Auditor Report of Indo Thai Securities Ltd.

Mar 31, 2025

We have audited the standalone Ind AS financial statements of Indo Thai Securities Limited ("the Company"), which comprise
the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including other comprehensive income), Statement of
Changes in Equity and Statement of Cash Flows for the year ended and a summary of significant accounting policies and other
explanatory information (hereinafter referred to as "the financial statements").

ln 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 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, 2025, profit, total comprehensive income, changes in equity and cash flows for the
year ended on that date.

Basis for Opinion

We conducted our audit of the standalone 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 ("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 of the current period. 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. There is no key audit matter to be
communicated in our report.

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
the information included in the Management''s Discussion and Analysis and Board''s Report including Annex
ures to 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.

ln 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 in the
audit, or otherwise appears to be materially misstated.

If based on the work we have performed on the other information obtained prior to the date of this auditor''s report, 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, total comprehensive
income, changes in equity and cash flows 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 of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; makingjudgments 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, the 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 the
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 Responsibilities for the Audit of the Standalone 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 judgement 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 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 ability of the Company 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. 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 annual financial statements that individually or in aggregate, make it
probable that the economic decisions of reasonably knowledgeable user of the financial statements may be influenced. We
consider quantitative materiality and qualitative factors in (i) planning to scope 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 standalone 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

i. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order") issued by the Central Government 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.

ii. 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 of the financial statements.

b. ln our opinion, proper books of accounts 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 Statement of changes
in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of accounts maintained
for the purpose or preparation of the financial statements.

d. ln our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014.

e. The company has not informed about the presence of any operational Branch which requires Audit u/s 143(8) of the Act.

f. On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section
164(2) of the Act.

g. On the basis of the examination if the Books of accounts and other records shown to us for the purpose of the Audit and
other such documents asked during the course of the Audit, the Auditor has no observation or adverse comment, apart from
those mentioned in the relevant paras if any, on the financial transactions or matters which may have any adverse effect on
the functioning of the company.

h. On the basis of the examination of the Books of Account and other records shown to us for the purpose of the Audit and
other such documents asked during the course of the Audit, we found no material reason to report any qualification,
reservation or adverse remark relating to the maintenance of accounts and other matters connected therewith, apart from
the matters already mentioned in the relevant paras, if any.

i. 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".

j. With respect to the matter to be included in the Auditors'' Report under section 197(16) of the Act, as amended:

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

k. 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:

i. The Company has pending litigations on its financial position in its Standalone Financial Statements, Please refer note no.
34 ;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable
losses, on long-term contracts including derivative contracts;

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 its knowledge and belief, other than as disclosed in the noted of
the accounts, no funds have been advanced or loans 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 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 ultimate
beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, no funds have been received by the
company from any person(s) or entities, 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 by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of ultimate beneficiaries; and

c. Based on 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 under sub-clause (I) and (II) contain any material
misstatement.

v. As stated in the financial statements:

i. The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance
with section 123 of the Companies Act, 2013.

ii. No interim dividend was declared and paid by the company during the year.

iii. The Board of Directors of the Company has not proposed dividend for the year which is subject to the approval of the
members at the ensuing Annual General Meeting.

vi. Based on our examination which included test checks and in accordance with requirements of the Implementation
Guide on Reporting on Audit Trail under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, the Company has used
accounting software for maintaining its books of account, which have 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.

The audit trail (edit log) feature is duly enabled at the database level to comprehensively log all direct data changes within
the accounting software used for maintaining the books of account.

Unique Document Identification Number (UDIN) for this document is 25436593BM3HUO5716

For SPARK & Associates Chartered Accountants LLP

Chartered Accountants
Firm Reg No. 005313C / C400311

CA Chandresh Singhvi

Partner

Membership No. 436593
Place: Indore
Date: 30^th May, 2025

---

Mar 31, 2024

We have audited rho standalone Inri AS f nano.'' i statements of Indo Thai Securities Limited r^:t.hc Ccmpanv"i. JKvhich corr-pr s£ the Balance Sheet as a; March 31, 2024. L"e Statement of Profit anil Loti (including other comprehensive income), Statement of Changes in Equity SLH.omentof Cash Flows rorthe year ended and n summary of significant ace ou rm ny po I i c i es a n d o L her expes n atory n fortr. a t io^r’- b'' e re i n a f ''.e r re fe r red Lo as" L he rT n 3 m 3! s Late m e¹ - LP''''

In our cpir-or arid to‘.fie best of our information and according to the ex pi emotions given to us. Lle afo^resaid financial statements give the information required by the Companies Act, 2hl3 {the "Act ) in the mannei so required end give a LrU''t tiid '' an^r view m conformity w- th nclian Accou-’L n.tj Standards prescribed under section iS3 of the Act read with the-Cor i parties, ndisn Accounting Standard^ Rules, 2015, as amended ( Ind AS") and othe^r account ng principles generally ac c e.pted I n I n d i a, of th o state o" a ft a i rs of : h e C o m pa - y a s a t M a rc h 51, f 32A, p re--1. tota c o n^-- p re h c n s i vc i n c o m e, chang or. in equay -and cash Mows for the yea: ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards or. Auditing (SAs) specified under Section I43{10) of the Companies Ac;. 20ii. Ou^r responsibilities under those Standards are further described in tire Auditors Responsibilities for the Audit of the financial statements section of o.r report. We are ¦ n d a pip n d en t of t he Co m pa n y i n a c corda n cc w i t h the Ccd e of ii L h i c e, i ssu ed by t h e I n St i tu t e of C ha rte rc-o Ac cou n ta r.ts of India fiCAl") together with the ethreaj feguirementsthat are relevant to our audit of the Randal statements under the p rovrs;on s of t h e Act g n d th o P l- I c s t h orcu Hdo r, a no'' wo have fu Ifi i red our oth o r ot h i ca I rospo n £ i b i t ies i n oc c o rd a n ce with these recn.-ire i V''ehts and the ICAI''s Code of Ethics. We believe that me aud''t evidence we have obtained is sufficient and a p p ropd a te to pr ovi d e a b,i sis to r o u r opi n i o n on t h e fi r a no i a I st a to m o nts.

Key Audit Matters

Key auoit matters are those matters that, ;n our orofessional judgment, were of most sigo .ficance in cur audit of‘.he financial statements of the current period These matters were addressed in the content of our audit; of the financial statements as a whole, and in for nr mg our op. nice ''hereon, and we do not provice a separate opirvon on these matters. There is no key audit matter to be communicated in our report.

information Otherthan the Financial Statements and Auditor''s Report Thereon

The Company''s Board ot Directors is responsible tor t he preparation of rhe other Information'' The erhor r.fcrrr.stoin comprises tire information'' included ^ri tire Management''s Discussion and Analysis, Board''s Report including An matures to Board''s Report, Corporate Governance and Shareholder''s Information, put docs not include Tho financial st.'',remer,ts a nd ou t a u d ito r''s re p ort th (he-o n.

Our opinion or, me financial statements does not cover the other information and we do n.ot express any form, of assu ra nee co n d u si o n t. he reon.

I n co n necti o n with ou t audit of the fi na nc ia I statem ents, p u r respo ns i bility is to read th e other information a n d, in d oi n g 50 consider whether the other information is materially inconsistent with the financial statements or our knowledge obta: i’ e d i n tfi e a u a: t. o r o 11 ier w i se a ppea r s. to be m a t er i a I )y r n i ss La tee

If, based on the work we haw performed on the other information obtained prior to the oate of this auditor''s report, we conclude that there is a material misstatement of this oth&i information, we are required to report that fac; We have noth: ng to re port in-th^srogard.

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

The Company''s Board or Directors £ responsible for the matters stated in section fi54(5) o^fthe Act with respect to the preparation of these financial statements that give a true and fair v^w of the financial oomion, financial performance, tofu I comprehensive income, changes in equity or,d cash sows of ''Lriei-''orYy.iany in accord a hce with the Ind AS and other accounting principles generally accepted in India This responsibility also includes mairnenar.ee of adequate accounting records n accordance w th the provision''., of the Act for safeguarding of Hie assets of the Company ,''nd fo^r preventing and detecting frauds and other irregularities; selection and application of appropriate accounting polices, making judgments and ost-mares that are reasonable and prudent; and design imptementatj^nand m^jpternan^ of adequate

irrt$ma!flrfehf$jl controls. mat were operating c:foc lively tor ensuring t he accuracy ?ocr complete ness of the account'' ng records. relevant to the preparation anti presentation of the financial statements that give a true and faifyiew and are free from material misstatemerrt, whether duo to fraud or error.

In preparing fhetinancial statements, the management is responsible tor assessing ther Qjm party''s abUi^.fel continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern bas;s of accounting unless the management either intends to liquidate the Company or to cease operations or has no realistic ? I tern a t ive b ut to do so.

Those Board of Directors a ro alio responsible for overseeing the Com pa hy|S financial reporting o recess.

Auditor''s Rcsponsibi litres for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable¹ assurance about whf^her the financial statements as a whole a^re n^e from maternal missr a tenant, whether duo to fraud or error, rmri to issue an auditor''s report that includes oc opin.on, Reasonable as^u ranee is a b rgh level of assurance but is not a guarantee inaian aud r conducted inaccjjVdancewith bAs will a Waysdetecta material misstatement when ita:os;s. M test ateftsents can arise from baud or error and are considered mater a I ;f. individually er in the aggregate, they cob c? reasonably be expected to influence the economic decisions of u sers ta ke n on t h e bas is of t h ese fi na nc ia I state me nts

As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism thre''jg bout theaud t. Wo also.

• idejhti fy a nd asset''s t he ris ks of m ate ri a I rn issta t a me n i of t h e ti n a n c i a s^ate me nts whether due t a f ud o r | rrov,

design and perform audit procedures i expensive Lc Lhoc-e usks, and obla-o audit evidence ''.ha- jp!StifTid&fit and appropriate to provide a basis for our opinion “he i ink ot not detecting a materia misstuTemsnr jpesulting from fraud is hig^her than for one resulting from error, as fraud may involve col usion, forgery, intenLiona. on soon;,

misrepresentations, or i^ove''dde of internal control

» Ob;a n an understanding of iht|ifcn&l financial controls relevant to the audit in order to design euci^;t orocedures that are appropriate in the cimumstFiricps. Under section 143(3)(j) ot the Act, we are also responsible tor expressing our opinion on whether the Company has adequate internal financial controls system in place and t h e o pereb ng effoe t i ve n ess of hi c h con tnd§

• Evaluate tne appropriateness of.account''iig policies used and the reasonableness Of accounting estimates and related d sclenures made by management

• Conclude on the appropriateness of management''s use ofthe going concern basis of accounting and, based on. the audit evidence obtained, whether s material uricertainty exists related ta^rartts ot^indititsps that may cast significant doubt or, the ability of the Company to continue as going concern If We conclude that, a material uncertainty ex is Ls, we a re r eu11 ed to d ra w atte nttdh hi our aud. to r s r e nor t to the rel e Led d .^:sc^: o s u res i ¦ ¦ the standalone financial statements or, f such disclosures arc nedequem, to modify cur opinion, Our ow''d05-10ns are based on the audit evidence obtained Up to the date of cur auditor’s recort. However, future events orcondufons may causethe Company to cease to com nine as a gcHig concern

• Evaluate the overall presentation, structure and content of toe financial statements, including the disclosures, ana whether the financial statements represent the underlying transactions and events n a manner that achievesfair presentation.

Materiality iathe magnitude o’¹.m isstate men ts in the annual f nancial stare menus that incJ-virr.rally or in aggregate, make k or0bable that Lite economic decisions of reasonably knowledgeable user of the ''"nancial statementl may be influenced. We consider quantitative materiaiity and qualitative factors in (ii planning to scope our audit work and in evaluating the results of our work: and I ¦ ! :o eva''uatc the effect cf any identified m-ssla foments in :he finane ;d statements.

We communicate with muse Charged with governance regarding, amony ether matters, the planned scope and t rifting of the audit and significant audit findings, including any signirienn:. deficiencies in internal control that we o''ent.ify during ouraudit.

We also provide mose charged witf¹, governance with a Statement LhaL we have complied wit ft relevant ethical requirements regarding independence, end to communicate w-.th them all relationships and other matters that may

reasonabiybetboughttQbearonourindependence.zandwhereapplicablc-.rclatedsafaguards.

Fro ft - he mattery t^nmunicated ¦,^,vir in those charged w ith governance, wc deter nr nc those matters t hot were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit m titters. We describe these m titters in our auditor''s report un;css law or r0gul.Tr.Gn precludes public disclosure a bo ujt.the matter 0 r wh e n. 1 n extre me ly ra re c i rcu pnstances. we d eter m i n e th at a rr 1 a tte r shou !d not be co mm unicated i n ou r f epo r t bece u se t n e adverse corsseq ue n cos of doi n g so wo u I d rea sons b ly es«d pec* ed to outwerg h t he pu bi i c i nte rest ben etits or sue h co mm u nidation.

Report on Other Legal and Regulatory Requirements

i. As required by the Co mutinies (At id: tor''s Export} Order. 2020 {"the-Ofder") issued by the Central Coyer h''merit fn rerm5 of St:cti£n 143[ii) of the Act. we give in "Annexui''e A"a statamentan the matters speafied i 1''. parag ra phs 3 and 4of LneGrder.

ii. Asrequ''reo oy Section 143(5) of the Act. we report mat:

a ¦ We e.ivo rrp.jght and obt.r; :ned a I the inform 3 tip n and uxplana T.-on s w h 1 c h to t he best of ou r kn owl odg e a no be iefwgrg necessary for the pui|lijjsesof pur audit of thj|f nancial statements

b. In our opinion* proper books of accounts as requ.red by law have been kept by the Company so far as .t a ppeers f rom our exa m i net ion of t hose boo ks

c The Balance Sheet, the Statement of Profit end Loss [including other Comprehensive Income), the Stare men 1 cr charges in Equity and the Statement of Cash Flows deal tw.th by this Report are.T, agreement with thy books tyaccoumu maintained for the purpose or preparation of the financial statements

d. In our opinion, the aforesaid financial statements com ply with the Ind AS specified under section 133 of the

Ac.*, reed with Rule 7 ortho (Accounts) Rules,?0-4

e. The company has not informed about the presence of any ope 1 at ip na I Branch which requires Audit u/s 143(5) ofthe Act

r On the bass of the written representations recciveo''from the o rectors as on March 31,2074 taken or rocoro by the Board of Directors none of the directors Is disqualified as on March 31.2024 from being appointed ase d 1 rector i n ter ms of Sect 1 o n 164 (2) of the Act.

g. On t.he basis of the examination it the Books of accounts and other records shown to us for the purpose of the Audit and other such documents asked during the course of Lhe Audit, the Auditor has no observation or adverse b&fnmertt. apart from thoserrfention.ed in thie relevant paras if any, on me financial transactions or matters which fray have any : dvoraeeffocLon the functioning d.fthe company.

h. On the basis of the examination of the Books of Account and other records shown to usfo'' the purpose of the Audit and other such documents asked ct u. r^:r¦¦ 1 Lhe course of die Audit, we fuu-id ’''0 material reason to icpoh any qua ficatior. reservation or adverse remark re -’.ting to the maintenance of nccoun-r, and other matters tcnriet Led therewith, apart From die fn attei$ already men lion''j&d n Lhe relevant paras i’a-y.

i. With respect to the adequacy of the rnterno'' financ^ controls over^J nancial reporting of the Company and t h fi o pbrati ng effee five net ss of su c h co nt rots, ref e r to ou r se p a ra te R epo rt m Ann exu re- B"

j. With aspect to the other matters to be included in the Auditor''s Report in accordance with Rute If of the Companies [Aud .1 and Aua tors) Pules, 2014, in our opinion and to the best of our information and accordinq totheexplanationsgiven to us

''he Company has pending lit 1 gat ions or its financial position in its Standalone 1 jnanclal Statements RI ease refer n ate no, 3G;

ii ^_‘ie Company did not have any long-term contracts including derivative con tracts for wh.ch there were

any materia: foresees bic losses; ¹

ft? i rhe management has represented that, to the best of its knowledge and belief, other than as disclosed in the notoo of the accounts, no funds have been advanced or loans or invested [either from borrowed funds or share premium or any other sources or kind of funds) ny the comot othe rwise, that th e 1 rrter med ia ry shaH, whether, d i rec tly or i n d iTectty lend or invest in othor oorsens or entities ddemr-sd in any Tianner whatsoever by tar on behalf of th£ company (Ultimate Beneficiaries) or prov-deany guarantee, security or the I keon behalf of ultimate beheficiafies;

i]L I''he hnaftagernehit hat represented met. to the best of ,ts knowledge and oeliof no funds have been received by the company from any pe''senfs) or efvt t-es. including foreign entities (“Funding barties"). with the understanding whether recorded in wnl. ng or otherwise, that the- Comp tiny shat I, whether d rectly o^r r-directiy lend or invest n other persons or entities identified in any manner by or on behalf Of the Funding Party (“Ultimate Beneficiaries") or provide any guarantee, socu ntyorth-o li ke on behalf of u^:ti mate? beneficiaries: and

iii. Rased on audit procedures as considered reasonable and appropriate in the rtreumstanttes, not hi no has come to our notice thathascaused us to bekeve that the representations under sub-clause.¹ end [l ) contain any materiel n usstalemenf

I As stated in the financial statement

i.The''ntermi dividend proposed "the previousyea), declared and paid by the Company during tee year is in accordance with section 123 of too Com games Act, 2013 to the extent it applies to payment of div dend.

ii The Roarer of Directors of The Company have proposed in ten nr dividend for the year which Is subject to the approval of the members at t-e ensuing Annual General Meeting, i he amount of divdend proposed is in accordance with section 123 of the Act as applicate Peter Mote Mn 41

nrt With respect to the matter Lobe included nthe Audi Lois'' Report under sec^J.¹on''l9?(ikj oft^e Act, as a mended:

In our opinion and according to the information and explanations given to us., the remunera1jj$n oeid by The Company to its roa n-ag i n g o i recto r g u n ng t he y ea r rs i e ? c cord a n c c w 11 h t he p rov is ions of sect ion 197 of t h e Act.

n Based on our examination which included tost checks nnd in accordance with requirements otEhe I mp''OiTiGntatiDn Guide On Reporting on Audit Trail under Pu;e H(g) of the Companies (Audit and Auditors) Rules. 2014, the Company has used accou^t-ng software for maintain mg its books of account which have a feature of recording audit tie. (edit log) facility and the same has operated threugrouttheyear ’''ora 11 re levant transac i.''on S re co rd ed in the software:

! Itc ajo t trai (edi. reg) feature Is duly enabled at the database level to comprehensfpdy log FI o r.ect data changes uyfthin the acccfu ry^gsqf^^a''re''used for rnarntami rig thebpoks of accou nt

Unique Document Identification Number (UCHN) for this document it; 2-4^36593 F5KFSQK637 6

For SPARK & Assoc rates Chartered Accountants LLP

Chartered Accountants

Fir m Reg No.005313C/C400311

CA Chandresb Singhvi

Partner

Membership No. 436593 Pi ace: Indore Date:ip^,!* May, 2024

1

The Company has transferred of Rs. 52,444/ tothe Investor rducat.cn and Protect ion Fund during the vear.

---

Mar 31, 2023

We have audited the standalone Ind AS f inancia: statements of In do Thai Securities Limited (''the Co nr: pa ny"). which comprise the Balance Sheet as at March 31, 2023. the Statement of Profit and Loss (including other comprehensive income), Statement of Changes in Equity and Statem enter Cash ^c cws for the year endec and a summary ofsignr''cam accounting policies ano otherexolanacory information (hereinafter referred to as financial statements").

In our opin-on anc to the best of oo^r ''rformatio''¹ and Recording to the explanations given to us. the aforesaio financial statements give the information requ-rec by the Companies Act. 201S (the Act ) in the manner so required and give a true and fair view in conformity with Indian Accounting Standards prescribed undersection i33 oftheAct read w fh the Companies ( ndian Accounting Standards) Pules.2015, as a mended ("fnd AS") and other accounting pr''nciples generally accepted n md i a, of me state of affairs of the Company a sac March 31,2023, profit, colei comprehensive income, c hanges inequityandcashfl ows for the yea r ended on ih a t d ate.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (5 As) specified under section 143(10) of the Companies Act. 2013. Our responsibilities under those Standards are further ?escribed 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 Ch altered Accountants of India ("ICAl") together with me ethical requirements fhata^re relevant to our audit c''toe financial Etatements under the pro visions of t he Ac t a nd th e Ru I es t he re u n d eq s n d w''e h a ve f u If i ¦ led o u r o th e r et h i ca kespo nsi bi ¦ it ies i n acco -"d a n ce with these "eguirements anc che ICAI''s Codeo“Ethics. We beiieve thattdhe s jdit evider.ce we have o bt a i n ed ssufficient and appropriate to provide a bas sforcuropmior.on the''inancial 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 of the current period. These matters were addressed in the context of our audit of the "''nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. There is no keyaudit matter to be communicated in cur report.

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 toe information included in the Management Discussion and Analysis, Board''s Report including Annexures to Board''s Report, Corporate Governance and Shareholder''s information, but does not induce the financial statements and our auditor''s re port thereon

Our opinion on the financial statements does cot cover the other" information and we do not express any form of assu ra n ce oon cl usic n t her eo n.

n connection with our a-jdt of the f inancia statements ctr responsibility is to read the other information and, in doing so, consider whether the other information is materially Inconsistent with the f inancia statements or our knowledge obtained in the audit or otherwise appears to be materially m.isstateo

!f, based on the''work we have performed on the other information obtained prior to the cate of this aucltors report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report inthrs regard.

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

^The Company''s Boarc of Directors is responsio^!e for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give s true and fair vew of the f inancia position, financial performance iota: comprehensive neeme, changes in equity aoc cash flows of :he Company in accorc a nee with the Ino AS and other a cco u nt ng pr i n ci p:es ge n e ^ra'' y a cce pted i n i n d la. Th i s respo ns i b i I ty a I so^: no^: odes ma i men a q ce of a d eq uate acco u nt i ng records in accordance with the provisions of the Act for safeguarq-ng of the assets of the Comoany anc for preventing and detecting fraucs and other frregu-abties; selection and applicadcn of appropriate accounting policies; making udgmenesand estimates that a re reasonable and prudent; and design, implementation and maintenance of adequate interna! ~ nancial con trois, ^r.h at we re c p srati ng effectively ‘"ore ns ur ng the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement! that give a true anc fair view and are free from material misstatement, whether due to fraud or error.

In prepaf raj the fi nancial statements, the 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 the management either intends to liquidate the Company or to cease operations or has no realistic alternativebuttodoso.

Those Board of Dt roctorsare also responsible for overseeing the Com party''s financial repqrti ng process.

Au d itor''s Responsib il ities fo r the And it of th t Sta n da lone Fi n a ncia I Statem ents

Our objectives are to obtain reasonable assurance about whether tee financial statements as a whole are free from material misstatement, whether due to fraud cr error, and to issue an auditor''s re pom that includes our opin^;on. Reasonable assurance is a high evei of assurance but is not a guarantee that an auck conducted In accorcancevvth SAs will always detect a mate ha- misstatement when it exists. Misstatements can arise from fraud or error and are con si oe red material if indivicuallyor in the aggregate, they could reasonably be expected to influence the economic decisions of u se rs t a ken o n t he ba sis of these f i n a n ci al statemen ts.

.As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism, th rou g bou t the a u d it. We also:

* identify and assess the risks of material misstatement of the ''hand a I statements, whether due to fraud or error, desgnand perform audit procedures responsive to those rsks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion The risk of not detecting a materia.'' m''ssta cement resulting f^rcm fraud Is higher than for one resulting f rem error, as fraud may involve collusion, forgery, otentioral om''ssiens, misrepresencatioris.ortheoverrideofiniernalconteoi.

* Obtain an understanding cf internal financial controls relevant to the audit in oroer to design aud''t orocedures that are appropriate in the circumstances. Unoer section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company lias 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 appropriate ness of management''s use of the going concern basis of accounting and, based on the audit ev ^:d en ce c bta i n ed, wheth e r a m a teri a'' u retrta inty exists tel a tec to even ts or co n o it i o n| th at m ay cast significant coubt on the abi^:ity of the Goimpany to continue as a going concern, if we conclude that a mi ate rial uncertainty exists, we are reputed to draw attention in our auo tors report to tee telatec'' disclosures in the standalone financis statements or. if such disclosures are inadequate, to modify our op nion Our conclusions are cased on the audit evidence: obtained up to the date of our auditor''s report. However, future eve ntscrccnditicnsmiaycausetheCcmpanytoceaseiocontinueasagoingconcem.

* Evaluate the overall presentation, structure and content of the f inancial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materialityisthe magnitude of misstatements ntheannua financia'' statemen te th at k c ivio ua I ly or in aggregate, make ft probable that tee aeon cm. ic decisions of reasonably knowledgeable user of the ^r'' nancial statements mi ay be influenced. We consider quantitative matehality and qualitative factors in ii) plann ng to scope our aud ''t work and n evaluating the results of our work and (ii) to evaluate the effect of any identified m ^statements in the financia statements.

We com mi uni cate with those charged with governance regarding, among other matters, the planned scope and timing of the aucit and significant audit find ngs, including any sign’ficant def;c^rencies jjr internal control that we identify during curaudit

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 reason abfy be tftoug ht to bear o n ou r in be pen d e nee, an d wh ere app i i ca bl e. re I ated sateg ua rd s.

From the matters Gpmmunicafteo with'' tiosecharged with governance, we determine those matters that were earnest significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We desc r i be t h ese m atte rs i n o u r a ud itor''s report u n! ess iaw o r reg u I a tic n pred u d es o u b I i c d iscl os u re a bout the matter or when, in extremely rare circumstances, we determine that a matter shouId not be communicatee 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

i. As required by the Companies [Auditor''s Report) Order, 2020 (the Order'') issued by the Central Government in terms of Sect ^:on 143(11) of the Act, we give in "Annexure A" s statement on the matters specified n paragraphs^ and 4 of the Order

i i. As re q u i ’’ed by 5 ecii c n 143 (3j of t he Act, we repo rt that-

a. We h s ve sou c lit a nd o bta i ned a¹11 he i n fo r m ati c n a n d exp I a n s t ¦; n s w h i c h to t he best of ou f kn owl ec^:ge and be! ief were necessa ry for th e p u rpcses of o u r a ud it of th e f'' n a n d a¹ stateme n Ls.

b. In our opinion, proper books of accounts as requirec by law have been kept by the Company so far as it a ppear 5 from ou r exam inat ion oft hose boo ks.

e The Balance Sheet, the Statement of Pro-''it and Loss (including Other Comprehensive income), the Statement of changes in Equityand the Statement of Cash Flows dealt with by this Report are inagreement wit h the books of a cccu ms nia i nla ined for t he pu rpose or pre pa rati o n Gf th ena ncla I state me nts.

d. In our opinion, theaforesaid f''nancial statements comply with the nd AS specified uncersectior.i33ofthe Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. The company has not nformed about the presence o^f any operational Branch which requires Audit u/s 143(3) of the Act

f. O n the ba s is of t h e wricte n re presen :a ti o ns rece i vec f rc m t he d i rectors a s o n M a rch 31,2023 ta ke n on reco rd by the Boarc of Directors, none of the directors iscisqualifled as on March 31,2023 from oeing appointed as a director in terms of Section 164{2) of the Act

g. On the basis of the examination ft he Books of accounts and other records shown to us for the purpose of t he Aud it and oth er su ch doc u me nts as ked d u ring th ecou rse of the Au bit. The Auditor h a s n o obse rvati o n o r adverse comment, apart from those mentioned in the relevant pa^as if any, on the financial transactions or matters wfveh m ay r ave a ny ad verse effect u n t he f u n ct i o n i n g of t he com pa ny.

h On the basis of the examination of the Books of Account and other records shown to us for the purooseof the Audit and other such documents asked cur''r.g the course of the Audit, we found no material reason to report any qualification, reservation or adverse remark relating to the maintenance of accounts and other matters connected therewith, apart from, the matters already mentioned in the relevant os ^ras, if any.

i. Wi :h respect to the ade q us the intern a financial con :ro^; s ove r f i n a n d a i re port i ng of t h e Com pa ny and t he ope rat 1 ng effect? ven ess of such cont ro Is. refer to ou r sepa ra te Pepc i t i n An nexu re - 6

j. With respect to the other matters to be nciuded in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Aud. tors) Rules, 2014, in our opinion and tc the best oi¹ our information a no according tothe explanations given to us;

i The Company has no pencmg litigations on its financier position in its Standalone Financial Statements;

ii. The Co mpa ny d ^;d n ot ha ve a ny long -term conir a cts i n cl u d ing d eri vat J ve co n t racts fo r which t;te re were any material foreseesbte losses;

ili. The Company has trans^re^rred of Rs. 55,123/-to the investor Education and Protection Fund during the year.

k. i The management has represented that, to the best of its knowledge and belief, other than as disclosed in the noted of the accounts, no funds have been advanced or leans or Invested (either from borrowed funds or share premium or any other sources or kino of funds! by the company to or m any other person(s) or entities, including foreign entitles ["Intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whet her, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or cn behalf of the company [Ultimate Beneficiar''es) or provide a nyguarantee.securityortne like on beha f of ultimate beneficiaries;

i The management has represented that, to the best of its knowledge and oelief, no funds have beer, received by the company from any persbn(s) or entities, including foreign entities ("Funding Parties"}, with the understanding whetner recorded in writing or otherwise, that the Company shall, whether d reedy or indirectly lend or invest n other persons or entities identifed n any manner by or on beha f of the Funding Party ( Ultimate Beneficiaries" or provide any guarantee, security or the like on beha If of ultimate benefidariesrand

ii. Based on audit procedures as considered reasonable sne appropriate in the circumstances, nothing has come to our not i ce t h at h a s ca used us tc beke ve th a t th e represents d on s u n d e r su b-c I a use (''; a nd (11) conta in a ny imate r i a I it- isstate m ent

l. As stated i n t he f in and a I statement:

i. The deal dividena proposed in-_he previous year, declared and paid by the Company dun -g the year is in accord a nee with section 123 of the Com pa n ies Act, 2013 to th e exte nt it a ppl; es to p ayrnen t of d ivide n d.

ii. The Boaro of Directors of the Company "¦ave oroposec final dividend for the year which is subject to the approval o'' toe n e m be rs at :h e e n su'' ng An n u ai C e ne ra I M eet'' ng. Th e a mou n t o" d i vid en d pro pos ed i s n a ccord a n ce wi th sect ion 123 of the Act as applicable.

m. As proviso to rue 3(1} o^f the Companies (Accounts) Rules, 2014 s mandatory only w.e.*Apri-1,2023. for the Company, reporting underthisclause is not applicable.

n. With respect to ihe matter to be included in the Auditors''Report undersectioni97(i6)oftheAct. as amended:

In cur opinion and according to the information and explanations given to us. the remuneration paid by the Company to its ma nag i n g bl rector c u ri ng t he year is in accord ance with the provis ions of sect i o n 127 of the Act.

Unique Document Identification Number (UDIN) for this document is 23436593BGUYWM3069,

For SPARK & Assoc iates C h a rtered Accou nt a nt s LLP

Chartered Accountants

Fi rm Reg No.005313C/C400311

CAChandresh Srnghvi

Partner

Membership No. 435593 Place: Indore Date: 23^ May, 2023

---

Mar 31, 2018

Report on the Standalone Financial Statements

We have audited the accompanying financial statements of Indo Thai Securities Limited (“the company”), Registered Address Capital Tower, 2nd Floor,Plot No. 169A-171, PU4, Scheme No. 54, Indore - 452010 which comprise the Balance Sheet as at 31st March 2018, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information (herein after referred to as “standalone financial statements”).

Managements Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014.

This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing 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 internal financial control, 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.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit.

We have taken into account the provisions of the Act, the 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 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 financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the 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 financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company’s Directors, as well as evaluating the overall presentation of the 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 financial statements.

Opinion

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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India,

(a) In the case Balance Sheet, of the state of affairs of the company as at 31stMarch,2018;

(b) In the case of the statement of Profit and Loss, of the profit for the year ended on that date; and

(c) In the case of the Cash Flows Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements:

1. As required by the Companies (Auditor’s Report) Order, 2016 (“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 B” statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

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 ouraudit.

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 and the cash flow statement 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, read with Rule7ofthe Companies (Accounts) Rules,2014;

e) On the basis of the written representations received from the directors as on 31st March 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2018 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”;and,

g) With respect to the other matters to be included in the Independent Auditors’ 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:

i. There were no pending litigation as at 31st March 2018 which would impact the standalone financial position of the company.

ii. The Company has made provision in its financial statements, as required under the applicable law or accounting standards, for material foreseeable losses on long term contracts including derivative contracts.

iii. There are no amounts which are required to be transferred to the Investor Education and Protection Fund by the company during the year ended 31ilMarch,2018.

iv. The disclosures regarding details of specified bank notes held and transacted during 8th November, 2016 to 30th December, 2016 has not been made since the requirement does not pertain to financial year ended 31st March, 2018.

Annexure A to the Independent Auditors’ Report The annexure referred to the Independent Auditors’ Report to the members of the company on the standalone financial statements for the year ended 31st March, 2018, we report that:

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

(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) According to the information and explanation given to us and on the basis of our examination of the records of the company, the title deeds of immovable properties are held in the name of the company.

ii. As explained to us the stock of shares during the year was in demat form and management has verified the same from the demat account statement. In our opinion, the frequency of verification is reasonable. The company is maintaining proper records of inventory and no discrepancies were noticed on verification between electronic records and book records.

iii. According to the information and explanations given to us, the Company has not granted loans, secured or unsecured to companies,firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013 (‘the Act’).

iv. In our opinion and according to the information and explanation given to us, the company has complied with the provision of Section 185 and 186 of the Act, with respect to loans and investment made and guarantees provided by it.

v. The company has not accepted any deposit from public within the meaning of the directives issued by the Reserve Bank of India, provisions of Section 73 to 76 of the Act,any other relevant provisions of the Act and the relevant rules framed thereunder.

vi. The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

vii. According to the records of the Company, examined by us and information and explanations given to us:

(a) Undisputed statutory dues including provident fund, income tax, sales tax, service tax, duty of customs, value added tax, cess and others as applicable have generally been regularlydeposited with the appropriate authorities. Undisputed amounts payable in respect of aforesaid dues outstanding as at 31st March, 2018 for a period of more than six months from the date they became payable are as given below

Name of the Statute	Nature of dues	Amount in Rs.	Period
Service tax (Finance Act, 1994)	Service Tax	86218.45	2017-18

(b) According to the information and explanations given to us, there are no dues of income tax or sales tax or wealth tax or service tax or duty of customs or duty of excise or value added tax of cess, which have not been deposited on account of any dispute in various offices, of the Company as a whole as on 31st March,2018.

viii. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowing to a financial institution, bank, Government or dues to debenture holders,

ix. In our opinion and according to the information and explanations given to us, the company has not raise any money by way of initial public offer or further public offer (including debt instrument) and except term loan raised during the year have been applied for the purpose for which they were raised.

x. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us,we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have been informed of any such case by the Management.

xi. According to the information and explanation given to us and based on our examination of the records of the Company, the company has paid/ provided for managerial remuneration in accordance with the requisite approvals by the provisions of section 197 read with Schedule V to the Act.

xii. In our Opinion and according to the information and explanation given to us, the Company is not a nidhi company. Accordingly paragraph 3 (xii) of the Order is not applicable to the Company.

xiii. According to our information and explanation given to us and based on our examination of the records of the company, transaction with the related parties are in compliance with section 177 and 188 of the Act where applicable and details of such transaction have been disclosed in the financial statement as required by the applicable accounting standards.

xiv. According to information and explanation given to us and based on our examination of the records of the company, the company has not made any preference allotment or private allotment of shares or fully or partly convertible debentures during the year.

xv. According to information and explanation given to us and based on our examination of the records, the company has not entered into non-cash transaction with the directors or persons connected with him. Accordingly, paragraph 3 (xv) of the order is not applicable.

xvi. The company is not required to be registered under section 45-IAof the Reserve Bank of India Act, 1934.

Annexure B to the Independent Auditors’ Report Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

We have audited the internal financial controls over financial reporting of Indo Thai Securities Limited as at 3151 March, 2018 in conjunction with our audit of the standalone financial statements of the company for the year ended on that day.

Management’s Responsibility for Internal Financial Controls

The Company is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required by the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing (‘the Standards’), issued by the ICAI and deemed to be prescribed under section 143(10) of the Company’s Act 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively i n all materia I respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that

1. Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the company; and

3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For: SPARK & Associates

Chartered Accountants

FRN : 005313C

Pankaj Kumar Gupta

Partner

Place : Indore

Date : 26^th May, 2018 Membership Number: 404644

---

Mar 31, 2015

To

The Members

Indo Thai Securities Limited

( CIN No. L67120MP1995PLC008959 )

Report on the Standalone Financial Statement

We have audited the accompanying financial statements of Indo Thai Securities Limited (“the company”), Registered Address 16, 4th Floor, Dawa Bazar, RNT Marg, Indore — 452001 which comprise the Balance Sheet as at 31 March 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing 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 internal financial control, 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.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the 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 there under. We conducted our audit 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 financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the 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 financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company''s Directors, as well as evaluating the overall presentation of the 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 financial statements.

Opinion

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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2015;

b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and

c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2015 (“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 statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

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 it appears from our examination of those books;

(c) The balance sheet, the statement of profit and loss and the cash flow statement 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, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; and

(f) 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:.

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

The Annexure referred to in our Independent Auditors'' Report to the members of the Company on the financial statements for the year ended 31 March 2015, we report that :

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

(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) (a) As explained to us the stock of shares during the year was in

demat form and management has verified the same from the demat account statement. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation the size of company and the nature of its business;

(c) The company is maintaining proper records of inventory and no material discrepancies were noticed on verification between electronic records and book records.

(iii) (a) The Company has not granted loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013 (''the Act''). Hence clauses iii(a) and iii(b) of paragraph 4 of the Order, are not applicable.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of fixed assets and sale of shares and services. We have not observed any major weakness in the internal control system during the course of the audit.

(v) The Company has not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

(vii) (a) According to the information and explanations given to us

and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of employees'' state insurance and duty of excise. According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable.

(b) The disputed statutory dues aggregating 9.60 Lacs that have not been deposited on account of disputed matters pending before appropriate authorities are as under:

S. No.	Name of the Statute	Nature of the Dues	Amount (In Lacs)	Period to which the amount relates	Forum before dispute is pending
1.	Income Tax Act, 1961	Income Tax	18.60 (9.00 Lacs paid)	Assessment Year 2009-10	Appellate Tribunal

(c) According to the information and explanations given to us the amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules there under has been transferred to such fund within time.

(viii) The Company has no accumulated losses at the end of the financial year nor incurred cash losses in the financial year and in the immediately preceding financial year.

(ix) The Company has not defaulted in repayment of dues to a financial institution or bank or debenture holders during the year.

(x) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company has raised new term loan during the year and have been applied for the purposes for which they were raised.

(xii) According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit.

For S.Ramanand Aiyar & Co.

Chartered Accountants

Firm''s Reg. No. 000990 N

Sd/-

Place : Indore CA Amit Singhvi

Date : May 14, 2015 Partner

Membership Number: 129331

---

Mar 31, 2014

We have audited the accompanying financial statements of Indo Thai Securities Limited ("the Company"), which comprise the Balance Sheet as at March 31st, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year ended 31st Match 2014, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control 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.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

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

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

(b) In the case of the Profit and Loss Account, of the profit for the yearended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A)of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose 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, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection(3C) of section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of subsection (1) of section 274 of the Companies Act, 1956.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act,1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

Forming an Opinion and Reporting on Financial Statements

annexure to the auditors report of even date to the members of indo thai securities limited

I. a. The company is maintaining proper records showing full particulars, including quantitative and situation of fixed assets;

b. All the fixed assets have been physically verified by the management at reasonable intervals. No material discrepancies have been noticed on such verification.

c. During the year in our opinion, company has not disposed-off substantial part of fixed assets.

ii. a. As explained to us the stock of shares during the year was in

demat form and management has verified the same from the demat account statement. In our opinion, the frequency of verification is reasonable.

b. The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation the size of company and the nature of its business;

c. The company is maintaining proper records of inventory and no material discrepancies were noticed on verification between electronic records and book records.

iii. a. In our opinion, the company has neither granted nor taken any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

clauses iii(b), iii(c) and iii(d) of paragraph 4 of the Order, are not applicable.

iv. In our opinion company''s internal control procedures are commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods.

v. a. In our opinion, the transactions that need to be entered into a register maintained under section 301 of the Companies Act, 1956 have been so complied with. b. In our opinion there are no such transactions exceeding Rs. Five lacs each which have been made at prices, which are not reasonable having regard to the prevailing market prices, materials or services at the relevant time.

vi. The Company has not accepted deposits from the public and the provisions of sections 58A and 58AA of the Act and the rules framed there under, where not applicable.

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

viii. Maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the companies Act, 1956.

ix. a. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs duty, Excise duty, Cess and other material statutory dues as and wherever applicable to the Company, with the appropriate authorities. Based on the information furnished to us, there are no undisputed statutory dues as on March 31, 2014, which are outstanding for a period exceeding six months from the date they became payable.

(b) The disputed statutory dues aggregating 9.40 Lacs that have not been deposited on account of disputed matters pending before appropriate authorities are as under:

S. Name of Name of Amount Period to Forum before No. the Statute the Statute (In Lacs) wich the dispute is amount pending relates

1. Income Tax Income 18.60 Assessment Appellate Act, 1961 Tax (9.00 Lacs Year Tribunal Paid) 2009-10 X. The Company has neither accumulated losses as at 31st March 2014 nor has incurred cash losses during the financial year ended on that date or in the immediately preceding financial year.

xi. The Company has not defaulted in repayment of its dues to a financial institution or bank or debenture holders.

xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities.

xiii. The provisions of any special statute as specified under clause (xiii) of paragraph 4 of the order are not applicable to the company.

xiv. Proper records have been maintained by the company of the transactions and contracts and timely entries have been made therein in respect of dealing & trading in shares, securities, debentures and other investments and no shares, securities, debentures and other securities have been held by the company, in its own name except to the extent of the exemption, if any, granted under section 49 of the Companies Act, 1956.

xv. The Company has not given any guarantee for loans taken by other from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the company.

xvi. The Company has not obtained any term loans that were not applied for the purpose for which the loans were obtained.

xvii. Based on the information and explanations given to us and on an overall examination of the balance sheet of the Company, in our opinion, there are no funds raised on shortterm basis which have been used for long term investment and vice versa.

xviii. The Company has not made any preferential allotments of shares to parties and Companies covered in the Register maintained under section 301 of the Companies Act, 1956.

xix. No securities have been created by the Company in respect of debenture issued.

xx. The company has not raised any money by public issue during the year.

xxi. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For S.Ramanand Aiyar & Co. Chartered Accountants Firm''s Reg. No. 000990N Sd/- Place : Indore CA Amit Singhvi Date : May 09, 2014 Partner Membership Number: 129331

---

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Indo Thai Securities Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year ended 31st March, 2013, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control 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.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

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

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

(b) In the case of the Profit and Loss Account, of the profit for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A)of section 227 of the Act, we give in the Annexure a statement on the mattersspecified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose 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, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection(3C) of section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act,1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

Forming an Opinion and Reporting on Financial Statements

i. a. The company is maintaining proper records showing full particulars, including quantitative and situation of fixed assets;

b. All the fixed assets have been physically verified by the management at reasonable intervals. No material discrepancies have been noticed on such verification.

c. During the year in our opinion, company has not disposed off substantial part of fixed assets.

ii. a. As explained to us the stock of shares during the year was in demat form and management has verified the same from the demat account statement. In our opinion, the frequency of verification is reasonable.

b. The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation the size of company and the nature of its business;

c. The company is maintaining proper records of inventory and no material discrepancies were noticed on verification between electronic records and book records.

iii. a. In our opinion, the company has neither granted nor taken any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the companies Act 1956 clauses iii(b), iii(c) and iii(d) of paragraph 4 of the Order, are not applicable.

iv. In our opinion company''s internal control procedures are commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods.

v. a. In our opinion, the transactions that need to be entered into a register maintained under section 301 of the Companies Act, 1956 have been so complied with. b. In our opinion there are no such transactions exceeding Rs. Five lacs each which have been made at prices, which are not reasonable having regard to the prevailing market prices, materials or services at the relevant time.

vi. The Company has not accepted deposits from the public and the provisions of sections 58A and 58AA of the Act and the rules framed there under, where not applicable.

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

viii. Maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the companies Act, 1956.

ix. a. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs duty, Excise duty, Cess and other material statutory dues as and wherever applicable to the Company, with the appropriate authorities. Based on the information furnished to us, there are no undisputed statutory dues as on March 31, 2013, which are outstanding for a period exceeding six months from the date they became payable.

b. According to the information and explanations given to us and records of the Company examined by us, there are no disputed statutory dues as on March 31, 2013.

x. The Company has neither accumulated losses as at 31st March 2013 nor has incurred cash losses during the financial year ended on that date or in the immediately preceding financial year.

xi. The Company has not defaulted in repayment of its dues to a financial institution or bank or debenture holders.

xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities.

xiii.The provisions of any special statute as specified under clause (xiii) of paragraph 4 of the order are not applicable to the company.

xiv.Proper records have been maintained by the company of the transactions and contracts and timely entries have been made therein in respect of dealing & trading in shares, securities, debentures and other investments and no shares, securities, debentures and other securities have been held by the company, in its own name except to the extent of the exemption, if any, granted under section 49 of the Companies Act 1956.

xv. The Company has not given any guarantee for loans taken by other from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the company.

xvi. The Company has not obtained any term loans that were not applied for the purpose for which the loans were obtained.

xvii. Based on the information and explanations given to us and on an overall examination of the balance sheet of the Company, in our opinion, there are no funds raised on short-term basis which have been used for long term investment and vice versa.

xviii. The Company has not made any preferential allotments of shares to parties and Companies covered in the Register maintained under section 301 of the Companies Act, 1956.

xix. No securities have been created by the Company in respect of debenture issued.

xx. The company has not raised any money by public issue during the year.

xxi. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For S.Ramanand Aiyar & Co.

Chartered Accountants

Firm''s Reg. No. 000990 N

Sd/-

CA Amit Singhvi

Date : May 06, 2013 Partner

Place : Indore Membership Number: 129331

---

Mar 31, 2012

We have audited the attached Balance Sheet of INDO THAI SECURITIES LIMITED, 16, 4th Floor, Dawa Bazar, Indore (M.P.) as at 31st March 2012 and also the Profit And Loss Account of the company for the period ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the companies (Auditor's Report) Order, 2003 (as amended) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956. We enclose in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said order.

Further to our comments in the Annexure referred to above, we report that:

1. We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit;

2. In our opinion, proper books of accounts as required by law have been kept by the company, so far as it appears form our examination of such books of accounts;

3. the balance Sheet and the Profit & Loss Account dealt by this report are in agreement with books of accounts;

4. In our opinion the Profit & Loss Account and Balance Sheet comply with the mandatory accounting standards referred to in sub sec. (3C) of sec. 211 of the Companies Act, 1956;

5. On the basis of the written representation received from the directors as on 31 March, 2012 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 March 2012 from being appointed as a director in the terms of clause (G) of sub-section (1) of section 274 of the Companies Act, 1956;

6. In our opinion and to the best of our information and according to the explanation given to us the accounts read together with significant accounting policies and subject to notes to the account, given the information required by the Companies Act, 1956 in the manner so required and given a true and fair view;

A. In the case of Balance Sheet, of the state of affairs of the company As on 31st March 2012, and

B. In the case of Profit and Loss Account, of the Profit of the Company for the year ended on that date.

We have audited the attached Balance Sheet of Indo Thai Securities Limited, 16, 4th Floor, Dawa Bazar, Indore as at 31st March 2012 and also the attached Profit & Loss account of the company for the year ended on that date annexed thereto and report that;

1. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

2. In our opinion, proper books of accounts and records as specified in Rule 15 of the Securities Contracts (regulation) Rules, 1957 have been kept by the company so far as it appears form our examination of such books of accounts;

3. The Stock Broker has complied with the requirements of the stock exchange so far as they relate to maintenance of account and was regular submitting the required accounting information to the stock exchange as informed and explanation given to us;

4. the Balance Sheet and the Profit & Loss Account dealt by this report are in agreement with books of account;

5. In our opinion and to the best of our information and according to the explanation given to us the accounts subject to notes to the account, given a true & fair view

A. In the case of Balance Sheet, of the state of affairs of the company as on 31st March 2012, and

B. In case of the Profit & Loss Account, of the profit of the company for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT OF EVEN DATE TO THE MEMBERS OF INDO THAI SECURITIES LIMITED

i a. The company is maintaining proper records

showing full particulars, including quantitative and situation of fixed assets;

b. All the fixed assets have been physically verified by the management at reasonable intervals. No material discrepancies have been noticed on such verification.

c. During the year in our opinion, company has not disposed off substantial part of fixed assets.

ii. a. As explained to us the stock of shares during the year was in demat form and management has verified the same from the demat account statement. In our opinion, the frequency of verification is reasonable.

b. The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation the size of company and the nature of its business;

c. The company is maintaining proper records of inventory and no material discrepancies were noticed on verification between electronic records and book records.

iii. a. In our opinion, the company has neither granted nor taken any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the companies Act 1956. Clauses iii (b), iii(c) and iii(d) of paragraph 4 of the Order, are not applicable.

iv. In our opinion company's internal control procedures are commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods.

v. (a) In our opinion, the transactions that need to be entered into a register maintained under section 301 of the Companies Act, 1956 have been so complied with.

(b) In our opinion there are no such transactions exceeding Rs. Five lacs each which have been made at prices, which are not reasonable having regard to the prevailing market prices, materials or services at the relevant time.

vi. The Company has not accepted deposits from the public and the provisions of suctions 58A and 58AA of the Act and the rules framed there under, were not applicable.

vii. In our opinion the company has an internal audit system commensurate with size and nature of its business; viii. Maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the companies Act, 1956.

ix. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs duty, Excise duty, Cess and other material statutory dues as and wherever applicable to the Company, with the appropriate authorities. Based on the information furnished to us, there are no undisputed statutory dues as on March 31, 2012, which are outstanding for a period exceeding six months from the date they became payable.

(b) The disputed statutory dues aggregating 9.40 Lacs that have not been deposited on account of disputed matters pending before appropriate authorities are as under:

S. Name of the Name of the Amount No. Statute Statute (In Lacs)

1 Income Tax Act, Income Tax 18.40 1961 (9.00 Lacs paid)

Period to which the Forum before amount relates dispute is pending

Assessment Year Appellate Tribunal 2009-10

x. The Company has neither accumulated losses as at 31st March 2012 nor has incurred cash losses during the financial year ended on that date or in the immediately preceding financial year.

xi. The Company has not defaulted in repayment of its dues to a financial institution or bank or debenture holders.

xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities.

xiii. The provisions of any special statute as specified under clause (xiii) of paragraph 4 of the order are not applicable to the company.

xiv. Proper records have been maintained by the company of the transactions and contracts and timely entries have been made therein in respect of dealing & trading in shares, securities, debentures and other investments and no shares, securities, debentures and other securities have been held by the company, in its own name except to the extent of the exemption, if any, granted under section 49 of the Companies Act 1956.

xv. The Company has not given any guarantee for loans taken by other from bank or financial institutions, the terms and conditions whereof are prejudicial to he interest of the company.

xvi. The Company has not obtained any term loans that were not applied for the purpose for which the loans were obtained.

xvii. Based on the information and explanations given to us and on an overall examination of the balance sheet of the Company, in our opinion, there are no funds raised on short-term basis which have been used for long term investment and vice versa.

xviii. The Company has not made any preferential allotments of shares to parties and Companies covered in the Register maintained under section 301 of the Companies Act, 1956.

xix. No securities have been created by the Company in respect of debenture issued.

xx. During the year the Company has made an Initial

Public Offer (IPO) of 40 Lacs Equity Shares of Rs. 10/- each at premium of Rs. 64/- per share for cash aggregating to Rs. 2960 Lacs and shares of the Company got listed on BSE Ltd. and National Stock Exchange of India Ltd. (NSE) on 2nd November, 2011.

xxi. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.



For S. Ramanand Aiyar & Co. Chartered Accountants Firm Registration No. 000990N

Sd/- Amit Singhvi Partner Membership No. 129331

Indore, May 15th 2012