We have audited the accompanying Ind AS Financial Statements of Apex Capital and Finance
Limited having its Registered Office at L-3, Green Park extension, New Delhi-110016 (“the
Company”), (PAN-AAACA0209L), (CIN-L65910DL1985PLC021241) which comprise the Balance
Sheet as at March 31, 2025, the Statement of Profit and Loss, including the statement of other
Comprehensive income, the Cash Flow statement and the statement of changes in Equity for the
year ended on that date, and notes to the Ind AS financial statements, including a summary of
significant accounting policies and other explanatory information (hereinafter referred to 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 as
amended (‘the Act’) in the manner so required and give a true and fair view in conformity 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, of the state 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 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 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 audit opinion on the Ind AS financial statements.

Key Audit Matters

Key audit matters (‘KAM’) 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, 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 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 standalone 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.

Information other than the Financial Statements and Auditor’s Reportthereon

The Company’s management and the Board of Directors are 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. The Annual Report is
expected to be made available to us after the date of this auditor's report.

Our opinion on the standalone financial statements does not cover the other information and we will
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 identified above when it becomes available 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.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we
are required to communicate the matter to those charged with governance. We have nothing to
report in this regard.

Management’s Responsibility for the IND AS Financial Statements

The Company’s board of directors are responsible for the matters stated in section 134 (5) of 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 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 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 orto 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 forthe audit of 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 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, specified under section 143(10) of the Act we exercise
professional judgment and maintain professional scepticism 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 control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the
Companies Act, 2013, 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.

• 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.

• Obtain sufficient appropriate audit evidence regarding the financial statements of the
Company to express an opinion on the financial statements.

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 of our audit work and in evaluating the results of our work, and (ii) to
evaluate the effect of any identified misstatements in the Ind AS 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 in terms of sub-Section (11) of Section 143 of the Act, we give in “Annexure A” a
statement on matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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 ouraudit.

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, 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 statement comply with the Ind AS specified
underSection 133oftheAct, read with the Companies (Indian Accounting Standards) Rules,
2015 as amended.

e) Based on written representations received from the directors as on March 31, 2025, and
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 of 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”. Our Report expresses an unmodified opinion on the adequacy and operating
effectiveness of the Companies 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
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 does not have any long-term contracts including derivative contracts for which
there were any materialforeseeable losses.

(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
have been advanced or loaned or invested (either from borrowed funds or securities
premium or any other sources or kind of funds) by the Company to or in any person or entity,
including foreign entities (‘the 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 (‘the 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 have
been received by the Company from any person(s) or entity(ies), including foreign entities
(‘the 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 performed as considered reasonable and appropriate in the
circumstances, nothing has come to our attention that causes us to believe that the
management representations under sub-clauses (a) and (b) above contain any material
misstatement.

(v) The Company has not declared any dividend duringtheyear ended 31^st March 2025 hence no
comments required in respect of compliance of provisions of section 123 of the Act.

As required by section 197(16) of the Act based on our audit, we report that the Company has not
paid any remuneration to its directors during the year hence no comments required for compliance
with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

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

For Mahesh Kumar & Company
Chartered Accountants
FRN -09660N

(CA Mahesh Kumar)

(Proprietor)

Membership No. - 088236
UDIN- 25088236BMOOKV6355

Place: New Delhi
Date: 20^,hMay, 2025.