Auditor Report of Humming Bird Education Ltd.

Mar 31, 2025

1. We have audited the accompanying Standalone financial statements of Humming Bird Education
Limited (''the Company''), which comprise the Standalone Balance Sheet as at 31 March 2025, the
Standalone Statement of Profit and Loss and the Standalone Cash Flow Statement for the year then
ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us,
except for the effects, the aforesaid standalone financial statements give the information required
by the Companies Act, 2013 (''Act'') in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India including the Accounting
Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounting
Standards) Rules, 2021 and other accounting principles generally accepted in India, of the state of
affairs of the Company as at 31 March 2025, and its profits and its cash flows for the year ended on
that date

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section
143(10) of the Act. 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 Company in accordance with the Code of Ethics issued by the
Institute of Chartered Accountants of India (''ICAI'') together with the ethical requirements that
are relevant to our audit of the Standalone financial statements under the provisions of the Act
and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance
with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion

Key Audit Matters

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

5. We have determined that there are no key audit matters to communicate in our report.

Information other than the Standalone Financial Statements and Auditor''s Report thereon

6. The Company''s Board of Directors is responsible for the other information. Other information does
not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone 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 standalone financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the standalone financial statements or our knowledge obtained in the audit or otherwise
appears to be materially misstated.

If, based on the work we have performed on the other information obtained prior to the date of this
auditor''s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. Reporting under this section is not applicable as no other information is
obtained at the date of this auditor''s report.

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

7. The accompanying standalone financial statements have been approved by the Company''s Board of
Directors. The Company''s Board of Directors is responsible for the matters stated in section 134(5)
of the Act with respect to the preparation of these Standalone financial statements that give a true
and fair view of the financial position, financial performance and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the Accounting
Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounting
Standards) Rules, 2021. 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 standalone financial statements that give a true and fair
view and are free from material misstatement, whether due to fraud or error.

8. In preparing the standalone 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.

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

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

10. Our objectives are to obtain reasonable assurance about whether the standalone financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with Standards 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 standalone
financial statements.

11. As part of an audit in accordance with Standards on Auditing specified under section 143(10) of the
Act, we exercise professional judgment and maintain professional skepticism throughout the audit.
We also:

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

â¢ 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 Act, we
are also responsible for expressing our opinion on whether the Company has adequate internal
financial controls with reference to standalone financial statements and the operating
effectiveness of such controls

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

â¢ 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 standalone financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor''s report. However, future
events or conditions may cause the Company to cease to continue as a going concern.

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

12. 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.

13. 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.

Report on Other Legal and Regulatory Requirements

14. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid
remuneration to its directors during the year in accordance with the provisions of and limits laid
down under section 197 read with Schedule V to the Act.

15. As required by the Companies (Auditor''s Report) Order, 2020 (''the Order'') issued by the Central
Government of India in terms of section 143(11) of the Act, we give in the Annexure A, a statement
on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

16. Further to our comments in Annexure A, as required by section 143(3) of the Act, based on our
audit, we report, to the extent applicable, 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 purpose of our audit of the accompanying
standalone financial statements;

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) in our opinion, the aforesaid standalone financial statements comply with the Accounting
Standards prescribed under section 133 of the Act, read with rule 7 of the Companies
(Accounting Standards) Rules, 2021;

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

e) With respect to the adequacy of the internal financial controls with reference to financial
statements of the Company as on 31 March 2025 and operating effectiveness of such controls,
refer to our separate Report in Annexure B wherein we have expressed an opinion; and

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

i. the Company does not have any pending litigation which would impact its financial
position as at 31 March 2025

ii. the Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses as at 31 March 2025.

iii. there were no amounts which were required to be transferred to the Investor Education
and Protection Fund by the Company during the year ended 31 March 2025.

iv.

a. The management has represented that, to the best of its knowledge and belief no funds
have been advanced or loaned or invested (either from borrowed funds or securities
premium or any other sources or kind of funds) by the Company to or in any person or
entity, including foreign entities (''the intermediaries''), with the understanding, whether
recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly
lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (''the Ultimate Beneficiaries'') or provide any guarantee, security or
the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, no funds
have been received by the Company from any person or entity, including foreign entities
(''the Funding Parties''), with the understanding, whether recorded in writing or otherwise,
that the Company shall, whether directly or indirectly, lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the Funding Party (''Ultimate
Beneficiaries'') or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries; and

c. Based on such audit procedures performed, as considered reasonable and appropriate in the
circumstances, nothing has come to our attention that causes us to believe that the
management representations under sub-clauses (a) and (b) above contain any material
misstatement.

v. The Company has not declared or paid any dividend during the year ended 31 March 2025.

vi. Based on our examination, which included test checks, the Company has used accounting
software systems for maintaining its books of account for the financial year ended March 31,
2025 which have the feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in the software systems.
Further, during the course of our audit we did not come across any instance of the audit trail
feature being tampered with and the audit trail has been preserved by the Company as per
the statutory requirements for record retention.

For V C A N & Co.

Chartered Accountants

Firm Registration No. 125172W

per Abhishek Jain

Partner

Membership No.: 0535564

Place: New Delhi

Date: 29 May 2025

UDIN: 25535564BM NSYS5693

Mar 31, 2024

Tothe Members of Humming Bird Education Limited Report on the Audit of the Standalone Financial Statements Opinion

1. We have audited the accompanying Standalone financial statements of Humming Bird Education Limited (''the Company''), which comprise theStandalone Balance Sheet as at 31 March 2024, the Standalone Statement of Profit and Loss and the Standalone Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, except for the effects, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (''Act'') in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounting Standards) Rules, 2021and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2024, and its losses and its cash flowsfor the year ended on that date

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section143(10) of the Act. 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 Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (''ICAI'') together with the ethica l requirements that are relevant to our audit of the Standalone financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion

Key Audit Matters

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

5. We have determined that there are no key audit matters to communicate in our report.

Information other than the Standalone Financial Statements and Auditor''s Report thereon

6. The Company''s Board of Directors is responsible for the other information. Other information does not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone 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 standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information obtained prior to the date of this auditor''s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. Reporting under this section is not applicable as no other information is obtained at the date of this auditor''s report.

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

7. The accompanying standalone financial statements have been approved by the Company''s Board of Directors. The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounting Standards) Rules, 2021. 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 standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. In preparing the standalone 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.

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

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

10. Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standards 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 standalone financial statements.

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

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

â¢ 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 Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to standalone financial statements and the operating effectiveness of such controls

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

â¢ 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 standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

12. 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.

13. 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.

Report on Other Legal and Regulatory Requirements

14. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

15. As required by the Companies (Auditor''s Report) Order, 2020 (''the Order'') issued by the Central Government of India in terms of section 143(11) of the Act, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

16. Further to our comments in Annexure A, as required by section 143(3) of the Act, based on our audit, we report, to the extent applicable, 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 purpose of our audit of the accompanying standalone financial statements;

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 except for the matters stated in the paragraph 13(g)(vi) below, on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;

c) in our opinion, the aforesaid standalone financial statements comply with the Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounting Standards) Rules, 2021;

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

e) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 March 2024 and operating effectiveness of such controls, refer to our separate Report in Annexure B wherein we have expressed an opinion; and

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

i. the Company does not have any pending litigation which would impact its financial position as at 31 March 2024

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2024.

iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 March 2024.

a. The management has represented that, to the best of its knowledge and belief no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person or entity, including foreign entities (''the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (''the Ultimate

Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, no funds have been received by the Company from any person or entity, including foreign entities (''the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (''Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed, as considered reasonable and appropriate in the circumstances, nothing has come to our attention that causes us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

iv. The Company has not declared or paid any dividend during the year ended 31 March 2024.

v. Based on our examination which included test checks, the Company has used accounting softwares for maintaining its books of account, which have a feature of recording audit trail (edit log) facility, however the same has not operated throughout the year for all relevant transactions recorded in the respective software but only from 20^th April 2023 to 31^st March 2024. Further, from 20^th April 2023 to 31^st March 2024 where audit trail (edit log) facility was enabled, we did not come across any instance of the audit trail feature being tampered with during the course of our audit.

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

g) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 13(b) above on reporting under section 143(3)(b) of the Act and paragraph 13 (g)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.