We have audited the accompanying Financial Statements of
Walchandnagar Industries Limited (the "Company"), which
comprise the Balance Sheet as at March 31, 2026, 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 notes to the Financial Statements,
including a summary of material accounting policy information
and other explanatory information (hereinafter referred to as the
"Financial Statements").

In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid 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 Indian Accounting Standards prescribed
under Section 133 of the ("Act") read with Companies (Indian
Accounting Standards) Rules, 2015, as amended ("Ind AS") , and
other accounting principles generally accepted in India, of the state
of affairs of the Company as at March 31, 2026, and its loss, and
other comprehensive loss, changes in equity and its cash flows for
the year ended on that date.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance
with the Standards on Auditing ("SA") 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 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 Financial Statements under the provisions of the Act and the
rules made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the
ICAI's Code of Ethics.

We believe that the audit evidence obtained by us is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statements.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the Financial
Statements for the financial year ended March 31, 2026. These
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. 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 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.

Information other than the Financial Statements and Auditor's
Report thereon

The Company's Board of Directors is responsible for the preparation
of the other information. The other information comprises the
information included in the Company's Annual Report but does not
include the financial statements and our auditor's report thereon.
The Company's annual report is expected to be made available to
us after the date of this auditor's report.

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 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 Financial Statements

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 Financial Statements that give a true and fair view of
the financial position, financial performance including other
comprehensive income, changes in equity and cash flows of the
Company in accordance with the accounting principles generally
accepted in India, including 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 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 financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.

In preparing the Financial Statements, management and Board
of Directors 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 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 of the Company are also responsible for
overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the 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 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 skepticism throughout the
audit. We also:

• Identify and assess the 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.

• 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 an 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 the management and board of directors.

• Conclude on the appropriateness of management and board
of director'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.

• 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.

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 financial controls 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 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 Matter

We did not audit the financial statements / information of Ethiopia
division included in the financial statements of the Company whose
financial statements / financial information reflect total assets of
' 89.59 Lakhs as at March 31, 2026, and the total revenue of ' Nil,

total expenses of ' 0.92 Lakhs for the year ended as at March 31,
2026. The financial statements / information of this division has
been audited by the independent auditor whose report has been
furnished to us, and our opinion in so far as it relates to the amounts
and disclosures included in respect of such division, is based solely
on the report of such auditor.

Our opinion is not modified in respect of this matter.

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 the Annexure "A", a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, based on our audit
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 Balance Sheet, the Statement of Profit and Loss,
including Other Comprehensive Income, Statement
of Changes in equity and the Statement of Cash Flows
dealt with by this Report are in agreement with the
books of accounts.

d. In our opinion, the aforesaid financial statements
comply with the Accounting Standards specified under
Section 133 of the Act, read with Companies (Indian
Accounting Standards) Rules, 2015, as amended;

e. On the basis of the written representations received
from the directors as on March 31, 2026, taken on
record by the Board of Directors, none of the directors
is disqualified as on March 31, 2026, 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 report in "Annexure
B". Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the
Company's internal financial controls with reference
to the Financial Statements.

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 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.

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,
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 Financial Statements. Refer Note 54 to the
Financial Statements.

ii. The Company has made provision, as required
under the applicable law or accounting
standards, for material foreseeable losses, if any,
on long-term contracts, including derivative
contracts. Refer Note 44 to the Financial
Statements

iii. There were no amounts which were 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 its knowledge and
belief, no funds (which are material
either individually or in 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 persons or entities, 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 to or 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 aggregate) have been
received by the Company from any
persons or entities, including foreign

the financial year ended March 31,2026, 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 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 Jayesh Sanghrajka & Co. LLP

Chartered Accountants

ICAI Firm Registration No. 104184W/W100075

Pritesh Bhagat

Designated Partner

Membership No. 144424

UDIN: 26144424PLLVIJ9152

Place: Mumbai

Date: May 20, 2026