We have audited the accompanying Ind AS Financial Statements of Teesta Agio Industries
Limited (“the Company"), which comprise the Balance sheet as at March 31, 2025, the
Statement of Profit and Loss, the Cash Row Statement 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. the aforesaid Ind AS Financial Statements give the information required by the
Companies Act.2013. as amended (‘the Act") in the manner so required and give a true and
(air view m conformity with the accounting principles generally accepted in India, of the slate
of affairs of the Company as at March 31, 2025. its profit including other comprehensive
income, its cash flows and the changes in equity 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). as specified under section 143(10) of the Act Our
responsibilities under those Standards are further described in the Auditor's Responsibilities
lor 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 ot
the financial statements under the provisions of the Act and the Rules theie 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 foi 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 for the financial year ended
March 31. 2025. 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. For each matter below, our description of how our audit
addressed the matter is provided in that context

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 Ind AS 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 Ind AS 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 Ind AS Financial Statements

Revenue Recognition

Provisions for taxation, litigation and other significant provisions

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS
REPORT THEREON „

The Company's Board of Directors is responsible for the other information. The other
information comprises the information included In the Annual report, but does not Include the
Ind AS Financial Statements and our auditors 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 and. in doing so. consider whether such 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 (his other information we are required to report that
fact. 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 and
cash flows of the Company in accordance with the accounting principles generally accepted

in India, including the Accounting Standards (Ind AS) prescribed 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 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 ensunng the accuracy and completeness of the accounting records
relevant to the preparation and presentation of the Ind AS financial statements that give a
true and fair view and are free from matenal 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 Responsibility for the Audit of Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whethei 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 the 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 proceduies
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 matenal 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 appropnate 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 made by management

• Conclude on the appropriateness of management’s use of the going concern basis of
accounting in preparation of Ind AS 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
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 undertying 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 company to express an opinion on the Ind AS
financial statements, of which we are the independent auditors We are responsible for
the direction, supervision and performance of the audit of financial information of such
entities. For the other entity included In the Ind AS financial statements, which have
been audited by other auditor, such olher auditor remains responsible for the direction,
supervision and performance of the audit earned out by them, We remain solely
responsible for our audit opinion Our responsibilities in this regard are further
described in the section tilled Other Matters' in this audit report.

Materiality is the magnitude of misstatements in the Ind AS 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 pf our audit work and in evaluating
the results of our work; and (il) to evaluate the effect of any identified misstatements in the
financial statements

We believe that the audit evidence obtained by us along with the consideration of audit
report of the other auditor referred to in the Other Matters paragraph below, is sufficient and
appropnate to provide a basis for our audit opinion on the Ind AS financial statements.

We communicate with those charged with governance of the Company and such olher
entities included in the Ind AS 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 prov'de 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

We also performed procedures in accordance with the circular issued by the SEBI under
Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable

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

Other Matters

We did not audit the financial statements of Chittorgarh Unit whose financial statements
reflect total assets of Rs 65 23 crores as at 31 March 2025. tolai revenues of Rs 96 53
crores for the year ended on that date, as considered in the Ind AS financial statements
These financial statements have been audited by other auditor whose report has been
furnished to us by the Management and our opinion on the Ind AS financial statements, In so
far as it relates to the amounts and disclosures included in respect of this unit, and our report
in terms of section 143<3) of the Act, in so far as it relates to the aforesaid unit is based

solely on the audit report of the other auditor

»

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

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditors Report) Order. 2020 ('the Order"), issued by
the Central Government in terms of section 143(11) of the Act. and on the basis of such
checks of the books and records of the company a% we considered appropriate and
according to the information and explanations given to us, we give in 'Annexure A" a
statement on the matters specified In paragraphs 3 and 4 of the Order.

2 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 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 it appears from our examination of those books;

c the Balance SheeL the Statement of Profit and Loss and the Cash Flow Statement
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 Accounting
Standards specified under section 133 of the Act.

e 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.

f. With respect to the adequacy of the internal financial controls over financial reporting
of the Company and the operating effectiveness of such controls, refer to our
separate Report in "Annexure B'

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

In our opinion and lo the best of our information and according to the explanations
given to us, the remuneration paid by the company to its directors in accordance with
the provisions of Section 197 of the Act.

h. 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;

il. The Company has made provision, as required under ihe applicable law or
accounting standards, for material foreseeable losses, if any. on long-term
contracts including derivative contracts, and

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

iv (a) The Management has represented that, to the best of its knowledge and belief,
no funds (which are material either individually or in the aggregate) have been
advanced or loaned or Invested (either from borrowed funds or share premium or
any other sources or kind of funds) by the Company to or in any other person or
entity, including foreign entity ("Intermediaries"), with the understanding, whethei
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 matenal 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 Ihe 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 Ihe Ultimate Beneficiaries.

(c) Based on the audit procedures 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 (i) and (ii) of Rule 11 (e),
as provided under (a) and (b) above, contain any material misstatement.

v. The company has not proposed or declared any dividend during the year. Hence this
clause is not applicable.

vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules. 2014 for maintaining booksol
account using accounting software which has a feature of recording audit trail (edit log)
facility is applicable to the Company. Based on our examination which included test
checks, the Company has used an accounting software for maintaining its books of
account which has a feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in the software
Further, during the course of our audit we did not come across any Instance of audit
trail feature being tampered with.

Table showing the accounting software used by the Company

For IVfantry & Associates
Chartered Accountants

(Registration No. 315048E)

^Ai^Wd/ni _Ten \ Place: Sillguri

^{3 U} ' /j?/ Date; 30/05/2025

CA. Manjarl Mantry '. \____^

Partner

Membership No. 307960
UDIN: 25307960BM08GF2053