1. We have audited the accompanying Standalone Financial Statements of Kalpataru Limited (‘the Company’),
which comprise the Standalone Balance Sheet as at 31 March 2024, and the Standalone Statement of Profit and
Loss (including Other Comprehensive Income), Standalone Statement of Changes in Equity and Standalone
Statement of Cash Flows for the year ended on that date, and notes to the Standalone Financial Statements,
including a summary of material accounting policy information and other explanatory information (‘the
Standalone Financial Statements').

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 (‘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
at31 March 2024, and its Profit and Other Comprehensive Income, Changes in Equity and its Cash Flows for the
year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing (‘SAs’) specified under section 143(10) of
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 (‘ICAI’) 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 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.

Other information

4. The Company’s Board of Directors are responsible for the other information. The other information comprises
the information included in the Company’s Director’s Report includingAnnexuresto Director’s Reportand such
other disclosures but does not include the Standalone Financial Statements and our auditors’ report thereon.
The Other Information is expected to be made available to us after the date of this auditor’s report.

5. Our opinion on the Standalone Financial Statements does not cover the other information and we do not
express any form of assurance conclusion thereon.

6. In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, to consider whether the other
information is materially inconsistent with the Standalone Financial Statements or ourjyiQsyledge obtained in

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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.

7. When we read the Director’s Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance and take appropriate action as
applicable under the relevant laws and regulations.

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

8. 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 Standalone Financial Statements that give a true and fair view of the State of Affairs,
ProfitandOtherComprehensive Income, Changes in Equity and Cash Flows of the Company in accordance with
the Indian Accounting Standards prescribed 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.
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 of the appropriate accounting software for ensuring compliance with applicable
laws and regulations including those related to retention of audit logs; 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 materia!
misstatement, whether due to fraud or error.

9. 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.

10. The Board of Directors is also responsible for overseeing 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 detecta 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,

12. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:

12.1. 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 theovemfjgnf internal control.

12.2. 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} the Act, we are also responsible for
expressingour opinion on whether the Company has adequate internal financial controls with reference
to Standalone Financial Statements in place and the operating effectiveness of such controls.

12.3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Management.

12.4. Conclude on the appropriateness of the 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. Fiowever, future events or conditions may cause the Company to cease to continue as a
going concern.

12.5. 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 fajr presentation.

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 bethought to bearori our independence, and where applicable, related safeguards.

Other Matters

15. We did not audit the financial information pertaining to Company’s share in loss of 5 (Five)LLP / partnership
firms aggregating to Rs. 980 Lakhs & 3(Three) LLP/Partnership firms aggregating to Rs. 14 Lakhs for the year
ended 31 March 2024. The financial information pertaining to these entities have been audited by other auditors
whose reports are furnished to us and the Company's share in profit/loss of said entities have been included in
the accompanying Standalone financial statements are solely based on the report of such other auditors. Our
opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

16. 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, to the extent applicable.

17. As required by Section 143(3) of the Act, we report that:

17.1. 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.

17.2. In our opinion, proper books of accounts as required by law have been kept by the Company so far as it
appiears from our examination of those books except for the matters stated in paragraph 18.8 below on
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended)

17.3. 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.

17.4. In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under
Section 133 of the Act read with the relevant rules thereunder.

17.5. On the basis of the written representations received from the directors as on 31 March 2024 taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March 2024 from being
appointed as a director in terms of Section 164(2) of the Act.

17.6. The modification relating to the maintenance of accounts and other matters connected therewith are as
stated in the paragraph 17.2 above on reporting under Section 143(3){b) and paragraph 18.8 below on
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended).

17.7. With respect to the adequacy of the internal financial controls with reference to Standalone Financial
Statements of the Company and the operating effectiveness of such controls, referto ourseparate Report
in ‘Annexure B’.

17.8. In our opinion and according to the information and explanations given to us, the remuneration paid by
the Company to its director during the current year is in accordance with the provisions of Section 197 of
the Act.

18. 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:

18.1. The Company has disclosed the impact of pending litigations as at 31 March 2024on its financial position
in its Standalone Financial Statements - Refer Note 33 to the Standalone Financial Statements.

18.2. The Company did not have any long-term contracts including derivative contracts for which there were
any material foreseeable losses- Refer Note 33(l)(d) to the Standalone Financial Statements

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

18.4. The Management has represented , to best of their knowledge and belief, that 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
(‘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.

18.5. The Management has represented, to best of their knowledge and belief, that 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,

18.6. Based on such 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 representation
under para 18.4 and 18.5 contain any material misstatement.

18.7. In our opinion and according to information and explanation given to us, the Company has not declared
or paid dividend during the year, accordingly compliance with section 123 of the Act by the Company is
not applicable.

18.8. Based on our examination which included test checks, the Company has used accounting softwares for
maintaining its books of accounts which have a feature of recording audit trail (edit log) facility. As
observed, in course of our audit, the edit log feature in one of the limbs of core accounting software of
the Company does not have feature of edit log. The audit trail facility at the database level is not observed
to have been enabled. Except for these instances, the audit trail facility in the accounting software has
been operating throughout the year for all relevant transactions recorded in the software and we did not
come across any instance of audit trail feature being disabled or tampered with during the course of our
audit.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from 1 April 2023, reporting
under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audittrail as per
the statutory requirements for record retention is not applicable for the financial year ended 31 March
2024.

For KKC & Associates LLP

Chartered Accountants

(formerly Khimji Kunverji &Co LLP)

Firm Registration Number: 105146W/W100621

Hasmukh B Dedhia

Partner

ICA! Membership No: 033494

UDIN: 240 33 444 Btc Rt-V ?34 | IL,/CW''^eL,a_\\

lo

Place: Mumbai y JJ

Date: - _

11 MAY 202i