1. We have audited the accompanying Standalone
Financial Statements of Balmer Lawrie & Company
Limited (“the Company”), which comprise the
Balance Sheet as at 31 March 2026, the Statement
of Profit and Loss (including Other Comprehensive
Income), the Statement of Cash Flows and the
Statement of Changes in Equity for the year then
ended, and notes to the standalone financial
statements, including a summary of significant
accounting policies and other explanatory
information, in which are included the returns for
the year ended on that date audited by the branch
auditors of the Company’s branches located
at Northern, Southern and Western Regions of
the country (hereinafter referred as “Standalone
Financial Statements”).

2. In our opinion and to the best of our information and
according to the explanations given to us, and based
on the consideration of the reports of the branch
auditors as referred to in paragraph 16 below, 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 Indian Accounting
Standards (‘Ind AS’) specified 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 31 March
2026, and its profit (including other comprehensive
income), its cash flows and changes in equity for
the year ended on that date.

3. We conducted our audit of the Standalone Financial
Statements in accordance with the Standards on
Auditing (“SA”s) 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 (“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 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
together with the audit evidence obtained by the
branch auditors, in terms of their reports referred to
in paragraph 16 of the Other Matter section below
is sufficient and appropriate to provide a basis
for our audit opinion on the standalone financial
statements.

Key Audit Matters

4. Key audit matters are those matters that, in
our professional judgment, and based on the
consideration of the reports of the branch auditors
as referred to paragraph 16 below, 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. We have
determined the matters described below to be the
key audit matters to be communicated in our report:

Emphasis of Matter

5. We draw attention to the following matters in the
Notes to the standalone Financial Statements:

a) Note No. 23: “Other Trade Payable” includes
sundry creditors for expenses amounting to
Rs 322.57 Lakhs (P.Y. Rs 322.57 Lakhs) of E&P
Division, Kolkata, which are lying unpaid since
long, as the matters are under litigation.

b) Note No.36 - Additional impairment loss of
Rs 14.50 Lakhs relating to dry warehouse

and cold storage facility at AMTZ Vizag has
been considered in current financial year.
The Board of Directors at its meeting held
on 15^th May, 2025 approved closure of SBU
ROFS along with disposal of the related fixed
assets. Accordingly, the Company engaged an
independent valuer to assess fair value of the
Property, Plant and Equipment across various
geographies. Based on the valuation report,
the Company has recognized impairment loss
of Rs 806.64 Lakhs during the current financial
year. Consequently, the Company has disclosed

aggregate amortization loss of Rs 821.14 Lakhs
as separate line item under -Other Expenses of
the financial statements.

c) Note No. 42.8 which states that trade receivables,
loans and advances and deposits for which
confirmations are not received from the parties
are subject to reconciliation and consequential
adjustments on determination/ receipt of such
confirmation.

d) Note No. 42.30 (a) regarding the provision made
by the Company amounting to 75.72% of its
investment in its subsidiary, M/s Visakhapatnam
Port Logistics Park Limited (VPLPL), considering
the substantial erosion in the net worth of VPLPL,
which has declined by nearly 73%, as a measure
of prudence and abundant caution.

e) Note No. 42.40 to the financial statements
regarding suspected misuse/unauthorised
redemption of digital loyalty coupons under the
Balmerol Connect Plus Programme for SBU
- Greases & Lubricants, involving an amount
of approximately Rs 16.56 lakhs. As stated
in the said note, the matter is under further
investigation/review by the management and an
internal committee has been constituted for the
same.

Our opinion is not modified in respect of the
above matters.

Information Other than the Financial Statements
and Auditor’s Report Thereon

6. The Company’s Board of Directors are responsible
for the other information. The other information
comprises the information included in the
Management Discussion and Analysis, Board’s
Report including Annexures to Board’s Report,
Business Responsibility Report, Corporate
Governance Report and Shareholder Information,
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 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.

Responsibility of Management and Those
Charged with Governance for the Standalone
Financial Statements

7. The accompanying standalone financial statements
have been approved by the Company’s Board
of Directors. The Company’s Board of Directors
are responsible for the matters stated in section
134(5) of the Act with respect to the preparation
and presentation of these standalone 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 Ind AS specified under section 133 of
the Act and other accounting principles generally
accepted in India. 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 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,
the 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 the Board of Directors
either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do
so.

9. The Board of Directors is also responsible for
overseeing the Company’s financial reporting
process.

Auditor’s responsibilities for the Audit of

Standalone Financial Statements

10. 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
Standards on Auditing 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 financial statements.

11. As part of an audit in accordance with Standards
on Auditing, specified under section 143(10) of
the Act we exercise professional judgment and
maintain professional skepticism 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 financial
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 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 Board of
Directors’ 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 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; and

• Obtain sufficient appropriate audit evidence
regarding the financial information/financial
statements of the Company and its branches
or the business activities within the Company to
express an opinion on the financial statements.
We are responsible for the direction, supervision
and performance of the audit of financial
statements of the Company and such branches
included in the financial statements, of which
we are the independent auditors. For the other
branches included in the financial statements,
which have been audited by the branch auditors,
such branch auditors remain responsible for the
direction, supervision and performance of the
audits carried out by them. We remain solely
responsible for our audit opinion.

12. 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 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 financial
statements.

13. 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.

14. 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.

15. 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 Matters

16. We did not audit the financial statements/
information of branches situated in Northern,
Southern and Western Regions included in the
standalone financial statements of the Company
whose financial statements/financial information
reflect total assets of Rs 162,648.90 Lakhs
as at 31 March 2026 and the total revenues of
Rs 237,265.57 Lakhs for the year ended on that
date, as considered in the standalone financial
statements / information of these branches have
been audited by the branch auditors whose reports
have been furnished to us by the management, and
our opinion on the standalone financial statements,
in so far as it relates to the amounts and disclosures
included in respect of branches, and our report in
terms of sub-section (3) of section 143 of the Act in
so far as it relates to the aforesaid branch(es), is
based solely on the report of such branch auditors.

Our opinion above on the standalone financial
statements, and our report on other legal and
regulatory requirements below, are not modified in

respect of the above matters with respect to our
reliance on the work done by and the reports of the
branch auditors.

Report on Other Legal and Regulatory requirements

17. As required under section 143(5) of the of the
Companies Act, 2013, we give in the Annexure-A,
a Statement on the Directions / Sub-Directions
issued by the Comptroller and Auditor General of
India after complying the suggested methodology
of Audit, the action taken thereon and its impact
on the accounts and financial statements of the
Company.

18. 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 to the Company.

19. Further to our comments in Annexure B, as
required by section 143(3) of the Act based on our
audit, and on the consideration of the reports of
the branch auditors as referred to in paragraph 16
above, we report, to the extent applicable, 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 of the accompanying
standalone financial statements;

b) In our opinion proper books of account as
required by law have been kept by the Company
so far as appears from our examination of
those books and proper returns adequate for
the purposes of our audit have been received
from the branches not visited by us;

c) The reports on the accounts of the branch
offices of the Company audited under Section
143(8) of the Act by branch auditors have been
sent to us and have been properly dealt with by
us in preparing this report;

d) The standalone financial statements dealt with
by this report are in agreement with the books
of account and with the returns received from
the branches not visited by us;

e) In our opinion, the aforesaid standalone
financial statements comply with the Ind AS

specified under Section 133 of the Act, read
with relevant rules thereunder;

f) The provisions of Section 164(2) of the
Companies Act, 2013 are not applicable to
Government Companies in terms of notification
No. GSR 463(E) dated 5^th June 2015 issued by
the Ministry of Company Affairs, Government
of India.

g) With respect to the adequacy of the internal
financial controls over financial reporting of
the Company as on 31 March 2026 and the
operating effectiveness of such controls, refer
to our separate Report in Annexure-C; and

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 and based on
the consideration of the reports of the branch
auditors as referred to in paragraph 16 above:

i) As per records made available to us, the
Company, as detailed in Note 42.3(a) and
its Annexure “A” to the standalone financial
statements, has disclosed the impact of
pending litigations on its financial position
as at 31 March 2026;

ii) The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses as at 31 March 2026;

iii) According to the information and
explanations given to us, there has been
no delay in transferring amounts required
to be transferred to the Investor Education
and Protection Fund by the company
during the year ended 31 March 2026;

iv) a) The management has represented

that, to the best of its knowledge and
belief, other than as disclosed in the
notes to the accounts, 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 entity(ies), 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 (“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, other than as disclosed in
the notes to the accounts, 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
performed as 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) As stated in Note No. 45 to the
accompanying Standalone Financial
Statements:

a) The final dividend paid by the Company
during the year ended 31 March 2026
in respect of such dividend declared for
the previous year is in accordance with
section 123 of the Companies Act 2013
to the extent it applies to payment of
dividend.

b) The Board of Directors of the Company have declared interim Dividend for the year ended 31^st
March 2026 in accordance with section 123(3) of the Companies Act 2013.

c) The Board of Directors of the Company have proposed Final Dividend for the year ended 31
March 2026 which is subject to the approval of the members at the ensuing Annual General
Meeting. The dividend proposed to be 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, in respect of financial year
ended 31 March 2026, has continued to use an accounting software for maintaining its books
of account which has a feature of recording audit trail (edit log) facility and the same has been
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.
Furthermore, the audit trail has been preserved by the Company as per the statutory requirements
for record retention.

For B Chhawchharia & Co

Chartered Accountants
Firm’s Registration No.: 305123E

Kshitiz Chhawchharia

Partner

Place: Kolkata Membership No.: 061087

Date: 17 May 2026 UDIN: 26061087GBQVFA6924