Auditor Report of i Power Solutions India Ltd.

Mar 31, 2024

We have audited the accompanying Ind AS Financial Statements of IPOWER SOLUTIONS
INDIA LIMITED ("the Company") which comprises the Balance Sheet as at March 31, 2024,
the Statement of Profit and Loss (including Other Comprehensive Income), Statement of
Cash Flows and the Statement of Changes in Equity for the year then ended, and notes to
the Ind AS Financial Statements, including a summary of significant accounting policies and
other explanatory information.

In our opinion and to the best of our information and according to the explanations given to
us, the aforesaid Ind AS Financial Statements give the information required by the Act in
the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India including the Ind AS,

a) in the case of Balance Sheet, of the state of affairs of the Company as at 31^st March,
2024 ;

b) in the case of Statement of Profit and Loss, of the Loss for the year then ended ;

c) in the case of Cash Flow Statement, of the cash flows of the Company for the
year ;

d) in the case of Statement of Changes in Equity, of the changes in Equity, for the year
ended on that date.

Basis for Opinion:

We conducted our audit 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 Ind AS
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 Ind
AS financial statements under the provisions of the Companies Act, 2013 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.

Key Audit Matters:

Key Audit Matters are those matters that, in our professional judgment, were of most
significance in our audit of the Ind AS financial statements of the current period. During the
current year, the company had very minimal turnover relating to ITES services which are
one off items and are not contractual. The Company has Capital Work-in-Progress towards
development of a Portal and the amount spent upto 31-03-2024 was Rs. 4,30,62,958/-. The
project is in progress for over last 3 years. These matters were addressed in the context of
our audit of the Ind AS Financial Statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

Responsibility of Management for the Ind AS Financial Statements:

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of
the Companies Act, 2013 ("the Act") with respect to the preparation of these Ind AS
financial statements that give a true and fair view of the Balance Sheet (financial position),
Profit or Loss (financial performance including Other Comprehensive Income), Cash Flows
and Changes in Equity of the Company in accordance with the accounting principles
generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed
under section 133 of the Act.

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 Ind AS financial
statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.

In preparing the Ind AS 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 are also responsible for overseeing the company''s financial
reporting process.

Auditor''s Responsibility for the Audit of the Ind AS Financial Statements:

Our responsibility is to express an opinion on these Ind AS Financial Statements based on
our audit.

We have taken into account the provisions of the Act, the Indian accounting and auditing
standards and matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS Financial Statements in accordance with the
Standards on Auditing specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit to obtain

reasonable assurance about whether the Ind AS financial statements are free from material
misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and
the disclosures in the Ind AS financial statements. The procedures selected depend on the
auditor''s judgment, including the assessment of the risks of material misstatement of the Ind
AS financial statements, whether due to fraud or error. In making those risk assessments, the
auditor considers internal financial control relevant to the Company''s preparation of the
Ind AS financial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness of the accounting
estimates made by the Company''s Directors, as well as evaluating the overall presentation
of the Ind AS financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion on the Ind AS Financial Statements.

Report on Other Legal and Regulatory Requirements:

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 Companies
Act, 2013, we enclose in the "Annexure A" a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

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 it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive
income), the Cash Flow Statement 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 Ind AS Financial Statements comply with the Indian
Accounting Standards specified under Section 133 of the Act.

e) On the basis of the written representations received from the Directors as on 31st
March, 2024 taken on record by the Board of Directors, none of the Directors is
disqualified as on 31st March, 2024 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, refer to
our separate Report in "Annexure B".

g) 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, in our

opinion and to the best of our information and according to the explanations given to
us:

1) The Company has disclosed the impact of pending litigations on its
financial position in its Ind AS financial statements - Refer Note 16
(Continent Liabilities) to the Ind AS Financial Statements.

2) Provision relating to Material Foreseeable Losses on Long-Term Contracts -
Not Applicable. The company neither entered into any derivative contract
during the year nor have any outstanding derivative contract at the year end.

3) The company does not have any funds that are required to be transferred, to
the Investor Education and Protection Fund.

4) Based on our audit procedures which we considered reasonable and
appropriate in the circumstances, nothing has come to our notice that has
caused us to believe that the various matters mentioned in Disclosures of
other Statutory Information'' annexed to the Notes to accounts, contain any
material mis-statement.

5) The company has not declared or paid any dividend during the year in
contravention of the provisions of section 123 of the Companies Act, 2013.

6) Provisio to Rule 3(1) of the Companies (Accounts) Rules, 2014 and Reporting
under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 - Based on
our examination, which included test checks, the company had used an
accounting software - Tally ERP 9 - for maintaining its books of account
which does not have a feature of recording audit trail (edit log) facility for the
financial year ended March 31, 2024.

For ANANT RAO & MALLIK

Chartered Accountants

Firm Regn. No. 006266S

Sd/-

V ANANT RAO

Partner

Membership No. 022644

UDIN: 24022644BKANSF1436

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Mar 31, 2010

I have audited the attached Balance sheet of i Power Solutions India Limited as at 31st March 2010 also the Profit and Loss account of the Company for the Year ended on that date both annexed thereto. These Financial statements are the responsibility of the management. My responsibility is to express an opinion on these financial statements based on my audit.

I conduct the audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence and supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statements presentation. I believe that my audit provides a reasonable basis for my opinion.

1. As required by the Manufacturing and other companies Auditors report order 1988, issued by the company law board in terms of section 227 (4A) of the companies act,1956,1 enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

2. Further to comments in the annexure referred to in paragraph 1 above, I report that:

(i) I have obtained all the information and explanations which to the best of my knowledge and belief Ire necessary for the purpose of my audit.

(ii) In My opinion proper books of accounts as required by law have been kept by the company so far as it appears from my examination of such books.

(iii) The Balance sheet and Profit and loss account and Cash Flow Statement referred in to this report are in agreement with the books of account.

(iv) In My opinion, the Balance sheet, Profit and loss account and Cash flow statement dealt with by this report comply with the applicable Accounting Standards referred to in Section 211 (3c) of the Companies Act, 1956

(v) On the basis of information and explanations given to me, none of the directors of the company is prima facie, as at 31st March 2010 disqualified from being appointed as a Director of the company under Section 274(1) (g) of the Companies Act, 1956

(vi) In My opinion and to the best of My information and according the explanations given to me the said Balance sheet and Profit and Loss account read together with the notes therein, give the information required by the companies act, 1956, in the manner so required and give a true and fair view :

(a) In so far it relates to the Balance Sheet of the state of affairs of the company as at 31st March 2010

and

(b) In so far as it relates to the Profit and Loss account, of the Profit of the company for the Year ended on that date.

(C) In the case of the Cash Flow statement, of the cash flows for the year ended on that date.

ANNEXURES TO THE AUDITORS REPORT (Referred to in Paragraph 3 of my Report of Even Date)

i (a) The Company has maintained proper records showing full particulars including Quantitative details and situation of fixed assets.

i (b) As explained to me, physical verification of a major portion of fixed assets as at March 2010 was conducted by the Management during the year. In my opinion, the frequency of verification is reasonable. Having regard to the size of the operations of the company and on the basis of explanations received, in my opinion, the net difference found on physical verification were not significant.

ii. The Company has no inventories and therefore, the provisions of clause 4 (ii) of the Companies (Auditors Report) order, 2003 are not applicable to the company

iii. The Company has taken unsecured loans from other parties covered in the register maintained under section 301 of the Companies Act, 1956 and is not prima-facie prejudicial to the interest of the company.

iv. In my Opinion and according to the information and explanations given to me, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of fixed assets and with regard to the sale of goods and services. During the course of my audit, I have not observed any major weakness in the internal controls.

v. (a) To the best of my knowledge and belief and according to the information and explanations given to me, I am of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered on the Register to be maintained under that section.

(b) Transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at that relevant time.

vi In my opinion and according to the information and explanations given to me, the company has not accepted deposits from the public during the year.

vii. In my opinion, the company has an internal audit system commensurate with the size and nature of its business.

viii. According to the information and explanations given to me, the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 for any products of the company.

ix. According to the information and explanations given to me, no undisputed amount payable in respect of Income tax, Sales tax, Custom Duty, Excise Duty and cess were in arrears, as at March 2010 for a period of more than six months from the date they became payable.

x. In my opinion and according to the information and explanations given to me, the company has not borrowed any loan from Financial Institution or Bank, hence default in repayment of dues to financial institution or bank does not arise.

xi. In my opinion and according to the explanations and information given to me, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xii. In my opinion and according to the information and explanations given to me, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the CARO, 2003 are not applicable to the company.

xiii. In my opinion and according to the information and explanations given to me, the company has not given any guarantee, for loans taken by others from banks or financial institution; hence prima-facie prejudicial to the interest of the company does not arise.

xiv. In my opinion and according to the information and explanations given to me, the company has not taken any term loans and the purpose, hence the application of such loan for which they were raised does not arise.

xv. In my opinion and according to the information and explanations given to me, and on an overall examination of the balance sheet of the company, I report that no funds raised on short-term basis have been used for long-term investment.

xvi. To the best of my knowledge and belief and according to the information and explanations given to me, no fraud on by the company has been noticed or reported during the course of my audit.

Clauses 4(xiii) and 4(xix) of the Companies (Auditors Report) order 2003 are not applicable to the Company.

Sd./-

W.S.MADHAVANN

Chartered Accountant

Membership No: 201067