Auditor Report of SGN Telecoms Ltd.

Mar 31, 2024

We have audited the financial statements of SGN TELECOMS LIMITED ("the Company"), which comprise the balance sheet as at 31st March 2024,and the statement of
Profit and Loss,(statement of changes in equity)and statement of cash flows for the year the ended ,and no test the financial statements, including a summary of
significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act
in the manner so required and give a true and fair view in conform it with the accounting principles generally accepted in India, of the state of affairs of the Company as at
March 31, 2024, and profit (changes in equity) and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those
Standards are further described in the Auditor''s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 2013 and the Rules there under ,and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 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.

KAM on Related Party Transactions

Key Audit Matter

As a part of the business activity, the Company deals with entities which are related parties and significant revenue sources are from related parties only. The Arm''s length pricing go the transactions with Related Parties, risks of material misstatement associated with related party relationships and transactions may have significant impact on the interest of the Company and true and fair presentation of related party relationships and transactions in the financial statements of the Company. Reference to related disclosures: Refer Note 2.29 to the Financial Statements.

Principal Audit Procedures	We performed following audit procedures relating to related party relationships and transactions. • We inquired of management regarding: • The identity of the Company''s related parties .including changes from the prior period; • The nature of the relationships between the Company and related parties; and • The type and purpose of the transactions with related parties. • Identify, account for, and disclose related party relationships and transactions In accordance with the applicable financial reporting framework; • Confirmations obtained from related parties for an outstanding balances as part of our audit procedures; • Performed appropriate substantive audit procedures relating to identified related parties and related party transactions. • Evaluate the terms of the related party transactions that these are consistent with management''s explanations. • Ensured that all Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are repetitive in nature. • Inquired that the Company has adopted a Related Party Transactions Policy approved by the Board and transactions are as per the policy. Conclusion: Our procedures did not identify any material exceptions.
KAM on Migration to new information systems
Key Audit Matter	Information Technology (IT)systems and controls During the year, the company implemented SAP, a new Enterprise Resource Planning (ERP) system. The new system is a fully integrated financial accounting and reporting system. The implementation of a new system has an inherent risk of loss of integrity of key financial data being migrated, and the breakdown in operation or monitoring of IT dependent controls within critical business processes such as purchasing selling and recording of transaction, which could lead to financial errors or misstatements and inaccurate financial reporting. The Company''s financial accounting and reporting systems are heavily dependent on the new system and there is a risk that automated accounting procedures and related IT dependent manual controls are not designed and operating effectively.
Principal Audit Procedures	We have reviewed the information systems migration process and Information Technology General Controls(ITGC)with the assistance of IT audit specialists, our procedures included: • Testing General IT Control s: Testing general IT controls around system access, change management and computer operations

	with in specific applications pertinent to the financial statements by assessing appropriate policies are in place and adhered to by inspecting supporting evidence. Also assessed the operation of control so very changes or transactions being recorded In the systems and testing manual compensating controls ,such as reconciliations between systems and other information sources, through re-performance or inspection.
	• Testing Data Migration: Were viewed the management''s planning and processes around systems migration in order as certain how controls in existing information systems are mapped into new information systems .We also independently tested completeness, validity and accuracy of transaction and master data migrated to new information system.
	Extended scope: Where general IT controls and compensating manual controls where inadequate or ineffective, we performed additional substantive testing, such as using extended sample sizes and performing data analysis routines over impacted accounts to test the integrity of the transactional level data that is flowing into the Company''s financial statements.
	Conclusion: Our procedures did not identify any material exceptions.

Other Information

The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and
Analysis, Board''s Report including Annexure to Board''s Report, Business Responsibility Report, Corporate Governance and Shareholder''s Information, but does not
include the financial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have
performed, 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 Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these
standalone financial statements that give a true and fair view of the financial position, financial performance, (changes in equity) and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This responsibility also
includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of appropriate accounting policies; 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 Company''s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company''s financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with Standard on Auditing 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 Standard on Auditing, we exercise professional judgment and maintain professional scepticism throughout the audit.

We also:

i. 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.

ii. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i)
of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and
the operating effectiveness of such controls.

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

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

v. 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.

Report on Other legal and Regulatory Requirements.

2. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of
the Companies Act, 2013, we give in the "Annexure-A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014.

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

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our
separate Report in "Annexure B".

(g) With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended: In our opinion

and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance

with the provisions of section 197 of the Act.

(h) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 2.30 to the financial statements;

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

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

For NARINDER KUMAR & COMPANY

Chartered Accountants

Firm Regn No: 0030737N

M.No:-080287

Place: Kharar

Date : 27.05.2024

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Mar 31, 2013

We have audited the attached Balance Sheet of Mis Sgn Telecoms Limited as at 31st March, 2013. These Financial statements are the responsibility of the Company''s Management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditor''s Report) Order 2003, issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, and in terms of information and explanations given to us and also on the basis of such checks as we considered appropriate, we state that :-

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

(b) During the year management did not physically verified the fixed assets, however fixed Assets are physically verified by the management once in three year which is reasonable & no material discrepancies were noticed on last verification.

(c) The Company has not made any substantial disposal of fixed assets, during the year. Thus, the going concern status of the Company has not been affected.

2. As informed to us physical verification has been conducted by the management at year end in respect of finished goods and stores, spare parts and raw materials. The procedures of physical verification of stock followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business. The discrepancies noticed on such verification in respect of raw materials as compared to the books records (stock register maintained on computer system) which are not significant, have been properly dealt with in the books of accounts. The valuation of these stocks is fair and proper in accordance with normally accepted accounting principles.

3. In our opinion the company has not taken unsecured loans, from Companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956 where the rate of interest or other terms and conditions on such loans are Prima Facie Prejudicial to the interest of the Company.

4. The Company has not granted any loans, secured or unsecured to Companies, Firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956, where the rate of interest and other terms and conditions of such loans are Prima facie prejudicial to the interest of the Company.

5. In our opinion the internal control procedure of the Company relating to the purchases of stores, raw materials including components, Plant & Machinery, equipment and other similar assets and sale of goods are commensurate with the size and nature of the business of the Company.

6. (b) According to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees 50,000/- in respect of any party.

7. The Company has not accepted any deposits from the public to which the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed thereunder would apply.

8. The Company did not have an internal audit system during the year.

9. Maintenance of cost records has not been prescribed by the Central Govt, under section 209(1) (a) of the Companies Act, 1 956, for any of the products of the Company.

10. (a) According to the records of the company, undisputed statutory dues including provident fund, investor education and protection fund, employees'' state insurance, income-tax, wealth-tax, sales tax, customs duty, excise duty, cess and other material statutory dues applicable to it have generally been regularly deposited with the appropriate authorities.

(b) There are no outstanding undisputed statutory dues as at the last day of the financial year ended on 31-03-2013 or for a period of more than six months from the date they became payable.

11. In our opinion, the accumulated losses of the company are not more than fifty percent of its net worth. The company has neither incurred cash losses during the financial year covered by our audit nor in the preceding financial year.

12. According to the information and explanations given to us, the company has not defaulted in the repayment of dues to the financial institutions or banks. Further, there are no debenture holders.

13. According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. The company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 (hereinafter referred to as the said Order) are not applicable to the company.

15. The company is not significantly dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the said Order are not applicable to the company. However the company has made some long term investment in share. All the investment are properly maintained.

16. According to the information and explanations given to us, the company has not given any guarantees for loans taken by others from banks or financial institutions.

17. According to the information and explanations given to us and on an overall explanations given to us, in our opinion, the terms loans have been applied for the purpose for which it was raised.

18. According to the information and explanations given to us and on an overall examination of the balance sheet of the company in our opinion the funds raised on short term basis have not been used for long term investments and vise-versa.

19. The company has made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 and the Price at which this preferential allotment has been made is not prejudicial to the interest of the Company.

20. The company has not issued any debentures. Accordingly, the question of creating a security for debentures does not arise.

21. The company has not raised any money by public issues each during the year. Accordingly the question of disclosure of end use of such monies does not arise.

22. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

Further to the above, we report that:

a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) in our opinion, proper books of account as required by the Companies Act, 1956 (as amended) have been kept by the Company so far as appears from our examination of these books;

c) the Balance Sheet and the Profit & Loss Account referred to in this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet and Profit & Loss Account complied with the Accounting Standards as referred to in sub- section (3C) of Section 211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors and taken on record by the Board of Director, we report that none of the directors of the company is disqualified from being appointed as director under clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; and

f) in our opinion and to the best of our information and according to the explanations given to us the said Accounts, read with other notes thereon, given in the schedule 15 forming part of the accounts in the manner so required and give a true and fair view:

i) in the case of Balance sheet, of the state of affairs of the Company as at 31ST March, 2013; and

ii) in the case of Profit & Loss Account, of the loss of the Company for the year ended on that date. For N.KUMAR & COMPANY

Chartered Accountants

(Narinder Kumar)

(Prop.)

M.No-80287

Place : KHARAR

Dated: 03.09.2013

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Mar 31, 2010

We have audited the attached Balance Sheet of MM SGN Telecoms Limited as at 31st March, 2010. These Financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, and in terms of information and explanations given to us and also on the basis of such checks as we considered appropriate, we state that :-

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

(b) During the year management did not physically verified the fixed assets, however fixed Assets are physically verified by the management once in three year which is reasonable & no material discrepancies were noticed on last verification.

(c) The Company has not made any substantial disposal of fixed assets, during the year. Thus, the going concern status of the Company has not been affected.

2. As informed to us physical verification has been conducted by the management at year end in respect of finished goods and stores, spare parts and raw materials. The procedures of physical verification of stock followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business. The discrepancies noticed on such verification in respect of raw materials as compared to the books records (stock register maintained on computer system) which are not significant, have been property dealt with in the books of accounts. The valuation of these stocks is fair and proper in accordance with normally accepted accounting principles.

3. In our opinion the company has not taken unsecured loans, from Companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956 where the rate of interest or other terms and conditions on such loans are Prima Facie Prejudicial to the interest of the Company.

4. The Company has not granted any loans, secured or unsecured to Companies, Firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956, where the rate of interest and other terms and conditions of such loans are Prima facie prejudicial to the interest of the Company.

5. In our opinion the internal control procedure of the Company relating to the purchases of stores, raw materials including components, Plant & Machinery, equipment and other similar assets and sale of goods are commensurate with the size and nature of the business of the Company.

6. (b) According to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees 50,000/- in respect of any party.

7. The Company has not accepted any deposits from the public to which the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed thereunder would apply.

8. The Company did not have an internal audit system during the year.

9. Maintenance of cost records has not been prescribed by the Central Govt, under section 209(1) (a) of the Companies Act, 1956, for any of the products of the Company.

10. (a) According to the records of the company, undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income-tax, wealth-tax, sales tax, customs duty, excise duty, cess and other material statutory dues applicable to it have generally been regularly deposited with the appropriate authorities.

(b) There are no outstanding undisputed statutory dues as at the last day of the financial year ended on 31-03-2010 or for a period of more than six months from the date they became payable.

11. In our opinion, the accumulated losses of the company are not more than fifty percent of its net worth. The company has neither incurred cash losses during the financial year covered by our audit nor in the preceding financial year.

12. According to the information and explanations given to us, the company has not defaulted in the repayment of dues to the financial institutions or banks. Further, there are no debenture holders.

13. According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. The company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 (hereinafter referred to as the said Order) are not applicable to the company.

15. The company is not significantly dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the said Order are not applicable to the company. However the company has made some long term investment in share. All the investment are properly maintained.

16. According to the information and explanations given to us, the company has not given any guarantees for loans taken by others from banks or financial institutions.

17. According to the information and explanations given to us and on an overall explanations given to us, in our opinion, the terms loans have been applied for the purpose for which it was raised.

18. According to the information and explanations given to us and on an overall examination of the balance sheet of the company in our opinion the funds raised on short term basis have not been used for long term investments and vise-versa.

19. The company has made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 and the Price at which this preferential allotment has been made is not prejudicial to the interest of the Company.

20. The company has not issued any debentures. Accordingly, the question of creating a security for debentures does not arise.

21. The company has not raised any money by public issues each during the year. Accordingly the question of disclosure of end use of such monies does not arise.

22. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

Further to the above, we report that:

a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) in our opinion, proper books of account as required by the Companies Act, 1956 (as amended) have been kept by the Company so far as appears from our examination of these books;

c) the Balance Sheet and the Profit & Loss Account referred to in this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet and Profit & Loss Account complied with the Accounting Standards as referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors and taken on record by the Board of Director, we report that none of the directors of the company is disqualified from being appointed as director under clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; and

f) in our opinion and to the best of our information and according to the explanations given to us the said Accounts, read with other notes thereon, given in the schedule 15 forming part of the accounts in the manner so required and give a true and fair view:

i) in the case of Balance sheet, of the state of affairs of the Company as at 31 th March, 2010; and

ii) in the case of Profit & Loss Account, of the loss of the Company for the year ended on that date.

For N.KUMAR & CO

Chartered Accountants

-sd-

(Narinder Kumar)

(Prop.)

M.No-80287

Place : Chandigarh

Dated : 06.09.2010