As per the books and records verified by us, no undisputed
amounts payable in respect of statutory dues referred to in sub-clause (a) above to the
extent applicable to the company, which have remained outstanding as at 31st March
2024 for a period of more than six months from the date they became payable.

(c) As explained to us, there are no statutory dues referred to in sub-clause (a) above to
the extent applicable to the company, which have not been deposited on account of any
dispute.

(viii) There are no transactions not recorded in the books of accounts that have been
surrendered or disclosed as income during the year in the tax assessments under the
Income Tax Act, 1961. Hence the reporting whether the previously unrecorded income
has been properly recorded in books of account during the year as per clause 3(viii) of
the Order does not arise.

(ix) (a) In our opinion, the Company has not defaulted in repayment of loans or other
borrowings or in the payment of interest thereon to any lender.

(b) The Company has not been declared willful defaulter by any bank or financial institution
or other Lender.

(c) In our opinion and according to the information and explanations given to us, the Company
has utilized the money obtained by way of term loans during the year for the purposes
for which they were obtained.

(d) According to the information and explanations given to us, and the procedures performed
by us, and on an overall examination of the financial statements of the Company, we
report that no funds raised on short term basis have been used for long-term purposes
by the Company.

(e) The Company does not have any subsidiaries, associates or joint ventures, hence
requirements of clause 3 (ix)(e) of the Order regarding funds from any entity or person
on account of or to meet the obligations of its subsidiaries, associates or joint ventures
does not arise.

(f) The Company does not have any subsidiaries, associates or joint ventures hence
requirements of clause 3 (ix)(f) of the Order regarding raising of loans during the year
on the pledge of securities held in its subsidiaries, joint ventures or associate companies
does not arise.

(x) (a) No money was raised by the company by way of initial public offer or further public
offer (including debt instruments) during the year. Hence requirements of reporting under
clause 3 (x) (a) of the Order does not arise.

(b) The Company has not made any preferential allotment or private placement of shares
or convertible debentures during the year; hence the requirement of compliance
to provisions of Section 42 and Section 62 of the Act and utilization of amounts
so raised for the purpose for which the funds were raised as per clause 3 (x)(b) of the
Order does not arise.

(xi) (a) To the best of our knowledge and according to the information and explanations
given to us, no fraud by the Company or on the Company has been noticed or reported
during the year.

(b) To the best of our knowledge and according to the information and explanations
given to us, no report under sub-section (12) of Section 143 of the Act has been filed by
the auditors in Form ADT -4, as prescribed under Rule 13 of Companies (Audit and
Auditors) Rules 2014 with the Central Government.

(c) As represented to us by the management, there are no whistle blower complaints
received by the Company during the year.

(xii) The Company is not a Nidhi Company. Therefore, the provisions of clause 3 (xii) of the
Order are not applicable to the Company.

(xiii) In our opinion, all transactions with the related parties are in compliance with the
provisions of Section 177 and Section 188 of the Act and the company has
disclosed such transactions in the Financial Statements as required by the applicable
Accounting Standards.

(xiv) (a) In our opinion and based on our examination, the Company has an internal audit
system commensurate with the size and nature of its business.

(b) We have considered the internal audit reports of the Company issued till date, for
the period under audit.

(xv) In our opinion, the Company has not entered into any non-cash transactions with directors
or persons connected with them, hence the requirement of compliance to provisions of
Section 192 of the Act as per clause 3 (xv) of the Order does not arise.

(xvi) (a) In our opinion, the Company is not required to be registered under Section 45- IA of
the Reserve Bank of India Act, 1934, hence the requirements of clause3 (xvi) of the
Order are not applicable.

(b) The Company has not conducted any non-banking financial or housing finance
activities without a valid certificate of Registration (COR) from the Reserve Bank of
India, as per Reserve Bank of India Act, 1934.

(c) The Company is not a core investment Company (CIC) as defined in the
regulations made by the Reserve Bank of India. Hence the reporting of whether the
Company continues to fulfil the criteria of CIC and in case the Company is exempted or
unregistered CIC and if it continues to fulfil such criteria as per clause 3 (xvi)(c) of
the Order does not arise.

(d) The group has no CIC hence the requirements of Clause 3 (xvi)(d) of the Order are
not applicable.

(xvii) The Company has not incurred cash losses in the financial year and in the immediately
preceding financial year.

(xviii) There has been no resignation of the Statutory Auditors during the year and accordingly
requirement of clause 3 (xviii) of the Order is not applicable.

(xix) According to the information and explanations given to us and on the basis of the financial
ratios, ageing and expected dates of realisation of Financial assets and payment of
Financial liabilities, other information accompanying the financial statements, our
knowledge of the Board of Directors and management plans and based on our
examination of the evidence supporting the assumptions, nothinghas come to our
attention, which causes us to believe that any material uncertainty exists as on the date
of the audit report that the Company is not capable of meeting its liabilities existing as at
the date of the balance sheet and when they fall due within a period of one year from the
balance sheet date. We, however, state that this is not an assurance as to the future
viability of the Company. We further state that our reporting is based on the facts up to
the date of the audit report and we neither given any guarantee nor any assurance that
all liabilities falling due within a period of one year from the balance sheet date, will get
discharged by the Company as and when they fall due.

(xx) The provisions of Section 135 of the Act are not applicable to the Company for the year,
hence the reporting requirements under Clause 3 (xx) of the order is not applicable.

(xxi) The accounts reported being Standalone Financials, the requirements of clause 3
(xxi) of the Order are not applicable.

I. With respect to the Other matters to be included in the Auditor's Report in accordance
with the requirements of Section 197(16) of the Act, as amended, we state that in our
opinion and to the best of our information and according to the explanations given to us,
remuneration paid to the Directors during the year is in the accordance with the provisions
of section 197, read with Schedule V of the Act.

II. 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 except(a) for not
keeping backup on a daily basis of such books of account, maintained in electric mode,
in a server physically located in India and (b) in relation to compliance with the
requirements of audit trail, refer paragraph (g) (vi) below.

c) The Balance Sheet, the Statement of Profit and Loss, Statement of Changes in Equity and
the Cash Flow Statement dealt with by this Report, are in agreement with the books of account.

d) Except for the effects of the matters described in paragraph 2 of the Basis for Qualified
Opinion section above, in our opinion, the aforesaid financial statements comply with
the Indian Accounting Standards specified under Companies (Indian Accounting
Standards) Rules, 2015 as amended.

e) On the basis of the written representations received from the Directors as on 31st March
2024 taken on record by the Board of Directors, none of the directors is disqualified as on
31st March 2024 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 Ind AS
Financial Statements of the Company and the operating effectiveness of such controls,
refer to our separate Report in “Annexure A”.

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

i. The Company does not have any pending litigations which would impact its financial position.

ii. The Company did not have any long-term contracts including derivative contracts for
which there are any material foreseeable losses.

iii. There are no dues required to be transferred, to the Investor Education and Protection
Fund by the Company.

iv. (a) The management has represented that, to the best of it’s knowledge and belief,
other than as disclosed in the Notes to the accounts, no funds have been advanced or
loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Company to or in any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with the understanding, whether recorded in writing
or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the
Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries;

(b) The management has represented, that, to the best of it’s knowledge and belief,
other than as disclosed in the Notes to the accounts, no funds have been received by
the Company from any person(s) or entity(ies), including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the
Company shall, whether, directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries; and

(c) Based on such audit procedures that has been considered reasonable and appropriate
in the circumstances, nothing has come to our notice that has caused us to believe that
the representations under sub-clause (a) and (b) contain any material mis-statement.

v. The Company has not declared or paid any dividend during the year, hence the question
of compliance with Section 123 of the Act does not arise.

vi. Based on our examination which included test checks, the company has not used an
accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility. Consequently reporting on whether the audit trail has operated
throughout the year for all relevant transactions recorded in the software and reporting of
any instance of audit trail feature being tampered with does not arise (refer note 33 of the
Financial Statements)

FOR DAGLIYA & CO
CHARTERED ACCOUNTANTS
(FIRM NO.: 00671S)

UDIN : 24224048BKEPUZ1744 CHETAN KUMAR K JAIN

PLACE : BENGALURU PARTNER

DATE : 18-06-2024 ^{MEMBERSHIP NO} 224048