1. Wehave audited the Standalone financial
statements of Agarwal Industrial Corporation
Limited ("the Company"), which comprise the
Standalone Balance Sheet as at 31^st March, 2026,
and the Standalone Statement of Profit and Loss
(including other comprehensive income), the
Standalone Statement of Changes in Equity and
the Standalone Cash Flow Statement for the year
then ended and, notes to the standalone financial
statements, including a summary of significant
accounting policies and otherexplanatory
information.

2. 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 ("Act")in the manner sorequired and give
a true and fair view in conformity with the Indian
Accounting Standards prescribed under section
133of the Act, ("Ind AS")and other accounting
principles generally accepted in India, of the state
of affairs of the Company as at 31^st March, 2026,
and its profit and other comprehensive income, the
changes in equity and its cash flows forthe year
ended on that date.

Basis of Opinion

3. Weconducted our audit in accordance with the
Standards on Auditing (SAs)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 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 thereunder, and
wehave 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

4. Key audit matters are those matters that, in our
professional judgment, wereof most significance in
our audit of the standalone financial statements of
the current period. These matters wereaddressed in
the context of our audit of the standalone financial
statements as a whole, and in forming our opinion
thereon, and wedo not provide a separate opinion
on these matters.

Information other than the standalone financial

statements and auditors' report thereon

6. The Company's Board of Directors is responsible for
the preparation of the other information. The other
information comprises the information included
in rauditor's report thereon. The Annual report is
expected to be made available to us after the date
of this auditor's report.

7. Our opinion on the standalone financial statements
does not cover the other information and wedo not
express any form of assurance conclusion thereon.

8. 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.

Management's Responsibility for the Standalone

Financial Statements

9. The Company's management and Board of Directors
are responsible forthe 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 of the state of affairs, profit and
other comprehensive income, changes in equity
and cash flows of the Company in accordance

with the accounting principles generally accepted
in India, including the Indian Accounting Standards
(Ind AS)specified under Section 133of the Act.
This responsibility also includes the maintenance of
adequate accounting records in accordance with the
provision of the Act forsafeguarding the assets of the
Company and forpreventing and detecting the 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.

10 In preparing the standalone financial statements,
management and Board of Directors are responsible
forassessing 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 Board of Directors is also responsible
foroverseeing the Company's financial reporting
process.

Auditor's Responsibilities for the Audit of the Standalone

Financial Statements

11. 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 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
errorand are considered material if,individually orin
the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on
the basis of these standalone financial statements.

12. Aspart 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 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
controls.

• 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 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
in the standalone financial statements 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 weconclude 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. However, future events or
conditions may cause the Company to ceaseto
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.

L3. 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.

14. Wecommunicate 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 weidentify during our audit.

15. Wealso provide those charged with governance with
a statement that wehave 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.

16. From the matters communicated with those charged
with governance, wedetermine those matters
that wereof most significance in the audit of the
standalone financial statements of the current period
and are therefore the key audit matters. Wedescribe
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 sowould reasonably be expected to outweigh
the public interest benefits of such communication.

Report on other Legal and Regulatory Requirements

17. Asrequired by section 197(16)of the Act, wereport
that the Company has paid remuneration to its
directors during the year in accordance with the
provisions of and limits laid down under section 197
read with Schedule V to the Act.

18. Asrequired 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 143of 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
specified in paragraphs 3and 4of the Order, to the
extent applicable.

19. Asrequired by section 143(3)of the Act, wereport
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 Statement of

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.

e) On the basis of written representations received
from the directors as on 31^st March 2026,taken
on record by the Board of Directors, none of the
directors is disqualified as on 31^st March 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 over financial reporting of the
Company and the operating effectiveness of such
controls, referto 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 Standalone Financial Statements.

g) With respect to the other matters to be included
in the Auditor's Report in accordance with Rule
11of 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 has disclosed the impact of
pending litigations as at 31^st March 2026
on its financial position in note 37of its
standalone financial statements;

ii) The Company did not have any long-term
contracts including derivatives contracts for
which there were any material foreseeable
losses;

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 their knowledge and belief,
as disclosed in the notes to the accounts,
no funds have been advanced or loaned
or invested (either from borrowed funds
orshare premium orany other sources or
kind of funds) by the Company to orin any
other person(s) orentity(ies), including
foreign entities ("Intermediaries"), with
the understanding, whether recorded
in writing or otherwise, that the
Intermediary shall, directly or indirectly
lend or invest in other persons or entities
identified in any manner whatsoever by

oron behalf of the Company ("Ultimate
Beneficiaries") orprovide any guarantee,
security orthe like on behalf of the
Ultimate Beneficiaries.

(b) The Management has represented,
that, to the best of their knowledge
and belief, as disclosed in the notes
to 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, 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.

(c) Based on the audit procedures that
has 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 para
(a) and (b) above, contain any material
misstatement.

v) The dividend proposed in the previous year,
declared and paid by the Company during
the year is in accordance with Section 123 of
the Act, as applicable.

Asstated in Note 16(A) to the Standalone
Financial Statements, the Board of Directors
of the Company have proposed dividend for
the year which is subject to the approval of
the members at the ensuing Annual General
Meeting. The amount of dividend proposed
is in accordance with Section 123 ofthe Act,
as applicable.

vi) Based on our examination, which included
test checks, the Company has used
accounting software for maintaining its
books of account forthe financial year
ended 31^st March, 2026which has a feature
of recording audit trail (edit log) facility.

Further, in accordance with the requirements
of the proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014,applicable with effect
from April 1, 2023,the audit trail feature has
been operated throughout the financial year
ended 31^st March, 2026, forall transactions
recorded in the software, and the audit trail
has not been tampered with and the audit
trail has been preserved by the Company
as per the statutory requirements for record
retention.

For Singhal Sanklecha & Co LLP

Chartered Accountants

(Firm Registration No : 025768C / C400376)

CA Vipin Kumar Sanklecha

(Partner)

Membership No. 101710
UDIN : 26101710DAKXKE5735

Place: Mumbai
Dated: 29^thMay 2026