We nave audited the accompanying Standalone Financial Statements of HB Portfolio Limited ("the Company”), which comprise the standalone balance sheet as at 31 March 2025. and the
standalone statement of profit and loss (including other comprehensive income), standalone statement of cash flows and the standalone statement of changes In equity for the year then ended,
and notes to the Standalone Financial Statements. Including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the Standalone Financial
Statements”).

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. as amended (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 31 March 2025. Its loss including other comprehensive Income, its cash flows and changes in equity for the year ended on that date.

Basis of Opinion

We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) ol the Act. Our responsibilities under those
SAs 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 ihereunder. 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 on the Standalone Financial Statements.

Key Audit Matters

We have determined that there are no key audit matter to communicate in our report.

Information Other than the Standalone financial statements and Auditor's Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the Directors report to be included in the Company's 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.
Management s Responsibility for the Standalone Financial Statements

The Company's Board ot 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 ot the financial position, financial performance including other comprehensive income, cash flows and changes in equity ot the Company in accordance with the accounting principles generally
accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules. 2015 as amended. I his
responsibility also includes maintenance of aoequate 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 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 tree from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, the 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 ot accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to
do so.

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

Auditors' Responsibility for the Audit of tho Standalone Financial Statements

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 reporl 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.

As pari of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout th8 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 fhe 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 ovenide 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 I43<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.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the 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 Flowever, 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 whethor the standalone financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable
user of the standalone 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 standalone 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 intpmal mntrnl that vjp irtpntifu rturinn nnr 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 for the financial
year ended March 31.2025 and are therefore the key audit matters. We descnbe 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, and on the basis of
such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure ‘A’ a statement
on the matters specrfied in the paragraph 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 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 ot changes in equity and the standalone
Cash Flow Statement 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 (Ind AS) 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 31,2025 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 Annexure ‘B* Our report
expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s Internal financial controls over financial reporting

(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 did not have any long-term contracts including derivative contracts as at 31^nl March, 2025

iii. There has been no delay in transferring amounts, 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 me 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 Beneficiaries¹') 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 to or in any other person or entity, including foreign entity (“Funding Parties"), 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 ot the Funding Party
("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalt of the 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 dividend declared or paid during the year by the Company Is in accordance with section 123 of the Act to the extent it applies to payment of dividend.

vi. Based on our examination which included test checks, the company has used on 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, dunng the course of 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.

(h) 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 to the best of our information and according to the explanations given to us, the remuneration paid by the company to its directors during the year is in accordance with the
provision ot section 197 of the Act.

For N.C. Aggarwal & Co.
Chartered Accountants

Firm Registration No 003273N

G. K. Aggarwal

Partner

Date: 26* May. 2025 M No 086622

Place: New Delhi UDIN: 25086622BMIBLK9203