We have audited the accompanying Ind AS financial statements of Hardcastle and Waud
Manufacturing Company Limited ("the Company”), which comprise the Balance Sheet as
at March 31, 2025, 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
ended on that date, and a summary of the material accounting policies and other
explanatory information (hereafter referred to as "Ind AS Financial Statements").

In our opinion and to the best of our information and according to the explanations given
to us, the aforesaid Ind AS financial statements give the information required by the
Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of affairs
of the Company as at March 31, 2025, its profit and total comprehensive Income, its
changes in equity and its cash flow for the year ended on that date.

Basis for Opinion

We conducted our audit of the Ind AS financial statements in accordance with the
Standards on Auditing ('SAs') specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in the 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 ('ICAI) together with the ethical requirements
that are relevant to our audit of the Ind AS financial statements under provisions of the
Act and the Rules made 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.

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

Information Other than the Ind AS Financial Statements and Auditor's Report
Thereon

The Company's Board of Directors is responsible for preparation of the other information.
Other information comprises the information included in the Management Discussion and
Analysis of the Board's Report including Annexures thereto to Corporate Governance and
Shareholder's Information, but does not include the Ind AS Financial Statements and our
auditor's report thereon.

Our opinion on the Ind AS 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 Ind AS Financial Statements, our responsibility is to
read the other information identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent with the Ind AS Financial
Statements or our knowledge obtained during the course of our 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.

Responsibilities of Management and those charged with Governance for the Ind AS
Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5)
of the Act with respect to preparation of these Ind AS Financial Statements that give a true
and fair view of the financial position, financial performance, Other comprehensive income,
changes in equity and cash flows of the Company in accordance with the Indian
Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting
principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records in
accordance with provisions of the Act for safeguarding 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 interned financial

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

We have determined the matters described below to be the key audit matters to be
communicated in our report. We have fulfilled the responsibilities described in the
Auditor's responsibilities for the audit of the financial statements section of our report,
including in relation to these matters.

Accordingly, our audit included the performance of procedures designed to respond to our
assessment of the risks of material misstatement of the financial statements. The results
of our audit procedures, including the procedures performed to address the matters below,
provide the basis for our audit opinion on the accompanying financial statements.

Valuation of Investments

controls, that were operating effectively for ensuring accuracy and completeness of the
accounting records, relevant to preparation and presentation of the Ind AS 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 is also responsible for overseeing the Company's financial reporting
process.

Auditor’s Responsibilities for Audit of the Ind AS Financial Statements

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

As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional scepticism throughout the audit. We also:

i. Identify and assess risks of material misstatement of the 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.

ii. 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 system in place and the operating
effectiveness of such controls.

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

iv. Conclude on 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 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.

v. Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the 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.

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

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

Report on Other Legal And Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 ("the Order"} issued
by the Central Government of India in terms of sub-section (11) of section 143
of the Act, we give in Annexure "A” hereto a statement on the matters specified
in paragraph 3 of the Order, to the extent applicable.

2. As required by sectionl43(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 purpose of our
audit;

b. In our opinion, proper books of account as required by law have been kept
by the Company so far as appears from our examination of those books;

c. The Balance Sheet, Statement of Profit and Loss (including other
comprehensive income), the Cash Flow Statement and Statement of Changes
in Equity dealt with by this report are in agreement with the books of
account;

d. In our opinion, the aforesaid Ind AS Financial Statements comply with the
Indian Accounting standards specified under section 133 of the Act, read
with Company (Indian Accounting Standard) Rules 2015, as amended;

e. In our opinion, there are no financial transactions or matters which may have
any adverse effect on the functioning of the Company;

f. On the basis of written representations received from the directors as on
March 31, 2025, taken on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2025 from being appointed as a
director in terms of section 164 (2) of the Act;

g. With respect to adequacy of the internal financial controls over financial
reporting of the Company and operating effectiveness of such controls, refer
to our separate report in "Annexure B“;

h. With respect to other matters to be included in the Auditor's Report in
accordance with the requirements of section 197(16) of the Act, as amended:

In our opinion to the best of our information and according to the
explanations given to us, no remuneration has been paid by the Company to
its directors during the year; and

i. With respect to 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:

a. The Company has disclosed the impact of pending litigations on its
financial position in its Ind AS Financial Statements Refer Note Nos,
26,16 of Ind AS Financial Statements.

b. The Company does not have any long-term contracts including
derivative contracts; as such the question of commenting on any
foreseeable losses thereon does not arise.

c. There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.

d. (a) The Management has represented that, to the best of its knowledge
and belief, no funds (which are material either individually or in the
aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of
funds) by the Company to or in any other person or entity, including
foreign entity ("Intermediaries’'), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, whether,
directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Company
(“Ultimate Beneficiaries") or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best of its knowledge
and belief, no funds (which are material either individually or in the
aggregate) have been received by the Company from any person or
entity, including foreign entity (“Funding Parties"), with the
understanding, whether recorded in writing or otherwise, that the
Company shall, whether, directly or indirectly, lend or invest in other
persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party ("Ultimate Beneficiaries") or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries;

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

e. The Company has not declared nor paid any dividend during the year,
hence the compliance of section 123 of the act is not applicable to the
company.

f Based on our examination, which included test checks, the Company
has used accounting software systems for maintaining its books of
account for the financial year ended March 31, 2025 which have the
feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in
the software systems. Further, during the course of our audit we did
not come across any instance of the audit trail feature being tampered
with and the audit trail has been preserved by the Company as per
the statutory requirements for record retention.

For Desai Saksena & Associates
Chartered Accountants
Firm Wo. 102358W

CA Shashank Desai

Partner

M. No, 032546

UDIN: 25032546BMNTBF6411
Place: Mumbai
Date: 26th May 2025