Auditor Report of Punjab & Sind Bank

Mar 31, 2025

Till.''Members ufPunjab & Sind Bank Opinion

1. We have audited the accompanying financial statements oT Punjab & Sind Bank, (the Bank"), which comprise Lhe Balance Sheet as at 31st March, 2025, and the Profit and Less Account and the Cash Flow Statement for the year then ended and notes to financial statements including a summary of significant accounting policies and other explanatory information, in which are included returns for year ended on that date of 20 branches and treasury division audited by us and 398 branches and 42 Offices / Processing Centers audited by Statutory Branch Auditors. The branches audited by us and thuse audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India (‘RBI’t. Also included in the financial statements art the returns from ! 192 branches which have not been subjected to audit. These unaudited branches accounted for 21.08% of advances, 43.54% of deposits, 15.16% of interest income and 35.05% of interest expenses.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give (he information required by the Banking Regulation Act, 1949, as amended (the ''Act'') in the manner so required for bank and are in conformity with accounting principles generally accepted in India and:

a) the Balance Sheet, read with the notes thereon is a full and lair Balance Sheet containing all the necessary'' particulars, is properly dmw^rn up so as to exhibit a true and fair view of the slate oT affairs of the Bank as at 3 1st March. 2025;

b) the Profit ami Loss Account, read with the notes Lhereon shows a true balance o( profit lor the year ended on that dale; and

e) the Cash Flow Statement gives a true and fairviewofthecash flows for the year ended on that dale.

3. We conducted out audit in accordance with the Standards of Auditing {“SAs") issued by the Institute of Chartered Accountants ofindia ("‘the ICAJ"). Our responsibilities under those Standards are further described in the Auditors'' Responsibilities for the Audit oT the Financial Statements section of our report. We are independent of the Bank in accordance with the Code of Ethics issued by the 1C''AI together with ethical requirements that are relevant to our audit of the financial statements, prepared in accordance with Lhe accounting principles generally accepted in India, including the Accounting Standards issued by the fCAl. and provisions of Section 29 of the Banking Regulation AcL 1*34*3 and circulars, directions and guidelines issued by the Reserve Bank oflndia (“RBI¹'') from time to time and we have Fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis fur uur opinion.

Key Audit Matters

4. 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 year These matters were addressed in the context of our audit of lhe Financial statements as a whole, and in Forming our opinion thereon, and we do nul provide a separate opinion on these matters. We have determined the mailers described below* to be the key audit matters to be communicated in our report.

Key Audit Mailers	Him our matter was addressed in the audit
Advances classification and provisioning	Our Audit Procedure;
tRefer Schedule 9 to the financial statements, read with the Accounting ft o 1 i c y No. 3 ) The advances are classified as performing and non-performing advances (NBA) and provisioning thereon is made in accordance with the Income Recognition, Assets Classification and Provisioning nurms and other relevant directions guidelines (Prudential Norms) as prescribed ! issued by the Reserve Bank oT India, lhe classification and provisioning is done by lhe Bank''s IT software integrated with its Core Banking Solution (CBS). The extent of provisioning of NBA under the prudential norms are mainly based on its ageing and Tecovorability of the underlined security.	We obtained an understanding of the Bank''s software, circulars, guidelines and directives of the RBI, the Bank''s internal instructions and procedures* and the guidelines of other concerned regulatury or other authority i birdies in respect of the assets classification and its provisioning and adopted the following audit procedures: -Evaluation and IcsLing of the efFecliveness of the System controls and other key internal control mechanisms with respect to the advances monitoring, identification classification, assessment oT the loan impairment including testing of relevant data quality, and review of the real data entered / existing in the software.

In the event of any improper application of the Prudential Norms of consideration of the incorrect value of the security, as the valuation of the security involves high degree of estimation and judgement, the carrying value of the advances could be materially misstated either individually or collectively, and in view of the significance of the amount of advances in the financial statements i.e. 60.13 % of total assets, the classification of the advances and provisioning thereon has been considered as key Audit Matter in our audit.	-Verification / review uf the documentation:1,, operations i performance and monitoring of the advance accounts, on lest check basis of the large and stressed advances, to ascertain any overdue, unsatisfactory conduct or weakness in any advance account, to ensure that its classification is in accordance with the prudential norms of RBI. in respect uf the branches ! verticals audited by us. In respect of the branches audited by the branch statutory auditors, we have placed reliance on their reports. -Review of the reports uf the credit audit, inspection audit, internal audit, concurrent audit, regulatory audit and other audit ! inspection mechanisms to ascertain the advances having any adverse indication communis, and review uf the control mechanisms of the bank to ensure the proper classification uf such advances and provisioning thereof. -Review uf the report of the external agency on effectiveness of the Prudential Norms automation to ensure the proper classification of advances and provisioning in the system ''CBS. Necessary changes t improvements were suggested wherever considered appropriate during the course of audit and the effect / impact wherever required was duly accounted for in the Financial Statements for the year under audit.
Investments valuation, classification and	Our Audit Procedure:
identification and provisioning for Non-Performing Investments (Refer Schedule R to the financial statements, read with the Accounting Policy No. 2)	Our audit approach towards Investments with reference to the RBI circulars *'' directives included the review and testing of the design, operating effectiveness of internal controls and substantive audit procedures in relation to valuation, Classification, identification of Non Performing Investments, provisioning / depreciation related to Investments. In particular.

Investment portfolio of the Bank comprises of	- We evaluated and understood the system
Investments in Government Securities, Bonds,	and internal control as laid down by the Bank
Debentures, Shares, Security Receipts and other	to comply with relevant RBI guidelines
Approved Securities which are classified under Lhe	regarding valuation, classification.
categories oT Held to Maturity 11ITM), Available for	identification ofNon Performing Investments,
Sale (APS) and fair Value Through Profit and Loss	Provisioning;'' depreciation and appreciation
(TVTPL) with Held for Trading (HFT) as subcategory ofFVTPL.	related to Investments. We assessed and evaluated the process
Valuation of Investments, identification oT Non-	adopLed for collection of information from
Performing Investments (NPJ) and the	various sources for determining fair value of
corresponding non-recognition of income and provision thereon, is carried out in accordance with	these investments.
the relevant circulars l guidelines / directions of	- For selected sample oT investments
RBI, The valuation of each category < type) of	(covering all categories of investments based
aforesaid security is to be earned out as per the	on nature oTsecurity! we tested accuracy and
methodology prescribed in circulars and directives	compliance with the RBI Master circulars and
issued by the RBI which involves collection of data	directions by re-performing valuation lor each
information from various sources such as FBIL	category oT security m accordance with the
rates, rales quoted on BSE/ NSE, financial Statements of unlisted companies, NAV in case of	RBI Master Circular/directions.
security receipts etc. As per the RBI directions, there	- We assessed and evaluated the process of
are certain investments that are valued at market	identification of NPJs, and corresponding
price however certain investments are based on the valuation methodologies lhal include statistical	reversal of income and creation o! provision.
mtKlels with inherent assumptions, assessment of	- We carried out substantive audit procedures
price lor valuation based on financial statements etc.	to re-compute independently the provision to
Hence, Lhe price discovered Tor the valuation of these Investments may not be the true representative	be created.
but only a fair assessment of the Investments as on	Necessary changes were carried out, wherever
dale. Hence the valuation of Investments requires	required, during the course of audit and the effect of
special attention and further in view of the	the same was duly accounted for in the Financial
significance of the amount of Investments in Lhe financial statements i.e.28.99% of total assets, the same has been considered as Key Audit Matter in our audit.	Statements for the year under audit.

Information Technology lITl und controls	Our Audi! Procedure:
impacting financial Reporting	- Understanding the coding system adopted by
Tlie link''s financial accounting and reporting	the Bank for various categories oT business
systems are highly dependent on the effective working of the Core Ranking Solution (CDS) and other IT	process.
systems 1 inked to the CBS or working independ en tl y.	- Reviewing the design, implementation and
	operating effectiveness ot the CBS controls
Our areas of focus relate to the! og ic that is 1 ed i nto the system, sanctity and reliability of the data, access management and segregation of duties. These underlying principles are important because they ensure that changes to applications and data are appropriate, authorized, cleansed and monitored, so that die system generates accurate and reliable reports / returns and other financial and non-ftnancial	including application, access controls that are critical 10 financial reporting on test check basis.
	- Understanding the feeding of the data in the system and going through the extraction of die financial informal ion and statements from the IT system existing in die Rank.
information that is used for the preparation and	- Checking of the requirements for any changes
p reseniat ion o f the h nanc ial statements.	in the regulations / policy of the Bank and
Technology (IT) systems are used in financial	configuration/ impact of the same in IT.
reporting process. The Bank’s operational and financial processes generate extensive volume on daily basis and process varied and complex transactions which arc highly dependent on IT systems.	- Review of the reports generated by the system on sample basis. - Review of the reports on IS Audit. System
	Logic AudiL and the major comments and
There is a risk that automated accounting procedures and reiuLed internal controls may not be accurately designed and operating effectively.	discussion with if Department on compliance thereof with key IT controls.
and that the data may have not been correctly	- Discussions with and review of the reports
entered, processed and generated / extracted.	of IT Experts regarding I T system / controls including IT application / solution ofJncome
Considering the above, the same has been	Recognition. Assets Classification and
considered as fCey Audit Matter m ouraudil.	Provisioning norms and investment valuation t classification etc.
	There is continuous improvements. The system needs to be further strengthened for its efficacy to further control deficiencies of input / output data

5. We draw attention to Note No, 14( I) of Schedule \ 8 ofthe financial statements, regarding amortization of estimated additional liability On account of revision in family pension amounting to Rs. 236.84 erores. As stilled therein., (he Bank has charged amount of Ks. 47.37 erores to the Pro lit & Loss Account during the year ended 31st March, 2025 and the un amortized expense amoimlingto Rs. 47.37 erores has been carried forward in terms of RBI Circular No. RBI/ 2021-22/105 DOR. ACC;REC.57/21.04.018/2021 -22 dated October 04, 2021.

Our opinion is not modified in respeel of above matter.

In format ion Other than the financial Statements and Auditor''s Report (hereon

6. The Bank''s Board of Directors is responsible for (he other information. The olher in formal ion comprise* the Corporate Governance Report, which we obtained at (he time o Tissue of this Auditor’s Report. The olher information also includes the Directors'' Report, including annexures, if any, thereon (but does not include the financial statements and our auditor''s report thereon), which is expected Id be made available to us after the da Leollhis Auditor''s Report.

Our opinion on the financial statements does not cover the Other in formation and Pillar 3 disclosures under the Basel III and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit ofthe financial statements, our responsibility is Lo read the Other Information identified above 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 lobe materially misstated.

If. based on the work we have performed on the Other Information that we oblained prior to the dale of this Auditors'' Report, we conclude that there is a material misstatement of Lhis Olher Information, we are required to report Lhat fact. We have nothing Lo report in this regard. Furl her, when we read ihe Olher Information, which is expected lo be made available lo us after Lhe date of this Auditor’s Report ITwe conclude that there is a material misstatement therein, we are required to communicate the matter to those charge with governance.

Responsibilities uf the Management and i''huse Charged with Governance fur Ihe Financial Statements

7. The Bank’s Board of Directors is responsible with respect to the preparation of these financial statement* that give a true and fair view ofthe financial position, financial performance and cash flows ofthe Bank in accordance with the accounting principles generally aceepted in India, including the Aecounling Standards issued by ICAI. and provisions of Section 29 ofthe Banking Regulation Ac l, 1949 and circulars and guidelines issued by Lhe Reserve Bank of India (‘RBI’) from Lime lo time. This responsibility also includes maintenance uf adequate accounting records in accordance with the provisions uf the Aet for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and

prudent; and design, implementation and maintenance uf adequate internal financial controls. that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant lo 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 ot error.

In preparing the I in unci til statements, management is responsible for assessing the Bank''s ability to continue as a going concern, disclosing, as applicable, matters related to going coneem and using the going concern basis of accounting unless management either intends to liquidate the Sank or to cease operations, or has no real i s tic a lie mat i ve b u t to do so.

Auditor''s Responsibilities for the Audit of the financial Statements

S. Our objectives are to obtain reasonable assurance about whether Lhe financial statements as a whole are Tree from material misstatement, whether due to fraud ur 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 thaL an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements cun arise from fraud or error and are considered material if. individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

^p Identify and assess the risks oT 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 Tor 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 cullusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

* Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances.

* Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

^p Conclude tin the appropriateness of management "s use of the going concern basis of accounting and, based urt the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may east significant doubt on the Bank’s ability to continue as a going concern. If we conclude that a material uncertainly exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events car

conditions maj cause the hank to cease to continue as a going concern.

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

Materiality is the magnitude of miss linemen Is in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in ti I planning the scope of our audit work and in evaluating the results of our work: and (ii) to evaluate the effect of any i den i i lied miss la Lements in the Standalone Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned seope and timing of the audit and significant audit findings, including any significant deficiencies in internal contrul that we identify dunng 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 sa feguards.

From the matters eommuniealed w ith Lhose charged with governance, we determine those matters that were ofmost significance in the audit of the financial statements of the current periud and are therefore the Key Audit Matters. We describe these matters m our auditors’ report unless law or regulation precludes public disclosure about the matter ur when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse conseuuencesol doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Mullers

9. We did not audit the financial statements / information of398 Branches and 42 Offices / Processing Centers included in Lhe financial statementsofthe Bank, which reflect total assets of Rs. 22.91ii0.28 dures as at j 1st March, 2025 and total revenue of Rs. 1046.35 crores for lhe year ended on that dale, as considered in these financial statements. The financial statements / in formation of these braneheshave been audited by Lhe Statutory Branch Auditors whose; reports have been furnished to us. and our opinion in so far as it relates to the amounts and diselosures included in respect oT these branches, is based solely on the report of such brunch auditors.

10. We draw attention to the fact that corresponding figures for the year ended 3 1st March. 2024 are based on previously issued financial slalemenLs of the Bank, that were audited by two predecessor auditors M/s. Chaturvedi & Co. LLP and M/s. Manohar Chowdhry & Associates, along with two present auditors M/s. S. 1* Chopra & Co and M/s. Gup La Sharma & Associates, who had expressed an unmodified opinion on

Our opinion is not modified in respect of above mailers.

Report on Other Legal and Regulator) Requirements

11. The Balance Shetland the Profit and Loss Account have been drawn up in accordance with Section 29 ofthe Banking Regulation Act. 1949, as amended:

12. Subject to the limitations of the audit indicated in paragraphs 7 to 10 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Acl, I970/I9K0., as amended and subject also to the limitations of disclosure required [herein, and as required by sub- section (3) of Section 30 of the Bunki n g Reguia tion Act, 1949, as amended, we report that:

a) We have obtained all the information and explanations which, to the best ofour knowledge and belief, were necessary for the purposes o four audit and have found them to be satisfactory;

b) The transactions of the Bank, which have come to our notice, have been wilhin Lhe powers of the Bank: and

c) The returns received from Lhe offices and branches of the Bank have been found adequate for the purposes of our audit

!3. As required by letter No. DOS ARG. No.6270/08.91.001/2G19-20 dated I7ib March, 2020 on "Appuinlmenl of Statutory Central Auditors (SCAs) in Public Sector Bunks Reporting obligations for SCAT’ read with subsequent communication dated 19th May. 2020 issued by RBI, we further report on the matters specified in paragraph 2 of the aforesaid letter as under:

a) In our opinion, the aforesaid financial statements comply with the applicable Accounting Standards issued by ICA1, to theextenl they are not inconsistent with thcaccountingpolicies prescribed by the RBI.

b) There are no observations or comments on financial transactions or matters which have any adverse effect on Lhe functioning of the Bank.

c} As the bank is not registered under Lhe Companies Act. 20! 3 the disqualifications f rom being a director of the bank under sub-sec tion (2) of Section 164 of the Companies Act, 2013 do not apply to the Bank, di I here are no qualifications, reservations ur adverse remarks relaling to the maintenance of accounts and other matters connected therewith

e) Our report on lhe adequacy and operating effectiveness of the Bank’s Internal Financial Controls with reference to Financial Statements is given in Annexure A to this report expressing an unmodified opinion on the Bank''s Internal Financial Control with reference to the financial statements as at 3 fst March, 2025.

14. We forther report that:

a) in our opinion, proper books of account as required by law have been kept by the Bank so far as it

appears from our examination of those books and proper re turns adequate for the purposes of our audit have been received iVum branches not visited by us;

b) the Balance Sheet, the Profit and Loss Account and the Cash Plows Statement dealt with by this report are in agreement with the books oi account and with the returns received from the branches not visited by us,

c) the reports on the accounts of the branch offices audited by branch auditors of the Bank under section 29 of the Banking Regulation AeL 1949, as amended have been sent to us and have been properly dealt wiUi by us in preparing this report; and

d) In our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flows Statement comply with the applicable accounting standards, to the client they are not inconsistent with the accounting policies prescribed by RBI.

Fur S. P. Chopra & Co. Fur Gupta Sharma & Associates

Chartered Accountants Chartered Accountants

FRN: 000346N FRN: 00I466N

(CA. Fttteek Gupia) (CA. Vinay Saraf)

Partner Partner

M. No. 566023 M. No. 087262

UDIN: 25366023BMOL R13177 UDIN: 25087262BMKQMQ2449

For O. P. folia & Co. For NBS &. Co.

C hartered Accountants Chartered Accountants

FRN: DQ0734C FRN: I I0J00W

(CA. Naveen ICumar Somani f (CA. Pradeep Shetly)

Partner Partner

M. No. 429100 M. No. 046940

UDIN: 25429100BMKSQK4232 UDIN: 25046940BMLNA17539

Dale 29th April, 2025 Place : New Delhi

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Mar 31, 2024

Punjab & Sind Bank

Opinion

1. We have audited the financial statements of Punjab & Sind Bank, (the ''Bank''), which comprise the Balance Sheet as at 31st March, 2024, and the Profit and Loss Account and the Cash Flow Statement for the year then ended and notes to financial statements including a summary of significant accounting policies and other explanatory information, in which are included returns for year ended on that date of 20 branches and treasury division audited by us and 664 branches and 42 offices / processing centers audited by statutory branch auditors. The branches audited by us and those audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also included in the financial statements are the returns from 880 branches which have not been subjected to audit. These unaudited branches account for 13.02 percent of advances, 29.45 percent of deposits, 9.28 percent of interest income and 23.16 percent of interest expenses.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Banking Regulation Act, 1949 (the ''Act'') in the manner so required for bank and are in conformity with accounting principles generally accepted in India and:

a) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of the state of affairs of the Bank as at 31st March, 2024;

b) the Profit and Loss Account, read with the notes thereon shows a true balance of profit for the year ended on that date; and

c) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards of Auditing ("SAs") issued by the Institute of Chartered Accountants of India ("the ICAI"). Our responsibilities under those Standards are further described in the Auditors'' Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Bank in accordance with the Code of Ethics issued by the ICAI together with ethical requirements that are relevant to our audit of the financial statements, prepared in accordance with the accounting principles generally accepted in India, including the Accounting Standards issued by the ICAI, and provisions of Section 29 of the Banking Regulation Act, 1949 and circulars, directions and guidelines issued by the Reserve Bank of India ("RBI") from time to time and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. 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 year. 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. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matters

How our matter was addressed in the audit

Advances - classification and provisioning (Refer Schedule 9 to the financial statements, read with the Accounting Policy No. 3) The advances are classified as performing and non-performing advances (NPA) and provisioning thereon is made in accordance with the Income Recognition, Assets Classification and Provisioning norms and other relevant directions / guidelines (Prudential Norms) as prescribed / issued by the Reserve Bank of India. The classification and provisioning is done by the Bank''s IT software integrated with its Core Banking Solution (CBS). The extent of provisioning of NPA under the prudential norms are mainly based on its ageing and recoverability of the underlined security. In the event of any improper application of the Prudential Norms or consideration of the incorrect value of the security, as the valuation of the security involves high degree of estimation and judgement, the carrying value of the advances could be materially misstated either individually or collectively, and in view of the significance of the amount of advances in the financial statements i.e. 58.22 % of total assets, the classification of the advances and provisioning thereon has been considered as Key Audit Matter in our audit.

Our Audit Procedure: We obtained an understanding of the Bank''s software, circulars, guidelines and directives of the RBI, the Bank''s internal instructions and procedures, and the guidelines of other concerned regulatory or other authority / bodies in respect of the assets classification and its provisioning and adopted the following audit procedures: - Evaluation and testing of the effectiveness of the System controls and other key internal control mechanisms with respect to the advances monitoring, identification / classification, assessment of the loan impairment including testing of relevant data quality, and review of the real data entered / existing in the software. - Verification / review of the documentations, operations / performance and monitoring of the advance accounts, on test check basis of the large and stressed advances, to ascertain any overdue, unsatisfactory conduct or weakness in any advance account, to ensure that its classification is in accordance with the prudential norms of RBI, in respect of the branches / verticals audited by us. In respect of the branches audited by the branch statutory auditors, we have placed reliance on their reports. - Review of the reports of the credit audit, inspection audit, internal audit, concurrent audit, regulatory audit and any other audit / inspection mechanisms to ascertain the advances having any adverse indication / comments, and review of the control mechanisms of the bank to ensure the proper classification of such advances and provisioning thereof. Necessary changes were carried out, wherever required, during the course of audit and the effect of the same was duly accounted for in the Financial Statements for the year under audit.

Investments - valuation and identification and	Our Audit Procedure:
provisioning for Non-Performing Investments	Our audit approach towards Investments with
(Refer Schedule 8 to the financial statements, read	reference to the RBI circulars / directives included
with the Accounting Policy No. 2)	the review and testing of the design, operating effectiveness of internal controls and substantive
Investment portfolio of the bank comprises of	audit procedures in relation to valuation,
Investments in Government Securities, Bonds,	classification, identification of Non Performing
Debentures, Shares, Security Receipts and other	Investments, provisioning / depreciation related
Approved Securities which are classified under three categories, Held to Maturity, Available for	to Investments. In particular,
Sale and Held for Trade.	- We evaluated and understood the system and internal control as laid down by the Bank to comply
Valuation of Investments, identification of	with relevant RBI guidelines regarding valuation,
Non-Performing Investments (NPI) and the	classification, identification of Non Performing
corresponding non-recognition of income and	Investments, Provisioning/ depreciation related
provision thereon, is carried out in accordance with the relevant circulars / guidelines / directions	to Investments.
of RBI. The valuation of each category (type) of	- We assessed and evaluated the process adopted
aforesaid security is to be carried out as per the	for collection of information from various sources
methodology prescribed in circulars and directives	for determining fair value of these investments.
issued by the RBI which involves collection of	- For selected sample of investments (covering
data/ information from various sources such as	all categories of investments based on nature
FBIL rates, rates quoted on BSE/ NSE, financial	of security) we tested accuracy and compliance
statements of unlisted companies, NAV in case	with the RBI Master circulars and directions by re-
of security receipts etc. As per the RBI directions,	performing valuation for each category of security
there are certain investments that are valued at	in accordance with the RBI Master Circular/
market price however certain investments are based on the valuation methodologies that include	directions.
statistical models with inherent assumptions,	- We assessed and evaluated the process of
assessment of price for valuation based on financial	identification of NPIs, and corresponding reversal
statements etc. Hence, the price discovered for	of income and creation of provision.
the valuation of these Investments may not be the	- We carried out substantive audit procedures to
true representative but only a fair assessment of	re-compute independently the provision to be
the Investments as on date. Hence the valuation	created.
of Investments requires special attention and
further in view of the significance of the amount of	Necessary changes were carried out, wherever
Investments in the financial statements i.e. 33.59	required, during the course of audit and the
% of total assets, the same has been considered as	effect of the same was duly accounted for in the
Key Audit Matter in our audit.	Financial Statements for the year under audit.

Information Technology (IT) and controls impacting financial Reporting	Our Audit Procedure
	- Understanding the coding system adopted by the
The Bank''s financial accounting and reporting systems are highly dependent on the effective working of the Core Banking Solution (CBS) and other IT systems linked to the CBS or working independently.	Bank for various categories of business process. - Reviewing the design, implementation and operating effectiveness of the CBS controls including application, access controls that are critical to financial reporting on test check basis.
Our areas of focus relate to the logic that is fed into the system, sanctity and reliability of the data, access management and segregation of duties. These underlying principles are important because they ensure that changes to applications and data are appropriate, authorized, cleansed and monitored, so that the system generates accurate
	- Understanding the feeding of the data in the system and going through the extraction of the financial information and statements from the IT system existing in the Bank. - Checking of the requirements for any changes
and reliable reports / returns and other financial	in the regulations / policy of the Bank and
and non-financial information that is used for	configuration / impact of the same in IT.
the preparation and presentation of the financial	- Review of the reports generated by the system
statements.	on sample basis.
Technology (IT) systems are used in financial reporting process. The Bank''s operational and	- Understanding of the upgraded IT system and review of the data migrated therein on a limited
financial processes generate extensive volume on daily basis and process varied and complex	test check basis.
transactions which are highly dependent on IT	- Reviewed the IS Audit Reports and discussed
systems.	with IT Department on compliance with key IT
There is a risk that automated accounting procedures	controls.
and related internal controls may not be accurately	- Discussions with and review of the reports of IT
designed and operating effectively, and further the	Experts regarding IT system / controls including
Bank''s CBS / IT system was upgraded and the new IT	IT application / solution of Income Recognition,
system / software of the Treasury functions during	Assets Classification and Provisioning norms and
the current year and financial / other data was	investment valuation / classification etc.
migrated in the upgraded system, and there was	- The system needs to be further strengthened for
additional risk that the data may have not been	its efficacy to further control deficiencies of input
correctly and completely migrated.	/ output data from the system.
Considering the above, the same has been considered as Key Audit Matter in our audit.

Information Other than the Financial Statements and Auditor''s Report thereon

5. The Bank''s Board of Directors is responsible for the other information. The other information comprises the Corporate Governance Report, which we obtained at the time of issue of this Auditor''s Report. The other information also includes the Directors'' Report, including annexures, if any, thereon (but does not include the financial statements and our auditor''s report thereon), which is expected to be made available to us after the date of this Auditor''s Report.

Our opinion on the financial statements does not cover the Other Information and Pillar 3 disclosures under the Basel III and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the Other Information identified above 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 that we obtained prior to the date of this Auditors'' 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. Further, when we read the Other Information, which is expected to be made available to us after the date of this Auditor''s Report if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charge with governance.

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

6. The Bank''s Board of Directors is responsible 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 Bank in accordance with the accounting principles generally accepted in India, including the Accounting Standards issued by ICAI, and provisions of Section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India (''RBI'') from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Bank''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.

Auditor''s Responsibilities for the Audit of the Financial Statements

7. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances.

• 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 Bank''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the bank to cease to continue as a going concern.

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

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the Key Audit Matters. We describe these matters in our auditors'' 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.

Other Matters

8. We did not audit the financial statements / information of 664 branches and 42 offices / processing

centers included in the financial statements of the Bank whose financial statements / information reflect total assets of Rs. 19,605.88 crores as at 31st March, 2024 and total revenue of Rs. 1,003.61 crores for the year ended on that date, as considered in these financial statements. The financial statements / information of these branches have been audited by the branch auditors whose reports have been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of these branches, is based solely on the report of such branch auditors.

9. We draw attention to the fact that corresponding figures for the year ended 31^st March, 2023 are based on previously issued financial statements of the Bank, that were audited by two predecessor auditors along with two present auditors, who had expressed an unmodified opinion on those financial statements dated 2nd May, 2023.

Our opinion is not modified in respect of above matters.

Report on Other Legal and Regulatory Requirements

10. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with Section 29 of the Banking Regulation Act, 1949;

11. Subject to the limitations of the audit indicated in paragraphs 6 to 8 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, and subject also to the limitations of disclosure required therein, and as required by sub- section (3) of Section 30 of the Banking Regulation Act, 1949, 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 purposes of our audit and have found them to be satisfactory;

b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and

c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

12. As required by letter No. DOS.ARG. No.6270/08.91.001/2019-20 dated 17th March, 2020 on "Appointment of Statutory Central Auditors (SCAs) in Public Sector Banks - Reporting obligations for SCAs", we further report on the matters specified in paragraph 2 of the aforesaid letter as under:

a) In our opinion, the aforesaid financial statements comply with the applicable Accounting Standards issued by ICAI, to the extent they are not inconsistent with the accounting policies prescribed by the RBI.

b) There are no observations or comments on financial transactions or matters which have any adverse effect on the functioning of the Bank.

c) As the bank is not registered under the Companies Act, 2013 the dis-qualifications from being a director of the bank under sub-section (2) of Section 164 of the Companies Act, 2013 do not apply to the Bank.

d) There are no qualifications, reservations or adverse remarks relating to the maintenance of accounts and other matters connected therewith.

e) Our report on the adequacy and operating effectiveness of the Bank''s Internal Financial Controls over Financial Reporting is given in Annexure - A to this report expressing an unmodified opinion on the Bank''s Internal Financial Control over Financial Reporting with reference to the financial statements as at 31st March, 2024.

13. We further report that:

a) in our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches not visited by us;

b) the Balance Sheet, the Profit and Loss Account and the Cash Flows Statement dealt with by this report are in agreement with the books of account and with the returns received from the branches not visited by us;

c) the reports on the accounts of the branch offices audited by branch auditors of the Bank under section 29 of the Banking Regulation Act, 1949 have been sent to us and have been properly dealt with by us in preparing this report; and

d) In our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flows Statement comply with the applicable accounting standards, to the extent they are not inconsistent with the accounting policies prescribed by RBI.

For Chaturvedi & Co., For Manohar Chowdhry & Associates.,

Chartered Accountants Chartered Accountants

FRN:302137E FRN:001997S

(CA. Satish Chandra Chaturvedi) (CA. P. Venkatraju)

Partner Partner

M. No. 012705 M. No. 225084

UDIN: 24012705BKFYMS4516 UDIN: 24225084BKDZRV9128

For S. P. Chopra & Co. For Gupta Sharma & Associates

Chartered Accountants Chartered Accountants

FRN:000346N FRN:001466N

(CA. Pawan K. Gupta) (CA. Dhananjay Sharma)

Partner Partner

M. No. 092529 M. No. 531165

UDIN: 24092529BKCYOQ1695 UDIN: 24531165BKEFFZ5226

Date : 10^th May, 2024 Place : New Delhi

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Mar 31, 2023

Report on Audit of the Financial Statements Opinion

1. We have audited the financial statements of Punjab & Sind Bank (''the Bank''), which comprise the Balance Sheet as at 31^st March 2023, Profit and Loss Account and Cash Flow Statement for the year then ended, and notes to financial statements including a summary of significant accounting policies and other explanatory information in which are included returns for the year ended on that date of 20 branches and treasury division audited by us and 693 branches and 44 Offices/ Processing Centers audited by statutory branch auditors. The branches audited by us and those audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also included in financial statements are the returns from 824 branches of the bank which have not been subjected to audit. These unaudited branches account for 12.59 percent of advances, 29.92 percent of deposits, 9.85 percent of interest income and 25.67 percent of interest expenses.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Banking Regulation Act, 1949 (the ''Act'') in the manner so required for bank and are in conformity with accounting principles generally accepted in India and:

a) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of the state of affairs of the Bank as at 31^st March, 2023;

b) the Profit and Loss Account, read with the notes thereon shows a true balance of Profit; and

c) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing (SAs) issued by the ICAI. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the standalone Financial Statements section of our report. We are independent of the Bank in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with ethical requirements that are relevant to our audit of the financial statements prepared in accordance with the accounting principles generally accepted in India, including the Accounting Standards issued by the ICAI, and provisions of section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India ("RBI") from time to time and we have fulfilled our other ethical responsibilities in accordance

with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

4. We draw your attention to:

a) Schedule No. 18 (Note. No.14 (i)) to the accompanying financial statements, regarding amortization of estimated additional liability on account of revision in family pension amounting to Rs. 236.84 crore. As stated there in, the bank has charged an amount of Rs. 47.37 crore to the Profit & Loss account for the current financial year ended 31^st March 2023 and the balance unamorti''zed expense of Rs. 142.10 crore has been carried forward in the Balance Sheet.

b) Schedule No. 18 (Note. No.17) to the accompanying financial statements, regarding change in methodology of calculations of LCR from 31^st March 2023 with the approval of Board i.e. considering total outstanding deposit balance for wholesale funding as outflow instead of wholesale deposit having residual maturity of 30 days. Bank had calculated the LCR for 31^st March 2023 using the revised methodology and arrived LCR at 113.56%. As per management, comparative figures for the change are not available due to its voluminous & complexity of data involved.

Our opinion is not modified in respect of the matters stated above.

Key Audit Matters

5. 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. We have determined the matters described below to be the key audit matters to be communicated in our report:

Key Audit Matters

How the matter was addressed in our audit

Classification of Advances, Income Recognition, Identification of and provisioning for non-performing Advances (Refer Schedule 9 to the financial statements) The advances are classified as performing and nonperforming advances (NPA) which are governed by income recognition, asset classification and provisioning (IRAC) norms and other circulars and directives issued by the Reserve Bank of India (RBI) from time to time. The classification and provisioning are carried out by the Bank''s IT Software integrated with its Core Banking Solution (CBS).

We obtained an understanding of the Bank''s Software, circulars, guidelines and directives of the RBI and the Bank''s internal instructions and procedures in respect of the asset''s classification and it''s provisioning. Our audit approach consisted of testing the design of system for identification of Non-Performing assets to ensure conformity with the guidelines of the RBI in the matter and test checking identification and valuation of Non-performing assets. We have reviewed the documentations, operations / performance and monitoring of the advance accounts, on test check basis of the large and stressed advances, to ascertain any overdue, unsatisfactory conduct or weakness in any advance account, to ensure that its classification is in accordance with the prudential norms of RBI, in respect of the branches audited by us. In respect of the branches,

The provisioning for identified NPAs is based on ageing and classification of NPAs, recovery estimates, value of security and is subject to the provisioning norms specified by RBI. In the event of any improper application of the prudential norms/regulatory requirements or consideration of the incorrect value of the security, the carrying value of the advances could be materially misstated either individually or collectively and in view of the significance of the amount of advances in the financial statements, the classification of the advances and provisioning thereon has been considered as Key Audit Matter in our audit.	audited by the other branch statutory auditors we have placed reliance on their reports and ensured that changes suggested by the Branch auditors were duly carried out wherever necessary. We have reviewed on test check basis the reports of the credit audit, inspection audit, internal audit, concurrent audit, regulatory audit to ascertain the advances having any adverse features / comments and reviewed the reports generated from the bank''s system. We reviewed advances including stressed advances on a sample basis with respect to compliance with the RBI Master Circulars / Guidelines/ Judicial pronouncements. Necessary changes were carried out wherever required during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2023.
Classification and valuation of Investments identification and provisioning for Non-Performing Investments. (Refer Schedule 8 to the financial statements) Investment portfolio of the bank comprises of Investments in Government Securities, Bonds, Debentures, Shares, Security Receipts and other Approved Securities which are classified under three categories, Held to Maturity, Available for Sale and Held for trade. Valuation of investments, identification of NonPerforming Investments (NPI) and the corresponding non-recognition of income and provision thereon, is carried out in accordance with the relevant circulars / guidelines / directions of RBI. Considering judgement involved in the valuation, volume of transactions, investments on hand, regulatory requirements and significance of the amount of investments in the Financial statement, we have identified this as a key audit matter for the current year audit.	Our Audit approach towards Investments with reference to the RBI circulars/directi''ves included the review and testing of the design, operating effectiveness of internal controls and substantive audit procedures in relation to valuation, classification, identification of Non-Performing Investments, provisioning / depreciation related to Investments. We evaluated and understood the system and internal control as laid down by the Bank to comply with relevant RBI guidelines. We assessed and evaluated the process of identification of NPI''s, and corresponding reversal of unrealized income and creation of provision. We carried out substantive audit procedures to recompute independently the provision to be maintained and depreciation to be provided in accordance with the circulars and directives of the RBI. Accordingly, we selected samples from the investments of each category and tested for NPIs as per the RBI guidelines and recomputed the provision to be maintained in accordance with the RBI Circular for those selected sample of NPIs; Necessary changes were carried out wherever required during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2023.
Assessment of Information Technology (IT) The IT environment of the bank is complex and involves a large number of independent and inter-dependent IT systems used in the operations of the Bank for processing and recording a large volume of transactions at various locations.	We evaluated and understood the CBS system adopted by the Bank. We assessed the operative effectiveness of key automated controls within various business processes. This includes testing the integrity of system interfaces, the completeness and accuracy of data, system reconciliation controls and automated calculations.

As a result, there is high degree of reliance and dependency on such IT systems for the financial reporting process of the bank. Appropriate IT general controls and application controls are required to ensure that such IT systems are able to process the data as required, completely accurately and consistently for reliable financial reporting. IT controls with respect to recording of transactions, generating various reports in compliance with RBI guidelines/directi''ons is dependent on working of Core Banking System in the Bank. Therefore, any validation failures, incorrect input data and wrong extraction of data may result in wrong reporting of data to the management and regulators. The Bank accounts for all the transactions related to Advances in its Information Technology System (IT System) viz. Core Banking Solution (CBS) which identifies whether the advances are performing or non-performing and calculation of provisions thereon. Due to the importance of the impact of the IT systems and related control environment on the Bank''s financial reporting process, we have identified testing of such IT systems and related control environment as a key matter for the current year audit.

We assessed the feeding of the data in the system and going through the extraction of the financial information and statements from the IT system existing in the bank. Reviewed the output and reports generated by the system on sample basis. Where deficiencies were identified, we tested compensating controls or performed alternate procedures. The system needs to be further strengthened for its efficacy to control deficiencies of input/output data from the system.

Contingent Liabilities and Claims Contingent Liability is a possible obligation, outcome of which is contingent upon occurrence or non-occurrence of one or more uncertain future events. In the judgement of the management, such claims and litigations including tax demands against the bank would not eventually lead to a liability. However, unexpected adverse outcomes may significantly impact the Bank''s reported financial results which is uncertain/unascertainable at this stage. Considering the uncertainty relating to the outcome of these matters which requires application of judgment in interpretation of law this has been determined as a key Audit Matter

We have relied upon the management note and legal opinions obtained by the bank regarding the claims and tax litigations and involved our internal team to review the nature of such litigations and claims, their current status, sustainability, examining recent orders and/or communication received from various tax authoriti''es/judicial forums and follow up actions thereon and likelihood of claims/liti''gati''ons materializing into eventual liability upon final resolution, from the available records and developments to date.

6. Information Other than the Financial Statements and Auditor''s Report thereon

The Bank''s Board of Directors is responsible for the other information. The other information comprises the Corporate Governance Report (but does not include the financial statements and our auditor''s report thereon), which we obtained prior to the date of this Auditor''s Report and Directors'' Report, Business Responsibility & Sustainability Report including annexures, if any, thereon, which is expected to be made available to us after that date.

Our opinion on the financial statements does not cover the other information and Pillar 3 disclosure under Basel III and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above 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 that we 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

7. The Bank''s Board of Directors is responsible 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 Bank in accordance with the accounting principles generally accepted in India, including the applicable Accounting Standards issued by ICAI, and provisions of Section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India (''RBI'') from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Bank''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.

Auditor''s Responsibilities for the Audit of the Financial Statements

8. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.

• 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 bank''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the bank 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 the misstatement in the financial statement that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statement may be influenced. We consider quantitative materiality and qualitative factors in: (i) planning the scope of our audit work and evaluating the results of our work: and (ii) to evaluate the effects of any identified misstatements in the financial statement.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

9. We did not audit the financial statements / information of 693 branches and 44 offices / Processing Centers included in the

financial statements of the Bank whose financial statements / financial information reflect total asset of Rs. 27,408.86 Crore

as at 31^st March 2023 and total revenue of Rs. 556.58 Crores for the year ended on that date, as considered in the financial statements. The financial statements / information of these branches has been audited by the statutory branch auditors whose reports have been furnished to us, and in our opinion in so far as it relates to the amounts and disclosures included in respect of branches, is based solely on the report of such branch auditors.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

10. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with Section 29 of the Banking Regulation Act, 1949;

11. Subject to the limitations of the audit indicated in paragraphs 6 to 9 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory;

b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and

c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

12. As required by letter No. DOS.ARG.No.6270/08.91.001/2019- 20 dated March 17, 2020 on "Appointment of Statutory Central Auditors (SCAs) in Public Sector Banks - Reporting obligations for SCAs from FY 2019-20", read with subsequent communication dated May 19, 2020 issued by the RBI, we further report on the matters specified in paragraph 2 of the aforesaid letter as under:

(a) In our opinion, the aforesaid financial statements comply with the applicable accounting standard, to the extent they are not inconsistent with the accounting policy prescribed by RBI.

(b) Our audit report on the adequacy and operating effectiveness of the Bank''s internal financial controls over financial reporting is given in "Annexure A" to this report. Our report expresses an unmodified opinion on the Bank''s internal financial controls over financial reporting as at 31^st March, 2023.

(c) On the basis of the written representation received from the directors as on 31^st March, 2023 and taken on record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2023 from being appointed as a director in term of sub-section (2) of section 164 of the Companies Act,2013

(d) There are no observations or comments on financial transactions or matters which have any adverse effect on the functioning of the bank.

(e) There are no qualifications, reservations or adverse remarks relating to the maintenance of accounts and other matters connected therewith.

13. We further report that:

a) in our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches not visited by us.

b) the Balance Sheet, the Profit and Loss Account and Cash Flows Statement dealt with by this report are in agreement with the books of account and with the returns received from the branches not visited by us;

c) the reports on the accounts of the branch offices audited by statutory branch auditors of the Bank under section 29 of the Banking Regulation Act, 1949 have been sent to us and have been properly dealt with by us in preparing this report; and

(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flows Statement comply with the applicable accounting standards, to the extent they are not inconsistent with the accounting policies prescribed by RBI.

For M/s Ghiya & Co Chartered Accountants FRN:001088C	For M/s Shiv & Associates Chartered Accountants FRN: 009989N
CA Shubham Gupta Partner M.No. 420734 UDIN: 23420734BGRRZO7034 Place: New Delhi	CA Manoj Kumar Partner M. No. 097424 UDIN: 23097424BGSSLW6356 Place: New Delhi
For M/S Chaturvedi & CO. Chartered Accountants FRN:302137E	For M/s Manohar Chowdhry & Associates Chartered Accountants FRN: 001997S
CA Satish Chandra Chaturvedi Partner M.No.012705 UDIN: 23012705BGWLXV6179 Place: New Delhi	CA Sandeep Mogalapalli Partner M. No. 221848 UDIN: 23221848BGYIHQ2314 Place: New Delhi

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Mar 31, 2022

OPINION

1. We have audited the financial statements of Punjab & Sind Bank (''the Bank''), which comprise the Balance Sheet as at 31st March 2022, Profit and Loss Account and Cash Flow Statement for the year then ended, and notes to financial statements including a summary of significant accounting policies and other explanatory information in which are included returns forthe year ended on that date of 20 branches and treasury division audited by us and 780 branches and 26 Offices/ Processing Centers audited by statutory branch auditors. The branches audited by us and those audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also included in financial statements are the returns from 730 branches of the bank which have not been subjected to audit. These unaudited branches account for 9.82 percent of advances, 26.78 percent of deposits, 6.88 percent of interest income and 25.15 percent of interest expenses.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Banking Regulation Act, 1949 (the ''Act'') in the manner so required for bank and areinconformity with accountingprinciplesgenerallyaccepted in Indiaand:

a) The Balance Sheet, read with the notesthereon isafullandfairBalanceSheetcontainingallthe necessary particulars, is properlydrawn upsoas to exhibit a trueand fairview of the state ofaffairs ofthe Bank as at 31st March, 2022;

b) the Profitand LossAccount, read with the notesthereon shows a true balance of Profit; and

c) theCash FlowStatement gives a trueand fairview of thecash flows for the year ended onthatdate.

BASIS FOR OPINION

3. We conducted our audit in accordance with the Standards on Auditing (SAs) issued by the ICAI. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit ofthe standalone Financial Statements section of our report. We are independent of the Bank in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with ethical requirements that are relevant to our audit of the financial statements prepared in accordance with the accounting principles generally accepted in India, including the Accounting Standards issued bythe ICAI, and provisions of section 29 ofthe Banking Regulation Act, 1949 and circulars andguidelines issued by the Reserve Bank of India (''RBI") from time to time and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriateto providea basisforouropinion.

4. Wedrawyourattentionto:

a) Schedule No.18 (Note 20) to the accompanying financial statements, which describes the uncertainties due to outbreakof Corona Virus (Covid-19) and the management''s assessment of its impact on the business operations of the bank.

b) We draw your attention to Schedule No. 18 (Note. No.14 (i)) to the accompanying financial statements, regarding amortization of estimated additional liability on account of revision in family pension amounting to Rs. 236.84 crore. As stated there in, the bank has charged an amount of Rs. 47.37 crore to the Profit & Loss account for the current financial year ended 31st March 2022 and the balance unamortzed expense of Rs. 189.47 crore has been carried forward in the Balance Sheet.

Our opinion is not modified in respect of the matters stated above.

KEYAUDITMATTERS

5. 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. We have determined the matters described below to bethe key audit matters to be communicated in ourreport:

Key AuditMatters

Howthematterwasaddressedinouraudit

Classification of Advances, Income Recognition, Identification of and provisioning for non-performing Advances (Refer Schedule 9 to the financial statements) The advances are classified as performing and nonperforming advances (NPA) which are governed by income recognition, asset classification and provisioning (IRAC) norms and other circulars and directives issued by the Reserve Bank of India (RBI) from time to time. The classification and provisioning are carried out by the Bank''s IT Software integrated with its Core Banking Solution (CBS). The provisioning for identified NPAsis based on ageing and classification of NPAs, recovery estimates, value of security and is subject to the provisioning norms specified by RBI.

We obtained an understanding of the Bank''s Software, circulars, guidelines and direct ves of the RBI and the Bank''s internal instructions and procedures in respect of the asset''s classification and it''s provisioning. Our audit approach consisted of testing the design of system for identification of Non-Performing assets to ensure conformity with theguidelinesof the RBI in the matterand test checking identification and valuation of Nonperforming assets. We have reviewed the documentations, operations / performance and monitoring of the advance accounts, on test check basis of the large and stressed advances, to ascertain any overdue, unsatisfactory conduct or weakness in any advance account, to ensure that its classification is in accordance with the prudential norms of RBI, in respect of the branches audited by us. In respect of the branches, audited by the other branch statutory auditors we have placed reliance on their reports and ensured that changes suggested by the Branch auditors were duly carried outwherever necessary.

In the event of any improper application of the prudential norms/regulatory requirements or consideration of the incorrect value of the security, the carrying value of the advances could be materially misstated either individually orcollectively and in view of the significance of the amount of advances in the financial statements, the classification of the advances and provisioning thereon has been considered as Key Audit Matterin ouraudit.	We have reviewed on test check basis the reports of the credit audit, inspection audit, internal audit, concurrent audit, regulatory audit to ascertain the advances having any adverse features / comments and reviewed the reports generated from the bank''s system. We reviewed advances including stressed advances on a sample basis with respect to compliance with the RBI Master Circulars / Guidelines/ Judicial pronouncements. Necessary changes were carried out wherever required during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2022.
Classification and valuation of Investments identification and provisioning for Non-Performing Investments. (ReferSchedule 8tothe financialstatements) Investment portfolio of the bank comprises of Investments in Government Securities, Bonds, Debentures, Shares, Security Receipts and other Approved Securities which are classified under three categories, Held to Maturity, Available forSale and Held for trade.	Our Audit approach towards Investments with reference to the RBI circulars/directives included the review and testing of the design, operating effectiveness of internal controls and substantive audit procedures in relation to valuation, classification, identification of Non-Performing Investments, provisioning / depreciation related to Investments. We evaluated and understood the system and internal control as laid down by the Bank to comply with relevant RBI guidelines.
Valuation of investments, identification of Non-Performing Investments (NPI) and the corresponding non-recognition of income and provision thereon, is carried out in accordance with the relevant circulars / guidelines / directions of RBI. Considering judgement involved in the valuation, volume of transactions, investments on hand, regulatory requirements and significance of the amount of investments in the Financial statement, we have identified this as a key audit matter for the current year audit.	We assessed and evaluated the process of identification of NPI''s, and corresponding reversal of unrealized income and creation of provision. We carried out substantive audit procedures to recompute independently the provision to be maintained and depreciation to be provided in accordance with the circulars and directives of the RBI. Accordingly, we selected samples from the investments of each category and tested for NPIs as per the RBI guidelines and recomputed the provision to be maintained in accordance with the RBI Circular for those selected sample of NPIs; Necessary changes were carried out wherever required during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2022.
Assessment of Information Technology (IT) The IT environment of the bank is complex and involves a large number of independent and inter-dependent IT systems used in the operations of the Bank for processing and recording a large volume of transactions at various locations.	We evaluated and understood the CBS system adopted by the Bank. We assessed the operative effectiveness of key automated controls within various business processes. This includes testing the integrity of system interfaces, the completeness and accuracy of data, system reconciliation controlsand automated calculations.

As a result, there is high degree of reliance and dependency on such IT systems for the financial reporting process of the bank. Appropriate IT general controls and application controls are required to ensure that such IT systems are able to process the data as required, completely accurately and consistently for reliable financial reporting. IT controls with respect to recording of transactions, generating various reports in compliance with RBI guidelines/directions is dependent on working of Core Banking System in the Bank. Therefore, any validation failures, incorrect input data and wrong extraction of data may result in wrong reporting of data to the management and regulators. The Bank accounts for all the transactions related to Advances in its Information Technology System (IT System) viz. Core Banking Solution (CBS) which identifies whether the advances are performing or non-performing andcalculation of provisionsthereon. Due to the importance of the impact of the IT systems and related control environment on the Bank''s financial reporting process, we have identified testing of such IT systems and related control environment as a key matter forthecurrentyearaudit.	We assessed the feeding of the data in the system and going through the extraction of the financial information and statements from the IT system existing inthe bank. Reviewed the output and reports generated by the system on sample basis. Where deficiencies were identified, we tested compensating controls or performed alternate procedures. The system needs to be further strengthened for its efficacy to control deficiencies of input/output data from thesystem.
Contingent Liabilities and Claims Contingent Liability is a possible obligation, outcome of which is contingent upon occurrence or non-occurrence of one or more uncertain future events. In the judgement of the management, such claims and litigations including tax demands against the bank would not eventually lead to a liability. However, unexpected adverse outcomes may significantly impact the Bank''s reported financial results which is uncertain/unascertainable atthis stage. Considering the uncertainty relating to the outcome of these matters which requires application of judgment in interpretation of law this has been determined as a key Audit Matter.	We have relied upon the management note and legal opinions obtained by the bank regarding the claims and tax litigations and involved our internal team to review the nature of such litigations and claims, their current status, sustainability, examining recent orders and/or communication received from various tax authorities/ judicial forums and follow up actions thereon and likelihood of claims/litigations materializing into eventual liability upon final resolution, from the available records and developments to date.

6. Information Other than the Financial Statements and Auditor''s Report thereon

The Bank''s Board of Directors is responsible for the other information. The other information comprises the Corporate Governance Report (but does not include the financial statements and our auditor''s report thereon), which we obtained prior to the date of this Auditor''s Report, and Directors'' Report, Business Responsibility Report including annexures, if any, thereon, which is expected to be made available to us afterthat date.

Our opinion on the financial statements does not cover the other information and Pillar 3 disclosure under Basel III and we do not express anyform of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained inthe audit, or otherwiseappearsto be materially misstated.

If, based on the work we have performed on the other information that we 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 inthis regard.

When we read the Business Responsibility Report and Directors'' Report, including annexure, if any, thereon, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

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

7. The Bank''s Board ofDirectorsisresponsiblewith respect tothe preparation ofthese financial statementsthatgivea true and fair view of the financial position, financial performance and cash flows of the Bank in accordance with the accounting principles generally accepted in India, including the applicable Accounting Standards issued by ICAI, and provisions of Section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India (''RBI'') from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statementsthatgivea true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Bank''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.

Auditor''s Responsibilities forthe Auditofthe Financial Statements

8. 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 detecta material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,

individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism

throughoutthe 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, orthe override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate inthe circumstances.

• 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 auditevidence obtained, whether a material uncertainty exists related to eventsorconditions that may cast significant doubt on the bank''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the bank 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 the misstatement in the financial statement that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statement may be influenced. We consider quantitative materiality and qualitative factors in: (i) planning the scope of our audit work and evaluating the results of our work: and (ii) to evaluate the effects of any identified misstatements in the financial statement.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit andsignificant audit findings, including any significant deficiencies in internal control that weidentify 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 whereapplicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determinethata matter should notbe communicated in our reportbecausetheadverseconsequences of doingsowould reasonably be expected to outweigh the public interest benefits ofsuch communication.

9. We did not audit the financial statements / information of 780 branches and 26 offices / Processing Centers included in the financial statements of the Bank whose financial statements/financial information reflect total asset of Rs. 27,606.82 Crore as at 31st March 2022 and total revenue of Rs. 1,093.18 Crores for the yearendedon that date, as considered in the financial statements. The financial statements / information of these branches has been audited by the statutory branch auditors whose reports have been furnished to us, and in our opinion in so far as it relates to the amounts and disclosures included in respect of branches, is based solely on the report ofsuch branch auditors.

Our opinion is not modified in respect ofthis matter.

Report on Other Legal and Regulatory Requirements

10. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with Section 29 of the Banking Regulation Act, 1949;

11. Subject to the limitations of the audit indicated in paragraphs 6 to 9 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, and subject also to the limitations of disclosure required therein, we reportthat:

a) We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of our audit and have found them to be satisfactory;

b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and

c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

12. As required by letter No. DOS.ARG.No.6270/08.91.001/2019- 20 dated March 17, 2020 on "Appointment of Statutory Central Auditors (SCAs) in Public Sector Banks - Reporting obligations for SCAs from FY 2019-20", read with subsequent communication dated May 19, 2020 issued by the RBI, we further report on the matters specified in paragraph 2 of the aforesaid letteras under:

(a) Our audit report on the adequacy and operating effectiveness of the Bank''s internal financial controls over financial reporting is given in "Annexure A" to this report. Our report expresses an unmodified opinion on the Bank''s internal financial controls over financial reporting as at 31st March, 2022.

(b) On the basis of the written representation received from the directors as on 31st March, 2022 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2022 from being appointed as a director interm ofsub-section (2) ofsection 164oftheCompaniesAct,2013

(c) There are no observations or comments on financial transactions or matters which have any adverse effect on the functioning of the bank.

(d) There are no qualifications, reservations or adverse remarks relating to the maintenance of accounts and other matters connected therewith.

a) in our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches notvisited by us.

b) the Balance Sheet, the Profit and Loss Account and Cash Flows Statement dealt with by this report are in agreement with the books of account and with the returns received from the branches not visited by us;

c) the reports on the accounts of the branch offices audited by statutory branch auditors of the Bank under section 29 of the Banking Regulation Act, 1949 have been sent to usand have been properly dealt with by us in preparing this report; and

d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flows Statement comply with the applicable accounting standards, to the extent they are not inconsistentwith the accounting policies prescribed by RBI.

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Mar 31, 2019

Report on Audit of the Financial Statements

Opinion

1. We have audited the financial statements of Punjab & Sind Bank (''the Bank''), which comprise the Balance Sheet as at 31 March 2019, the Statement of Profit and Loss and the Statement of Cash Flows for the year then ended, and notes to financial statements including a summary of significant accounting policies and other explanatory information in which are included returns for the year ended on that date of 20 branches audited by us and 1 integrated treasury branch audited by us and 634 branches audited by statutory branch auditors. The branches audited by us and those audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also included in the Balance Sheet, the Statement of Profit and Loss and Statement of Cash Flows are the returns from 864 branches which have not been subjected to audit. These unaudited branches account for 9.42 percent of advances, 25.69 per cent of deposits, 6.66 per cent of interest income and 20.73 per cent of interest expenses.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Banking Regulation Act, 1949 in the manner so required for bank and are in conformity with accounting principles generally accepted in India and give:

a) true and fair view in case of the Balance sheet, of the state of affairs of the Bank as at 31st March, 2019;

b) true balance of loss in case of Profit / loss account for the year ended on that date; and

c) true and fair view in case of statement of cash flows for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing (SAs) issued by ICAI. 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 Bank in accordance with the code of ethics issued by the Institute of Chartered Accountants of India together with ethical requirements that are relevant to our audit of the financial statements in [jurisdiction], and we have fulfilled our other ethical responsibilities in accordance with these requirements and the code of ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. 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. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matters	Our Response/Procedures
Advances - Classification and Provisioning	Our Audit Procedures:
(Refer Schedule 9 to the financial statements) The advances are classified as performing and non-performing advances (NPA) and provisioning thereon is made in accordance with the prudential norms as prescribed by the Reserve Bank Of India (RBI).The classification and provisioning is done by the Bank''s IT Software integrated with its Core Banking Solution (CBS). The identification of non-performing assets and creation of provisions on such assets involves key management judgments relating to performance, determination of realizable securities available to bank and their valuation.	We obtained an understanding of the Bank''s Software, circulars, guidelines and directives of the RBI and the Bank''s internal instructions and procedures in respect of the asset''s classification and its provisioning. Our audit approach consisted of testing the design of system for identification of Non - Performing assets to ensure conformity with the guidelines of the RBI in the matter and test checking identification and valuation of Non-performing assets. - We have reviewed the documentations, operations / performance and monitoring of the advance accounts, on test check basis of the large and stressed advances, to ascertain any overdue, unsatisfactory conduct or weakness in any advance account, to ensure that its classification is in accordance with the prudential norms of RBI ,in respect of the branches audited by us. In respect of the branches, audited by the branch statutory auditors we have placed reliance on their reports and ensured that changes suggested by the Branch auditors were duly carried out wherever necessary. - Necessary changes were carried out during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2019. Our Results: The results of our audit process were observed to be adequate and satisfactory considering the materiality of the transactions,
Investments - Valuation, and identification and	Our Audit Procedures:
provisioning for Non-Performing Investments (Refer Schedule 8 to the financial statements) Investment portfolio of the bank comprises of Investments in Government Securities, Bonds, Debentures, Shares, Security Receipts and other Approved Securities which are classified under three categories, Held to Maturity, Available for Sale and Held for trade. Valuation of investments, identification of Non-Performing Investments (NPI) and the corresponding non-recognition of income and provision thereon, is carried out in accordance with the relevant circulars / guidelines / directions of RBI.	Our Audit approach towards Investments with reference to the RBI circulars/ directives included the review and testing of the design, operating effectiveness of internal controls and substantive audit procedures in relation to valuation, classification, identification of Non-Performing Investments, provisioning / depreciation related to Investments. In particular, - We evaluated and understood the system and internal control as laid down by the Bank to comply with relevant RBI guidelines. - We assessed and evaluated the process of identification of NPI''s, and corresponding reversal of income and creation of provision. - We carried out substantive audit procedures to re-compute independently the provision to be created. Necessary changes were carried out during the course of audit and the effect of same was duly accounted for in the Financial statements for the year ended 31st March, 2019. Our Results: The results of our audit process were observed to be adequate and satisfactory considering the materiality of the transactions.

Recognition of Deferred Tax Assets	Our Audit Procedures:
Deferred income tax reflects the impact of timing difference between taxable income and accounting income. Deferred tax asset is not recognized unless there is a virtual certainty that sufficient future taxable income will be available against which such asset will be realized.	We have relied upon the management estimates regarding eligibility of carried forward tax losses for setoff against future taxable income and used our own internal expertise in evaluating the claims, assumptions and profitability forecasts and assertions of the management provided to us, that sufficient future taxable income will be available for set off against the tax losses carried forward.
Contingent Liabilities and Claims	Our Audit Procedures:
Contingent Liability is a possible obligation, outcome of which is contingent upon occurrence or non-occurrence of one or more uncertain future events. In the judgement of the management, such claims and litigations including tax demands against the bank would not eventually lead to a liability. However, should there be an adverse outcome, the bank will be liable to pay the disputed amounts with interest/ penalty as may be decided by the competent authorities, the impact of which is uncertain/unascertainable at this stage.	We have reviewed the management note and legal opinions obtained by the bank regarding the claims and tax litigations and involved our internal team to review the nature of such litigations and claims, their sustainability and likelihood of claims/litigations materializing into eventual liability upon final resolution, from the available records and developments to date.

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

5. The Bank''s Board of Directors is responsible 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 Bank in accordance with the accounting principles generally accepted in India, including the Accounting Standards issued by ICAI, and provisions of Section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India (''RBI'') from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Bank''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so.

Auditor''s Responsibilities for the Audit of the Financial Statements

6. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- 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 bank''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the bank 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.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Matter of Emphasis

We draw attention to note no.10.3 regarding change in accounting policy relating to depreciation on Fixed Assets

However, our opinion is not modified in respect of this matter

Other Matter

7. We did not audit the financial statements / information of 634 branches included in the standalone financial statements of the Bank whose financial statements / financial information reflect total advances of Rs. 23013.95 Crore as at 31^st March 2019 and total interest income of Rs. 1920.11 Crores for the year ended on that date, as considered in the standalone financial statements. The financial statements / information of these branches have been audited by the branch auditors whose reports have been furnished to us, and in our opinion in so far as it relates to the amounts and disclosures included in respect of branches, is based solely on the report of such branch auditors.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with Section 29 of the Banking Regulation Act, 1949;

9. Subject to the limitations of the audit indicated in paragraphs 5 to 7 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory;

b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and

c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. We further report that:

a) in our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books

b) the Balance Sheet, the Profit and Loss Account and the Statement of Cash Flows dealt with by this report are in agreement with the books of account

c) the reports on the accounts of the branch offices audited by branch auditors of the Bank under section 29 of the Banking Regulation Act, 1949 have been sent to us and have been properly dealt with by us in preparing this report; and

d) In our opinion, the Balance Sheet, the Profit and Loss Account and the Statement of Cash Flows comply with the applicable accounting standards, to the extent they are not inconsistent with the accounting policies prescribed by RBI.

For S. Mann & Co. For Baldev Kumar & Co.

Chartered Accountants Chartered Accountants

FRN - 000075N FRN - 013148N

CA. Subhash Mann CA. Baldev Garg

Partner Partner

M.No.080500 M.No.092225

For Suresh Chandra & Associates For Raj Gupta & Co.

Chartered Accountants Chartered Accountants

FRN - 001359N FRN-000203N

CA. Madhur Gupta CA Sandeep Gupta

(Partner) Partner

M.No. 090205 M. No. 529774

Place: New Delhi

Date: 24 May, 2019

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Mar 31, 2018

Report on the Financial Statements

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2018, which comprise the balance sheet as at March 31, 2018, and profit and loss account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial statements are the returns of various departments of head office; all the 24 zonal offices, 20 branches and 1 integrated treasury branch audited by us and 620 branches audited by statutory branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the bank by the Reserve Bank of India. Also incorporated in the balance sheet and the profit and loss account, are the returns from 874 branches which have not been subjected to audit. These unaudited branches account for 9 per cent of advances, 22.13 per cent of deposits, 6.70 per cent of interest income and 21.66 per cent of interest expenses.

Management’s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with the Banking Regulation Act, 1949, the guidelines issued by the Reserve Bank of India from time to time and Accounting standards generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

3. 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.

4. 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 bank’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the Bank’s internal control. 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.

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

Emphasis of matter:

6. Without qualifying our report, we draw attention to:

(a) Note no. 1.1,1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable;

(b) Note no. 10.9.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable;

(c) Capital adequacy as per Basel - II and Basel - III and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in Para 6 (a) & (b) above;

Opinion

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us:

(a) the balance sheet, read with the notes thereon is a full and fair balance sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2018 in conformity with accounting principles generally accepted in India;

(b) the profit and loss account, read with the notes thereon shows a true balance of loss, in conformity with accounting principles generally accepted in India, for the year covered by the accounts; and

(c ) the cash flow statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The balance sheet and the profit and loss account have been drawn up in accordance with section 29 of the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory;

(b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank;

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. We further report that:

(a) the balance sheet and profit and loss account dealt with by the report are in agreement with the books of account and returns;

(b) the reports on the accounts of the branch offices audited by branch auditors of the Bank under section 29 of the Banking Regulation Act,1949 have been sent to us and have been properly dealt with by us in preparing this report; and

(c) In our opinion, the balance sheet, profit and loss account and the cash flow statement comply with the applicable accounting standards.

For Dhawan & Co. For Davinder Pal Singh & Co.

Chartered Accountants Chartered Accountants

FRN : 002864N FRN : 007601N

Deepak Kapoor Inderjit Kaur

(Partner) (Partner)

M. No. 072302 M. No.500143

For S.Mann & Co. For Baldev Kumar & Co.

Chartered Accountants Chartered Accountants

FRN : 000075N FRN : 013148N

Subhash Mann Baldev Garg

(Partner) (Partner)

M. No. 080500 M. No.092225

Place : New Delhi

Date : 16 May, 2018

---

Mar 31, 2017

To,

The President of India

Report on the Financial Statements of Punjab & Sind Bank

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2017, which comprise the Balance Sheet as at March 31, 2017, and Profit and Loss Account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial statements are the returns of 20 branches audited by us and 549 branches audited by branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also incorporated in the Balance Sheet and the Profit and Loss are the returns from 931 branches which have not been subjected to audit. These unaudited branches account for 10.19 per cent of advances, 28.50 per cent of deposits, 6.78 per cent of interest income and 23.81 per cent of interest expenses.

Management''s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with accounting standards generally accepted in India and applicable banking laws. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

3. 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.

4. 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 bank''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not the purpose of expressing an opinion on the effectiveness of the Bank''s internal control. 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.

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

Emphasis of matter:

6. Without qualifying our report, we draw attention to:

(i) Note no. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable

(ii) Note no. 10.9.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable

(iii) Capital adequacy as per Basel - II and Basel - III and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in Para 6 (i) to (iii) above.

(iv) Note No.10.9.6 regarding allow ability of claim of bad debts by the Income Tax Authorities vis-a-vis stand taken by the bank based on expert independent opinion.

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us we further report that:

(i) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2017 in conformity with accounting principles generally accepted in India;

(ii) the Profit and Loss Account, read with the notes thereon shows a true balance of profit, in conformity with accounting principles generally accepted in India, for the year covered by the account; and

(iii) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in Forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory.

(b) The transactions of the Bank, which have come to our notice have been within the powers of the Bank.

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the applicable accounting standards.

For Tiwari & Associates For Dhillon & Associates

Chartered Accountants Chartered Accountants

(Sandeep Sandill) (Rajesh Malhotra)

Partner Partner

M. No. 085747 M. No. 090661

FRN : 002870N FRN : 002783N

For Dhawan & Co. For Davinder Pal Singh & Co.

Chartered Accountants Chartered Accountants

(I. J. Dhawan) (Davinder Pal Singh)

Partner Partner

M. No. 081679 M. No. 086596

FRN : 002864N FRN : 007601N

May 16, 2017 New Delhi

---

Mar 31, 2016

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2016, which comprise the Balance Sheet as at March 31, 2016, and Profit and Loss Account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial statements are the returns of 20 branches audited by us and 536 branches audited by branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also incorporated in the Balance Sheet and the Profit and Loss are the returns from 925 branches which have not been subjected to audit. These unaudited branches account for 10.00 per cent of advances, 28.15 per cent of deposits, 6.64 per cent of interest income and 25.54 per cent of interest expenses.

Management''s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with accounting standards generally accepted in India and applicable banking laws. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

3. 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.

4. 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 bank''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not the purpose of expressing an opinion on the effectiveness of the Bank''s internal control. 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.

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

Emphasis of mater:

6. Without qualifying our report, we draw attention to:

(i) Note no. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

(ii) Note no.10.9.3 regarding non creation of deferred tax liability of Rs.355.05 crore in respect of difference on account of variation on the value of investment as per the books of account and for the income tax computation considering the difference to be permanent.

(iii) Note no. 10.9.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable

(iv) Capital adequacy as per Basel – II and Basel – III and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in Para 6 (i) to (iii) above.

(v) Note No.10.9.6 regarding allow ability of claim of bad debts by the Income Tax Authorities vis-a-vis stand taken by the bank based on expert independent opinion.

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us we further report that:

(i) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2016 in co-formality with accounting principles generally accepted in India;

(ii) the Profit and Loss Account, read with the notes thereon shows a true balance of Profit, in conformity with accounting principles generally accepted in India, for the year covered by the account; and

(iii) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in Forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisitions and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory.

(b) The transactions of the Bank, which have come to our notice have been within the powers of the Bank.

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the applicable accounting standards.



For Tiwari & Associates For Dhillon & Associates

Chartered Accountants Chartered Accountants

(Devender Magoo) (Rajesh Malhotra)

Partner Partner

M. No. 085739 M. No. 090661

FRN : 002870N FRN : 002783N



For Dhawan & Co. For Davinder Pal Singh & Co.

Chartered Accountants Chartered Accountants

(I. J. Dhawan) (Harbans Singh)

Partner Partner

M. No. 081679 M. No. 099109

FRN : 002864N FRN : 007601N

Place : New Delhi

Dated : 10 May, 2016

---

Mar 31, 2015

Report on the Financial Statements of Punjab & Sind Bank

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2015, which comprise the Balance Sheet as at March 31, 2015, and Profit and Loss Account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial state- ments are the returns of 20 branches audited by us and 524 branches audited by branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also incorporated in the Balance Sheet and the Statement of Profit and Loss are the returns from 912 branches which have not been subjected to audit. These unaudited branches account for 7.73 per cent of advances, 19.59 per cent of deposits, 5.05 per cent of interest income and 17.30 per cent of interest expenses.

Management''s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with accounting standards generally accepted in India and applicable banking laws. This responsibility includes the design, implementation and main- tenance of internal control relevant to the preparation of the financial statements that are free from material misstate- ment, whether due to fraud or error.

Auditor''s Responsibility

3. 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.

4. 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 bank''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not the purpose of expressing an opinion on the ef- fectiveness of the Bank''s internal control. 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.

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

Emphasis of matter:

6. Without qualifying our report, we draw attention to:

(i) Note no. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

(ii) Note no. 10.9.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable.

(iii) Note no.10.9.3 regarding non creation of deferred tax liability of Rs. 379.26 crore in respect of difference on account of variation on the value of investment as per the books of account and for the income tax computation considering the difference to be permanent.

(iv) Capital adequacy as per Basel - II and Basel - III and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in Para 6 (i) to (iii) above.

(v) Note no. 10.4.1 regarding deferment, amortization and carry forward of pension and gratuity liability of the bank pur- suant to the exemption granted by Reserve Bank of India to the public sector bank from application of provisions of Ac- counting Standard (AS) 15 Employees Benefits(revised 2005) vide its circular no. DB0D.BP.BC/80/21.04.018/2010-11 dated 09.02.2011 of Re-opening of pension option to the Employees of public sector banks and enhancement in gra- tuity limits - Prudential regulatory treatment.

(vi) Note No.10.9.6, which describes uncertainty relating to the allowability of claim of bad debts by the Income Tax Au- thorities vis- a- vis to the stand taken by the bank based on expert independent opinion.

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us we further report that:

(i) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2015 in con- formity with accounting principles generally accepted in India;

(ii) the Profit and Loss Account, read with the notes thereon shows a true balance of profit, in conformity with accounting principles generally accepted in India, for the year covered by the account; and

(iii) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in Forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory.

(b) The transactions of the Bank, which have come to our notice have been within the powers of the Bank.

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the applicable accounting standards.

For B. K. Shroff & Co. For R. Kothari & Co. Chartered Accountants Chartered Accountants

(L. K. Shroff) (Rajesh Kumar) Partner Partner M. No. 060742 M. No. 090865 FRN : 302166E FRN : 307069E

For Tiwari & Associates For Dhillon & Associates Chartered Accountants Chartered Accountants

( Krishan Kumar ) (Rajesh Malhotra) Partner Partner

M. No. 090661 M. No. 085415 FRN : 002783N FRN : 002870N

Place : New Delhi Dated : May 12, 2015

---

Mar 31, 2014

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2014, which comprise the Balance Sheet as at March 31, 2014, and Profit and Loss Account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial statements are the returns of 20 branches audited by us and 441 branches audited by branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also incorporated in the Balance Sheet and the Statement of Profit and Loss are the returns from 869 branches which have not been subjected to audit. These unaudited branches account for 9.60 per cent of advances, 22.86 per cent of deposits, 5.93 per cent of interest income and 19.67 per cent of interest expenses.

Management''s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with accounting standards generally accepted in India and applicable banking laws. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

3. 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.

4. 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 bank''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not the purpose of expressing an opinion on the effectiveness of the Bank''s internal control. 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.

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

Emphasis of matter:

6. Without qualifying our report, we draw attention to:

(i) Note no. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

(ii) Note no. 10.9.3 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable.

(iii) Note no.10.9.5 regarding non creation of deferred tax liability of Rs. 477.79 crore in respect of difference on account of variation on the value of investment as per the books of account and for the income tax computation considering the difference to be permanent.

(iv) Note no. 10.9.6 to the financial statements, which describes the accounting treatment of the expenditure on creation of Deferred Tax Liability on Special Reserve under section 36[1](viii) of the Income Tax Act, 1961 as at 31st March 2014, pursuant to RBI''s Circular No. DBOD. No. BP. BC.77/21.04.018/ 2013-14 dated 20th December 2013.

(v) Capital adequacy as per Basel – II and Basel – III and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in Para 6 (i) to (iii) above.

(vi) Note no. 10.4.1 regarding deferment, amortization and carry forward of pension and gratuity liability of the bank pursuant to the exemption granted by Reserve Bank of India to the public sector bank from application of provisions of Accounting Standard (AS) 15 Employees Benefits (revised 2005) vide its circular no. DBOD.BP.BC/80/21.04.018/2010-11 dated 09.02.2011 of Re-opening of pension option to the Employees of public sector banks and enhancement in gratuity limits – Prudential regulatory treatment.

(vii) Note No.10.9.7, which describes uncertainty relating to the allow ability of claim of bad debts by the Income Tax Authorities vis- a- vis to the stand taken by the bank based on expert independent opinion.

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us we further report that:

(i) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2014 in conformity with accounting principles generally accepted in India;

(ii) the Profit and Loss Account, read with the notes thereon shows a true balance of profit, in conformity with accounting principles generally accepted in India, for the year covered by the account; and

(iii) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in Forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory.

(b) The transactions of the Bank, which have come to our notice have been within the powers of the Bank.

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the applicable accounting standards.

For R. M. Lall & Co. For O. P. Tulsyan & Co.

Chartered Accountants Chartered Accountants

(R. P. Tewari) (Rakesh Agarwal)

Partner Partner

M. No. 071448 M. No. 081808 FRN : 000932C FRN : 500028N

For B. K. Shroff & Co. For R. Kothari & Co.

Chartered Accountants Chartered Accountants

(L. K. Shroff) (Rajesh Kumar)

Partner Partner

M. No. 060742 M. No. 090865

FRN : 302166E FRN : 307069E

NEW DELHI May 10, 2014

---

Mar 31, 2013

1. We have audited the accompanying financial statements of Punjab & Sind Bank as at 31st March, 2013, which comprise the Balance Sheet as at March 31, 2013, and Profit and Loss Account and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Incorporated in these financial state- ments are the returns of 20 branches audited by us and 384 branches audited by branch auditors. The branches audited by us and those audited by other branch auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India. Also incorporated in the Balance Sheet and the Statement of Profit and Loss are the returns from 725 branches which have not been subjected to audit. These unaudited branches account for 8.07 per cent of advances, 28.66 per cent of deposits, 7.89 per cent of interest income and 24.75 per cent of interest expenses.

Management''s Responsibility for the Financial Statements

2. Management is responsible for the preparation of these financial statements in accordance with accounting standards gen- erally accepted in India and applicable banking laws. This responsibility includes the design, implementation and mainte- nance of internal control relevant to the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

3. 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.

4. 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 bank''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 evaluat- ing the overall presentation of the financial statements.

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

6. Without qualifying our report, we draw attention to:

(i) Note no. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearances/identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

(ii) Note no. 10.6.2 in respect of special reserves created and maintained under section 36(1)(viii) of the Income Tax Act, 1961 of Rs. 23.42 crores on the basis of management decision not to withdraw the same and note no. 10.6.3 regard- ing non creation of deferred tax liability of Rs. 277.77 crore in respect of difference on account of variation on the value of investment as per the books of account and for the income tax computation considering the difference to be permanent.

(iii) Note no. 10.6.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable.

(iv) Capital adequacy as per Basel - I and Basel - II and other ratios disclosed in the accounts by the bank are subject to adjustment arising out of the Notes on accounts, accounting policies and our remarks in paras 6 (i) to (iii) above.

(v) Note no. 10.2.1 regarding deferment, amortization and carry forward of pension and gratuity liability of the bank pur- suant to the exemption granted by Reserve Bank of India to the public sector bank from application of provisions of Accounting Standard (AS) 15 (revised) Employees Benefits'' vide its circular no. DBOD.BP.BC/80/21.04.018/2010-11 dated 09.02.2011 of Re-opening of pension option to the Employees of public sector banks and enhancement in gra- tuity limits - Prudential regulatory treatment .

7. In our opinion, as shown by books of bank, and to the best of our information and according to the explanations given to us we further report that:

(i) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary particulars, is properly drawn up so as to exhibit a true and fair view of state of affairs of the Bank as at 31st March 2013 in con- formity with accounting principles generally accepted in India;

(ii) the Profit and Loss Account, read with the notes thereon shows a true balance of profit, in conformity with accounting principles generally accepted in India, for the year covered by the account; and

(iii) the Cash Flow Statement gives a true and fair view of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. The Balance Sheet and the Profit and Loss Account have been drawn up in Forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

9. Subject to the limitations of the audit indicated in paragraph 1 to 5 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, read with Notes on Accounts attached and subject also to the limitations of disclosure required therein, 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 purposes of our audit and have found them to be satisfactory.

(b) The transactions of the Bank, which have come to our notice have been within the powers of the Bank.

(c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.

10. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the applicable accounting standards.

For G. S. GOEL & CO. For S. B. G. & CO. For O. P. TULSYAN & CO.

CHARTERED ACCOUNTANTS CHARTERED ACCOUNTANTS CHARTERED ACCOUNTANTS

FRN:001415N FRN:001818N FRN:500028N

(CA.G. S. GOEL) (CA S.B. Gupta) (CA.RAKESH AGARWAL)

PARTNER PARTNER PARTNER

M.NO:014428 M.NO:089415 M.NO:081808

For R. M. LALL & CO. For B. K. SHROFF & CO. For R. KOTHARI & CO.

CHARTERED ACCOUNTANTS CHARTERED ACCOUNTANTS CHARTERED ACCOUNTANTS

FRN:000932C FRN: 302166E FRN:307069E

(CA.R.P.TEWARI) (CA. L.K.SHROFF) (CA.SANJEEB AGARWAL)

PARTNER PARTNER PARTNER

M.NO:071448 M.NO:060742 M.NO:056400

NEW DELHI

May 1, 2013

---

Mar 31, 2012

1. We have audited the attached Balance Sheet of Punjab & Sind Bank as at March 31, 2012, the Profit & Loss Account and the Cash Flow Statement of the Bank for the year ended on that date annexed thereto in which are incorporated the returns of 20 branches, Zonal Offices and Central Office Departments audited by us as part of allocation of work among the Statutory Central Auditors, 674 branches audited by other auditors and 334 returns in respect of unaudited branches not visited by us. These unaudited branches account for 2.72 per cent of the advances, 10.42 per cent of deposits, 2.10 per cent of interest income on advances and 8.37 percent of interest expenses on deposits. The branches audited by us and those by other auditors have been selected by the Bank in accordance with the guidelines issued by the Reserve Bank of India. These financial statements are the responsibility of the Bank's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with auditing standards generally accepted in India. These standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free of material misstatements. An audit includes examining, on a 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. Subject to the limitations of the audit indicated in above paras and as required by the Banking Companies (Acquisitions and Transfer of Undertaking) Act, 1980 and the limitation of the disclosure required therein, we report as under:

I. The Balance Sheet and Profit & Loss Account have been drawn up in forms "A" and "B" respectively of the Third Schedule to the Banking Regulation Act, 1949.

II. Attention is invited to:-

a) Note No. 1.1, 1.2 and 1.3 regarding non reconciliation of balances and clearance/ identification of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

b) Note No. 10.6.2 in respect of Special Reserve created and maintained u/s 36(1)(viii) of the Income Tax Act 1961 of Rs.14.82 crore on the basis of management decision not to withdraw the same and Note No. 10.6.3 regarding non-creation of deferred tax liability of Rs.281.79 crore in respect of difference on account of variation on the value of investment as per books of accounts and for income tax computation considering the difference to be permanent.

c) Note No.10.6.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable.

d) Capital Adequacy as per Basel-I and Basel-II and other ratios disclosed in the Accounts by the Bank are subject to adjustments arising out of the Notes on Accounts, Accounting Policies and our remarks in para a) to c) above.

e) Note 10.2.1 regarding deferment, amortization and carry forward of pension and gratuity liability of the bank pursuant to the exemption granted by the Reserve Bank of India to the public sector banks from application of the provisions of Accounting Standard (AS) 15, Employee Benefits vide its circular No. DBOD. BP.BC/80/21.04.018/2010-11 dated 09.02.2011 on Re-opening of Pension Option to Employees of Public Sector Banks and Enhancement in Gratuity Limits - Prudential Regulatory Treatment.

4. We further report that:-

a) In our opinion and to the best of our information and according to the explanations given to us and as shown by the books of the Bank and subject to our comments in Para 3(II) above:

(i) The Balance Sheet read together with the Significant Accounting Policies and Notes on Ac- counts thereon is a full and fair Balance Sheet containing the necessary particulars, and is properly drawn up so as to exhibit a true and fair view of the affairs of the Bank as at March 31, 2012.

(ii) The Profit & Loss Account, read together with the Significant Accounting Policies and Notes on Accounts thereon reflects a true balance of profit for the year ended on March 31, 2012.

(iii) The Cash Flow Statement gives a true and fair view of the Cash flow for the year ended March 31, 2012.

b) 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 and have found them to be satisfactory.

c) The transactions of the Bank which have come to our notice have been within the powers of the Bank.

d) The returns of the accounts received from the offices and branches of the Bank have generally been found adequate for the purpose of our audit except that in the case of some branches where particulars were inadequate, the information available at the Zones / Head Office has been relied upon.

For Bhatia & Bhatia For Alka & Sunil For G.S. Goel & Co.

Chartered Accountants Chartered Accountants Chartered Accountants

(Anant Bhatia) (Sunil Gupta) (G.S.Goel)

Partner Partner Partner

M. No.507832 M. No.084119 M. No.014428

FRN : 003202N FRN : 006739N FRN : 001415N

For S.B.G. & Co. For O.P.Tulsyan & Co. For R.M.Lall & Co.

Chartered Accountants Chartered Accountants Chartered Accountants

(S.B. Gupta) (Rakesh Agarwal) (R.P. Tiwari)

Partner Partner Partner

M. No. 089415 M. No. 081808 M. No. 071448

FRN : 001818N FRN : 500028N FRN : 000932C

Date: 05.05.2012

Place: New Delhi

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Mar 31, 2011

1. We have audited the attached Balance Sheet of Punjab & Sind Bank as at March 31, 2011 the profit & loss Account and the Cash Flow Statement of the Bank for the year ended on that date annexed thereto in which are incorporated the returns of 20 branches, Zonal offices and Central office Departments audited by us as part of allocation of work among the Statutory Central Auditors, 771 branches audited by other auditors and 174 returns in respect of unaudited branches not visited by us. these unaudited branches account for 0.87 per cent of the advances, 5.56 per cent of deposits, 0.95 per cent of interest income on advances and 4.99 percent of interest expenses on deposits. the branches audited by us and those by other auditors have been selected by the Bank in accordance with the guidelines issued by the reserve Bank of India. these financial statements are the responsibility of the Banks Management. our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with auditing standards generally accepted in India. these standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free of material mis- statements. An audit includes examining, on a 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. The Balance Sheet and profit & loss Account have been drawn up in forms "A" and "B" respectively of the third Schedule to the Banking regulation Act, 1949.

4. Subject to the limitations of the audit indicated in above paras and as required by the Banking Companies (Acquisitions and transfer of undertaking) Act, 1980 and the limitation of the disclosure required therein, and subject to :-

a) Note No. 1.1, 1.2 and 1.3 regarding adjustments required on account of non reconciliation

of balances and clearance/ identifcation of outstanding items in respect of various accounts of income, expenditure, assets and liabilities, the impact of which is not ascertainable.

b) Note No.10.6.5 regarding disputed tax liabilities pending in appeals, the effect of which is not ascertainable.

c) Note No. 10.6.2 regarding non creation of Deferred Tax Liability of Rs 12.68 crores ( Previous year Rs. 7.30 crores) in respect of Special Reserve created and maintained under section 36(1)(viii) on the basis of managements decision not to withdraw the same and Note No. 10.6.3 in respect of non creation of Deferred Tax Liability of Rs.204.25 crores including Rs.171.59 crores upto previous year, in respect of timing differences on account of variation in the value of investment as per books of accounts and for income tax computation considering the difference to be permanent.

d) Capital Adequacy as per Basel-I and Basel-II and other ratios disclosed in the Accounts by the Bank are subject to adjustments arising out of the Notes on Accounts, Accounting Policies and our remarks in para a to c above.

e) Without qualifying our opinion, attention is invited to –

Note 10.2.2 to the financial statements, which describes deferment of pension and gratuity liability of the bank to the extent of Rs.761.27 crores pursuant to the exemption granted by the reserve Bank of India to the public sector banks from application of the provisions of Accounting Standard (AS) 15, employee Benefits vide its circular no. DBOD. BP.BC/80/21.04.018/2010- 11 dated 09/02/2011 on re-opening of pension option to employees of public Sector Banks and enhancement in Gratuity limits –prudential regulatory treatment. 5. We further report that:- (a) In our opinion and to the best of our information and according to the explanations given to us and as shown by the books of the Bank and subject to our comments in Para 4 above:

(i) the Balance Sheet read together with the Significant Accounting policies and notes on Accounts thereon is a full and fair Balance Sheet containing the necessary particulars, and is properly drawn up so as to exhibit a true and fair view of the affairs of the Bank as at March 31, 2011.

(ii) the profit & loss Account, read together with the Significant Accounting policies and notes on Accounts thereon reflects a true balance of profit for the year ended on March 31, 2011.

(iii) the Cash Flow Statement gives a true and fair view of the Cash flow for the year ended March 31, 2011.

(b) 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 and have found them to be satisfactory.

(c) the transactions of the Bank which have come to our notice have been within the powers of the Bank.

(d) the returns of the accounts received from the offices and branches of the Bank have generally been found adequate for the purpose of our audit except that in the case of some branches where particulars were inadequate, the information available at the Zones / Head office has been relied upon.

For BALRAM CHANDRA & For BANSAL SINHA & ASSOCIATES Co.

Chartered Accountants Chartered Accountants FRN. 002817C FRN- 006184N

[ATUL MEHROTRA]J [RAVINDER KHULLAR] Partner Partner M. No. 076058 M. No. 082928

For ALKA & SUNIL For BHATIA & BHATIA Chartered Accountants Chartered Accountants FRN. 006739N FRN. 003202N

[SUNIL GUPTA] [R. BHATIA] partner partner M. no. 084119 M. no. 017572

For G S Goel & Co For S.B.G. & Co. Chartered Accountants Chartered Accountants FRN. 001415N FRN. 001818N

[G S Goel] [SHRI BHAGWAN partner GUPTA] M.No.014428 partner M. No. 089415

Dated: 30th April, 2011 Place: New Delhi