1. We have audited the accompanying standalone financial
statements of Tejas Networks Limited (“the Company”),
which comprise the Standalone Balance Sheet as at
March 31, 2025, and the Standalone Statement of Profit
and Loss (including Other Comprehensive Income), the
Standalone Statement of Changes in Equity and the
Standalone Statement of Cash Flows for the year then
ended, and notes to the standalone financial statements,
including material accounting policy information and
other explanatory information.

2. In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
standalone 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, and total comprehensive income
(comprising of profit and other comprehensive income),
changes in equity and its cash flows for the year then
ended.

Basis for Opinion

3. We conducted our audit 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 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 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.

Emphasis of Matter

4. We draw attention to Note 41 to the standalone financial
statements regarding the Scheme for Amalgamation of
Saankhya Labs Private Limited and Saankhya Strategic
Electronics Private Limited with the Company (the
'Scheme'), as approved by the National Company Law
Tribunal (NCLT), Bengaluru Bench in August 2024. The
Company has accounted for the amalgamation as per
the accounting treatment specified in the Scheme in
accordance with ‘Appendix C' “Business combinations of
entities under common control” to Ind AS 103 “Business
Combinations”, with effect from April 1, 2023, and
accordingly, the comparative financial information in the
standalone financial statements have been restated. Our
opinion is not modified in respect of this matter.

Key audit matters

5. Key audit matters are those matters that, in our
professional judgement, were of most significance in our
audit of the standalone financial statements of the
current period. These matters were addressed in the
context of our audit of the standalone financial
statements as a whole and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters.

Recognition and assessment of carrying value of intangible assets under development and other intangible assets and
assessment of the carrying value of Goodwill. (Refer note 2.3 for material accounting policy, note 4(b) for financial
disclosure and note 3 for critical estimates and judgements to the standalone financial statements).

As at March 31, 2025, the carrying value of Intangible assets under development is ' 403.69 crores, Goodwill is ' 211.81 crores and
Other intangible assets is ' 420.32 crores (together “intangibles assets”).

The Company incurs product development costs and capitalises such expenditure to the extent it qualifies for recognition as an
Intangible Asset (product development). Such expenditure includes internal manpower costs, outsourced manpower costs and
other related expenses specifically incurred on such development projects. Up to the stage the products are ready for it to be
capable of operating in the manner intended by the management, the Company records the qualifying expenditure as
‘intangible assets under development'.

Further, the Company had recognised Goodwill pursuant to accounting for business combinations relating to amalgamation of
two subsidiaries with the Company.

Intangible assets under development and Goodwill are tested for impairment on an annual basis. The Other Intangible assets
are tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be
recoverable.

The determination of the recoverable value of intangible assets, for the purposes of carrying out an impairment assessment,
involves several key assumptions including discount rate and future cash flow projections for estimating the future economic
benefits expected to be generated by such assets.

The Company has carried out an impairment assessment of intangible assets and concluded that the recoverable value is higher
than the carrying amount of such assets. Accordingly, no adjustment to the carrying amount of intangible assets (including
intangibles assets under development) and Goodwill has been considered necessary as at March 31, 2025.

We considered this a key audit matter as the assessment of carrying values of intangible assets involves significant management
judgement and assumptions and estimates.

Our audit procedures, included the following:

• Understood, evaluated and tested the design and operating effectiveness of the controls in respect of the Company's
processes for recognising intangible assets and assessing its recoverable values.

• In respect of recognition of product development costs (including under development):

? Obtained an understanding of the selected capitalised projects, tested time charged to such projects by tracing back to
time sheet data.

? Tested a sample of projects to verify appropriate capitalisation of qualifying expenditure and evaluated management's
assessment of whether sufficient economic benefits are likely to flow to the Company from those projects to support the
costs capitalised.

• Assessed the reasonableness of key management assumptions and estimates used in the impairment analysis (e.g.
forecasted revenue, margin percentages, discount rate, terminal value, etc.)

• With the involvement of auditor's experts, evaluated the appropriateness of the underlying assumptions such as discount
rate and assessed the methodology of impairment workings.

• Assessed the adequacy of disclosures in the standalone financial statements.

Revenue recognition (Refer note 2.1 for material accounting policy and note 22 for financial disclosure to the standalone
financial statements)

Revenue from operations for the year ended March 31, 2025 amounted to ' 8,915.73 crores.

The Company has various contracts with customers for which the Company recognises revenue in accordance with Ind AS 115
“Revenue from Contracts with Customers”.

Certain contracts involve significant judgement by management including identification of distinct performance obligations,
recognition of revenue over a period of time or at a point in time based on timing of when the control is transferred to the
customer, and assessment of variable consideration.

We considered this a key audit matter owing to the varied terms in the contracts with customers impacting revenue recognition
and certain contracts with customers requiring management to exercise significant judgments.

Our audit procedures, included the following:

• Understood, evaluated and tested the design and operating effectiveness of key controls relating to revenue recognition.

• Assessed the Company's revenue recognition accounting policy for sale of products and services.

• Reviewed a sample of contracts to identify significant contract terms and assessed the appropriateness of management's
judgements in accounting for contracts such as identification of distinct performance obligation, recognition of revenue
over a period of time or at a point in time based on timing when the control is transferred to the customer and assessment
of variable consideration.

• Tested the timing of recognition of revenue, including performing cut-off procedures, to determine whether revenue
recognition is in line with terms of contracts with customers.

• Tested sales transactions on a sample basis by examining the underlying documents which inter-alia included customer
agreements/ orders, invoices, goods despatch notes and shipping documents, wherever applicable.

• Examined the journal entries related to revenue recognised during the year for unusual revenue transactions, if any.

• Assessed the adequacy of presentation and disclosures in the standalone financial statements in respect of revenue
recognition.

Other Information

6. 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 standalone financial statements and our auditor's report thereon.

Our opinion on the 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 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 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.

Responsibilities of management and those charged with
governance for the standalone financial statements

7. The Company's Board of Directors is responsible for the
matters stated in Section 134(5) of the Act with respect to the
preparation of these standalone 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 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 standalone financial statements that
give a true and fair view and are free from material
misstatement, whether due to fraud or error.

8. In preparing the standalone 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.

9. Those Board of Directors are also responsible for overseeing
the Company's financial reporting process.

Auditor's responsibilities for the audit of the standalone
financial statements

10.Our objectives are to obtain reasonable assurance about
whether the standalone 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 standalone
financial statements.

11. As part of an audit in accordance with SAs, we exercise
professional judgement and maintain professional

scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of
the 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 standalone 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 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 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 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 standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

12. 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 signif icant deficiencies in internal control that we
identify during our audit.

13. 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.

14. 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

15. As required by the Companies (Auditor's Report) Order,

2020 (“the Order”), issued by the Central Government of

India in terms of Section 143(11) of the Act, we give in the

“Annexure B” a statement on the matters specified in

paragraphs 3 and 4 of the Order, to the extent applicable.

16. 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.

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

(d) In our opinion, the aforesaid standalone financial
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.

(e) On the basis of the 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 with reference to standalone 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, (as amended)
in our opinion and to the best of our information and
according to the explanations given to us:

i. The Company has disclosed the impact of pending
litigations on its financial position in its standalone
financial statements - Refer Note 15 and 32.1 to the
standalone financial statements.

ii. The Company has made provision as at March 31,
2025, as required under the applicable law or Indian
Accounting Standards, for material foreseeable
losses, if any, on long-term contracts including
derivative contracts.

iii. There were no amounts which were required to be
transferred to the Investor Education and Protection
Fund by the Company during the year ended March
31, 2025.

iv. (a) The management has represented that, to the
best of its knowledge and belief, as disclosed in
Note 39(vii) to the standalone financial statements,
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

Place: Bengaluru
Date: April 25, 2025

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 its knowledge and belief, as disclosed in the
Note 39(vii) to the standalone financial statements,
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 we
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.

v. As stated in note 40 to the standalone financial
statements, the Board of Directors of the Company
has proposed final dividend for the year which is
subject to the approval of the members at the
ensuing Annual General Meeting. The dividend
declared is in accordance with section 123 of the Act
to the extent it applies to declaration of dividend.

vi. 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 that has operated throughout the year for all
relevant transactions recorded in the software. During
the course of our audit, we did not notice any instance
of audit trail feature being tampered with. Further, the
audit trail, to the extent maintained in the prior year,
has been preserved by the Company as per the
statutory requirements for record retention.

17. 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.

For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Prasanna Padar Mahabala
Partner

Membership Number : 206477
UDIN : 25206477BMLJPP3253