We have audited the accompanying financial statements of
JAYASWAL NECO INDUSTRIES LIMITED (“the Company"),
which comprise the Balance Sheet as at March 31, 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 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, of the state of affairs of
the Company as at March 31, 2026, its Profit including Other
Comprehensive Income, its Cash Flows and the Statement
of Changes in Equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards
on Auditing (“SA") 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 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 made 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.

Emphasis of Matter

We draw your attention to the Note no. 2.07 to the Financial
Statements, regarding the attachment of the properties
of the Company to the extent of H 30,758.39 Lakhs by the
Directorate of Enforcement (ED) by two separate orders,
which was contested by the Company including its appeal to
the PMLA Appellate Tribunal (AT), New Delhi. The AT allowed
the appeal and set aside the provisional attachments.
The Court of Special Judge, New Delhi (CBI Court) had
discharged the Company under the Prevention of Money
Laundering Act, holding that there was no offence of money
laundering in the absence of any charge of cheating in
securing the allocation of coal block. The ED had challenged
the CBI Court order in the Honorable Supreme Court (SC).
The Company had also filed a separate application for
release of the attached properties before the CBI Court. The
SC's oral direction and the Company's oral undertaking for
not pressing to release the attached properties.

Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the
Financial Statements for the year ended March 31, 2026.
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 the matters 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 Auditors'
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
other information. The other information comprises the
management discussion and analysis and director's report
included in the annual report but does not include the
Financial Statements and our auditors' report thereon. The
above information is expected to be made available to us
after the date of this auditors' report.

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 identified
above when it becomes available and, in doing so, consider
whether the other information is materially inconsistent with
the Financial Statements, or our knowledge obtained in the
audit or otherwise appears to be materially misstated.

When we read the above other information, if we conclude
that there is material misstatement therein, we are required to
communicate the matter to those charged with governance.

Management's Responsibility 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
the Statement Of Changes in Equity of the Company in
accordance with the Ind AS 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 the appropriate accounting
policies; making judgements 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 fair 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.

Those 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 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 control 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 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 aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the Financial Statements may
be influenced.

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 sub-section (11) of section 143 of
the Act, we give in the 'Annexure A" a statement on the
matters specified in paragraphs 3 and 4 of the Order.

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
appears from our examination of those books;

c. The Balance Sheet, Statement of Profit and
Loss including Other Comprehensive Income,
the Statement of Cash Flows and Statement of
Changes in Equity dealt with by this report are in
agreement with the books of account;

d. In our opinion, the aforesaid Financial Statements
comply with the accounting standards specified
under section 133 of the Act;

e. On the basis of written representations received
from the directors as on March 31, 2026 taken
on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2026,
from being appointed as a director in terms of
section 164(2) of the Act;

As referred in note no. 52 to the Financial
Statements, during the previous year, in the matter
related to Abhijeet Infrastructure Private Limited
(AIPL), a nongroup company, the Managing
Director (MD) of the Company was convicted and
sentenced by the Special CBI Court, New Delhi.
The MD filed an appeal before the Hon'ble Delhi
High Court which got accepted. Based on legal
opinion from Law Firm and a Retired Supreme
Court Judge, the Managing Director of the
Company is not disqualified from continuing as a
director or managing director.

f. With respect to the adequacy of the internal
financial controls with reference to Financial
Statements and the operating effectiveness of
such controls, refer to our separate Report in
“Annexure B".

g. With respect to the other matters to be included
in the Auditors' Report in accordance with the
requirements of section 197(16) of the Act, as
amended,

I n our opinion and to the best of our information
and according to the explanations given to us, the
remuneration paid or provided by the Company to
its directors during the year is in accordance with
the provisions of section 197 read with Schedule V
of the Act.

h. With respect to the other matters to be included
in the Auditors' Report in accordance with Rule

II 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 as represented by
the management:

i. The Company has disclosed the impact of
pending litigations on its financial position in
its Financial Statements as referred to in Note
No. 2.07, 2.08, 3.03, 3.04, 30.01, 39 and 52 to
the Financial Statements.

ii. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses.

iii. There were no amounts which were required
to be transferred to the Investor Education
and Protection Fund by the Company.

iv. (a) Management has represented to us
that, to the best of its knowledge and
belief, as disclosed in the notes to the
Financial Statements, during the year
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 persons or entities, including
foreign entities (“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) Management has represented to us that,
to the best of its knowledge and belief,
as disclosed in the notes to the Financial
Statements, during the year 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

(c) Based on our audit procedure
conducted that have been considered
reasonable and appropriate in the
circumstances, nothing has come
to our attention that causes us to
believe that the representation given
by the management under paragraph
(2) (h) (iv) (a) & (b) contains any
material misstatement.

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

vi. Based on our examination which included
test checks, the company has used
accounting software(s) 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, during the course of our
audit we did not come across any instance
of audit trail feature being tampered with.
Additionally, the company has preserved the
audit trail as per the statutory requirements
for record retention.

For Chaturvedi & Shah LLP

Chartered Accountants
Firm Reg. No. 101720W / W100355

Rupesh Shah

Partner

Membership No. 117964
UDIN: 26117964DEJQXV8880

Mumbai
Date: April 24, 2026