Auditor Report of Oneclick Logistics Ltd.

Mar 31, 2025

We have audited the accompanying financial statements of ONECLICK LOGISTICS INDIA
LIMITED (formerly as “Oneclick Logistics LLP”)
(the “Company”), which comprise the
Balance Sheet as at March 31, 2025, the Statement of Profit and Loss, the Statement of
Changes in Equity and the Statement of Cash Flows for the year ended on that date and a
summary of significant accounting policies and other explanatory information (hereinafter
referred to as the “financial statements”).

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 (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, changes in equity and its cash flows for the year ended
on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards on
Auditing (“SA’s”) 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
(“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 made thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the
ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and
appropriate to provide a basis for our audit opinion on the financial statements.

Key Audit Matters

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

Sr no

Key Audit Matter

Auditor’s Response

1

Revenue recognition

Revenue is one of the key
performance indicators of the
Company and there could be a
risk that revenue is recognized
in the incorrect period or
before the completion of

Our Audit procedures in relation to revenue
recognition includes the following:

•Assessed the appropriateness of the revenue

recognition accounting policies and

assessed compliance with the

policies in terms of applicable accounting

standards.

services to the customer.

•Tested the design and operating effectiveness of
the controls around revenue recognition.

Unbilled revenue is wrongly
billed in current period, even

•Verified with Job number, HAWB HBL number

though services yet to

allocated to consignment, its estimated arrival

rendered.

time (ETA) along with, invoices raised on sample
basis.

• Evaluated management''s assessment of the
impact on revenue recognition and
consequential impact on the provisions on
receivables.

• Verified movement in Unbilled revenue,
subsequent billing on sample basis.

Information Other than the Financial Statements and Auditor’s Report Thereon

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 Annexures to Board’s Report, Business Responsibility
and Sustainability 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 during the course of
our 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 is responsible for the matters stated in section 134(5) of
the Act with respect to the preparation of these financial statements that give a true and fair
view of the financial position, financial performance, changes in equity and cash flows of the
Company in accordance 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 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 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 is 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 financial control relevant to the audit in order
to design audit procedures that are appropriate in the circumstances. As we are
not obligated for expressing our opinion on whether the Company has adequate
internal financial controls with reference to financial statements in place and the
operating effectiveness of such controls as it shall not apply to private company as
per section 143(3)(i) of the act whose turnover is less than fifty crore and has
borrowings from banks or financial institutions or any body corporate less than
rupees twenty-five crore.

• Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the 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 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 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 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 Section 143(3) of the Act, based on our audit 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, Statement of Changes in
Equity and the Statement of Cashflows dealt with by this Report are in agreement
with the books of accounts.

d. In our opinion, the aforesaid financial statements comply with the accounting
standard 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 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, but its not applicable to company as per the regulations.

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, 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 litigations which would impact its
financial position in its financial statements.

ii. The Company didn''t 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. The Management has represented that, to the best of its knowledge and
belief, no funds (which are material either individually or in the aggregate)
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 person or entity, including foreign entity ("Intermediaries"), with
the understanding, whether recorded in writing or otherwise, that the
Intermediary shall, whether, directly or indirectly lend or invest in other
persons or entities identified in any manner whatsoever by or on behalf of
the Company ("Ultimate Beneficiaries") or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries;

The Management has represented, that, to the best of its knowledge and
belief, no funds (which are material either individually or in the aggregate)
have been received by the Company from any person or entity, including
foreign entity ("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;

Based on the 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), as provided under (a) and (b) above, contain any material
misstatement

v. There is no dividend declared or paid during the year by the company and
hence provisions of section 123 of the companies Act, 2013 are not
applicable

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

Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining
books of account using accounting software which has a feature of recording
audit trail (edit log) facility is applicable to the Company with effect from
April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies
(Audit and Auditors) Rules, 2014 is applicable for the financial year ended
March 31, 2025.

2. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order”) issued by the
Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a
statement on the matters specified in paragraphs 3 and 4 of the Order.

For Ratan Chandak & Co. LLP

Chartered Accountants

Firm Reg. No.: 108696W/W101028

Sd/-

CA Jagadish Sate
Partner

Membership No.: 182935
UDIN: 25182935BMIIAO4788
Place: Navi Mumbai
Date: 29/05/2025


Mar 31, 2024

We have audited the accompanying financial statements of Oneclick Logistics India
Limited
(“the Company”) which comprises of the Balance Sheet as at 31st March
2024, 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 the
significant accounting policies and other explanatory information (hereinafter referred
to as “financial statements”).

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 in the manner so required and give a true and fair view in
conformity with the with Accounting Standards prescribed under Section 133 of the
Companies Act 2013 (the “Act”) read with relevant rules issued there under and other
accounting principles generally accepted in India of the state of affairs of the
Company as at 31 March 2024, its profit and Statement of Cash Flow for the Year
ended on that date.

Basis for Opinion

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

Key Audit Matters

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

Sr.

No.

Key Audit Matter

Auditor’s Response

1

Revenue recognition:

Revenue is one of the key

Our audit procedures
revenue recognition

in relation to
includes the

performance indicators of the
Company and there could be
a risk that revenue is
recognized in the incorrect
period or before the
completion of services to the
customer.

following:

• Assessed the appropriateness of the
revenue recognition accounting policies
and assessed compliance with the
policies in terms of applicable accounting
standards.

Unbilled revenue is wrongly
billed in current period, even
though services yet to
rendered.

• Tested the design and operating
effectiveness of the controls around
revenue recognition.

• Verified with Job number, HAWB HBL
number allocated to consignment, its
estimated arrival time (ETA) along with,
invoices raised on sample basis.

• Evaluated management’s assessment of
the impact on revenue recognition and
consequential impact on the provisions
on receivables.

• Verified movement in Unbilled revenue,
subsequent billing on sample basis.

Information other than the Financial Statements and Auditor’s Report Thereon

The Company’s board of directors is responsible for the preparation of the other
information. The other information comprises the information included in the Board’s
Report including Annexures to Board’s Report, Business Responsibility 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.

Management’s Responsibility for 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 and
presentation of these financial statements that give a true and fair view of the
financial position and financial performance of the Company in accordance with the
accounting principles generally accepted in India, read with relevant rules issued
thereunder. This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding 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.

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

Auditor’s Responsibility 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 the 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 financial controls relevant to the audit in order
to design audit procedures that are appropriate in the circumstances. Under Section
143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls system in place and the operating
effectiveness of such controls

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

• Conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the
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 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 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 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

1. 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 and complied
with the requirement of audit trail, except to the extent stated in (i)(vi) below.

c. The Balance Sheet and the Statement of Profit and Loss dealt with by this Report
are in agreement with the relevant books of account.

d. In our opinion, the aforesaid financial statements comply with the specified
relevant accounting standard, 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. The modification relating to the maintenance of accounts and other matters
connected therewith is as stated in paragraph (b) above.

g. 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 A”. Our report expresses an unmodified
opinion on the adequacy and operating effectiveness of the Company’s internal
financial controls over financial reporting.

h. 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 period is in accordance with the provisions of section 197 of the Act.

i. With respect to the other matters included in the Auditor’s Report in accordance
with Rule (Audit and Auditors) Rules, 2020, in our opinion and to our best of our
information and according to the explanations given to us:

i. The Company does not have any pending litigations that would affect
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, 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 (which are material either individually or in the
aggregate) 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 person or entity, including
foreign entity (“Intermediaries”), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, whether,
directly or indirectly lend or invest in other persons or entities identified
in any manner whatsoever by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf
of the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best of its knowledge
and belief, no funds (which are material either individually or in the
aggregate) have been received by the Company from any person or
entity, including foreign entity (“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;

(c) Based on the 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), as provided under (a) and (b) above,
contain any material misstatement.

v. Since, the Company has not paid or proposed dividend for the period,
section 123 of the Act is not applicable.

vi. Based on our examination, the company, has used an accounting
software eFreight which is operated by a third party software service
provider, for maintaining its books of account, we are unable to
comment whether audit trail feature of the said software was enabled
and operated throughout the year for all relevant transactions recorded
in the software or whether there were any instances of the audit trail
feature been tampered with. However, software does not allow any
modification to any entries passed in the books.

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 year ended March 31, 2024

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 “B” a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent applicable.

For JMR & Associates LLP

Chartered Accountants

Firm Registration No. 106912W / W100300

Sd/-

CA. Mayur Chheda

(Partner)

Membership No.: 127384
Place: Mumbai

UDIN: 24127384BKAVRJ4233
Date: 29th May, 2024.

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