Auditor Report of Kandarp Digi Smart BPO Ltd.

Mar 31, 2025

We have audited the accompanying financial statements of Kandarp Digi Smart BPO Limited (“the
Company”), which comprise the balance sheet as at March 31, 2025, the statement of profit and loss,
and the statement of cash flows for the year then ended, and notes to 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 Companies Act, 2013, as amended
(the “Act”) in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and
its Profit 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 Act. 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 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 on the
financial statements.

Key Audit Matters

Key audit matters (‘KAM’) 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.

S No	Key Audit Matter with description and reasoning for selection as Key Audit Matter	Audit Procedures Undertaken to address the Key Audit Matter
1	The Company has recognised Computer	Our audit procedures included, amongst others,
	software as an intangible asset for the first	the following:
	time in the current financial year. Initial cost	• Evaluation of the estimate of cost, useful
	estimated by the management. Further, the company has estimated its useful life as 20	life and residual value made by the
	years for the purpose of amortisation of initial cost and residual value at 5%.	management. • The factors that need to be considered in estimating the useful life of an intangible
	We identified as KAM considering: -	assets as par para-64 of AS-26, is not
	The significant risk of rapid changes in	evidencing and convincing.
	technology, computer software is	• There is no persuasive evidence
	susceptible to technology obsolescence,	produced by the management the useful
	therefore, it is likely that their useful life	life will be 20 years.

	will be short. (Para-65 of AS-26). Estimates	• No substantial evidence that both the
	of useful life become less reliable as the	economic and legal factors influencing
	length of useful life increases, (Para-66 of	the useful life.
	As-26)	• There are no factors amongst others,
	The residual value of an intangible assets	indicating that the legal life is certain or
	should be assumed to be zero unless, (a)	its renewal will make it certain.
	there is a commitment by a third party to	• Considering the operation (providing
	purchase the assets at the end of useful life,	services to banks & other financial
	(b) there is an active market for the asset by	institutions- BPO) carried out by the
	reference to which the residual life can be	company there is no market readily
	determined and it is probable that such	available for sale of the software and the
	market will exist after 20 years.	change in the business process of the client companies will make the software redundant and useless.

Other Information

The Company''s Board of Directors are responsible for the other information. The other information
comprises the information included in the Company’s Board of Director’s Report 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 Financial
Statements

The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act
with respect to the preparation of these financial statements that give a true and fair view of the financial
position, financial performance, and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the accounting standards specified under section 133
of the Act read with 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 financial statements that
give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

The 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 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, but not for the purpose of expressing an opinion on the
adequacy and operating effectiveness of the company’s internal controls.

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

• Conclude on the appropriateness of the management and Board of Directors 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.

• 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 misstatement 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 misstatement in the financial statements.

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the 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.

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

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

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

(c) The balance sheet, the statement of profit and loss, and the statement of cash flows 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 the Companies (Accounting Standards) Rules,
2021;

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

(f) With respect to the adequacy of the internal financial controls with reference to Financial
Statements of the Company and the operating effectiveness of such controls, refer to our
separate Report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company’s internal financial controls our financial reporting.

(g) With respect to the matter to be included in the Auditor’s Report under Section 197(16) of the
Act, in our opinion, and according to the information and explanation given to us, the
provisions of section 197 read with Schedule V of the Act are not applicable to the Company
since the Company has not paid/ provided for the remuneration to its directors during the year
ended 31^st March 2025.

(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 have a pending litigations refer to note no 12(VII) which would impact its
financial position.

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 amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

iv. (a) The management has represented that, to the best of its knowledge and belief, no funds
have been advanced or loaned or invested (either from borrowed funds or share premium
or any other sources or kind of funds) by the Company to or in any other persons or entities,
including foreign entities (“Intermediaries”), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other
persons or entities identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on
behalf of the Company, or provide any guarantee, security or the like on behalf of 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 persons or entities, including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the company
shall, 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.

(c) Based on audit procedures that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the
representations under sub-clause (i) and (ii) of Rule 11(e) contain any material misstatement.

v. The Company has neither declared nor paid any dividend during the year.

vi. Reporting on Rule 11(g), As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is
applicable for the company only w.e.f. April 1, 2024, reporting under this clause is not
applicable.

For M/s KARMV & Co
Chartered Accountants
Firm’s Registration No. 023022N

Kailash Kumar
Membership No. 511322

Place: - New Delhi

Date: 29.05.2025

UDIN: - 25511322BMJKNF9353

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Mar 31, 2024

1. We have audited the accompanying standalone annual financial results (’the Statement'') of Kandarp Digi Smart BPO Limited (’the Company’) for the year ended 31 March 2024, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) (’Listing Regulations''), including relevant circulars issued by the Securities and Exchange Board of India (‘SEBI’) from time to time.

2. In our opinion and to the best of our information and according to the explanations given to us, the Statement: is presented in accordance with the requirements of Regulation 33 of the Listing Regulations and give a true and fair view in conformity with the applicable Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 (’the Act’), read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the standalone Net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March2024.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing (’SAs’) 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 Statement 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 (’the ICAI’) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.

Management’s and Those Charged with Governance Responsibilities for the Statement

4. These Standalone Financial results have been prepared on the basis of the standalone annual financial statements. The Company''s Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income and other financial information of the Company in accordance with the accounting principles generally accepted in India, prescribed under Section133 of the Act, read with relevant rules issued thereunder and other accounting principles generally accepted in India, and incompliance with Regulation 33 of the Listing Regulations including SEBI Circular. 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 Statement that gives a true and fair view and is free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the standalone financial results by the Director of the Company, as aforesaid.

5. In preparing the Statement, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

6. The Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Statement

7. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is 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 e that an audit conducted in accordance with Standards on Auditing, specified under section143 (10) of the Act, 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 results.

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

o Identify and assess the risks of material misstatement of the Statement, 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.

o 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 in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls.

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

o Conclude on the appropriateness of the 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 Statement 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.

o Evaluate the overall presentation, structure and content of the .Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

9. 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.

10. 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.

Other Matter

11. The Statement includes the financial results for the half year ended 31 March 2024, being the balancing figures between the audited figures in respect of the n full financial year and the published unaudited year-to-date figures up to the half year of the current financial year, which were subject to limited review by us as required under the Listing Regulations.

12. The standalone financial results dealt with by this report has been prepared for the express purpose of filing with National Stock Exchange of India. These results are based on and should be read with the audited standalone financial statements of the company for the year ended March 31,2024 on which we issued an unmodified audit opinion vide our report dated May 30,2024

FOR B MANNA & COMPANY (Chartered Accountants)

FRN:0325326E

Biswanath Manna (Partner)

M.No. 061940

UDIN : 24061940BKEPHC7135

Place: New Delhi Date: 30/05/2024