We have audited the accompanying Financial
Statements of Ras Resorts & Apart Hotels Limited
(“the Company”), which comprise the Balance Sheet
as at 31st March 2025, and the Statement of Profit
and Loss (including Other Comprehensive Income),
the Statement of Cash Flow and the Statement of
Changes in Equity for the year then ended, and
notes to the Financial Statements, including a
summary of material 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 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
the Companies (Indian Accounting Standards) Rules,
2015, as amended, (“Ind AS”) and other accounting
principles generally accepted in India,

(a) in the case of the Balance Sheet, of the state
of affairs of the Company as at 31^st March,
2025;

(b) in the case of the Statement of Profit and Loss
(including Other Comprehensive Income), of
the Loss for the year ended on that date;

(c) in the case of the Statement of Changes in
Equity, of the changes in equity for the year
ended on that date; and

(d) in the case of the Cash Flow Statement, of the
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
(SAs) specified under section 143(10) of the
Companies Act, 2013. 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 (“the 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 we have
obtained is sufficient and appropriate to provide a
basis for our 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
year ended 31^st March, 2025. 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 of the information
included in the Management Discussion and
Analysis, Draft Board’s Report including Annexures
to the said Board’s Report, Corporate Governance
and Shareholder’s Information, but does not include
the financial statements and our auditor’s report
thereon.

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, cash flows and
changes in equity of the Company in accordance with
the other 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. 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
implementation and maintenance of 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
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.

The Company’s Board of Directors is 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
Standards on Auditing (“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 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 financial
controls 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 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 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 the
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 (i) in 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 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
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 of India in terms
of section 143(11) of the Act, we give in
“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 relating to preparation
of the aforesaid Financial Statements
have been kept 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, the Statement
of Changes in Equity and the Cash Flow
Statement dealt with by this Report are
in agreement with the relevant books of
account.

d) In our opinion, the aforesaid financial

statements comply with the Ind AS
specified under Section 133 of the

Act, read with the Companies (Indian
Accounting Standards) Rules 2015, as
amended

e) On the basis of the written

representations received from the

directors as on 31st March, 2025 taken
on record by the Board of Directors,
none of the directors is disqualified as on
31st March, 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 the 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 matter to
be included in the Auditor’s Report in
accordance with the requirement of
section 197(16) of the Act, 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 provisions of
section 197 read with Schedule V to 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

whether recorded in writing or
otherwise, that the Company
shall directly or indirectly, lend
or invest in other persons
or entities identified in any
manner whatsoever (“Ultimate
Beneficiaries”) by or on behalf
of the Funding Party or provide
any guarantee, security or the
like on behalf of the Ultimate
Beneficiaries.

(c) Based on such audit
procedures as considered
reasonable and appropriate in
the circumstances, nothing has
come to our notice that has
caused us to believe that the
representations provided under
(a) and (b) above, contain any
material misstatement.

v. The Company has not declared or
paid any dividend during the year
and has not proposed any dividend
for the year.

vi. Based on our examination, which
includes test checks, it is observed
that the company has used
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
the 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 Khandelwal & Mehta LLP

Chartered Accountants
Firm Regn. No. W100084

Sunil Khandelwal

(Partner)

Place : Mumbai M. No.: 101388

Date : 17^th May 2025 UDIN: 25101388BMNVNH3069