Aatmaj Healthcare Ltd Auditor Reports

To,

The Members of

AATMAJ HEALTHCARE LIMITED

(Formerly Known As Aatmaj Healthcare Private Limited).

CIN: L85100GJ2014PLC079062

Report on the Audit of the Financial Statements

Opinion

We have audited the Financial Statements of AATMAJ HEALTHCARE LIMITED (FORMERLY KNOWN AS AATMAJ HALTHCARE PRIVATE 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 then ended, and notes to the Financial Statements, including 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 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, 2024, and its profit/loss, (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 (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the 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 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.

"Information Other than the Financial Statements and Auditors Report Thereon"

The Companys Board of Directors is responsible for the other information. The other information comprises the [information included in the Director report, but does not include the Financial Statements and our auditors 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.

Managements Responsibility for the Financial Statements

The Companys 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 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, the Board of Directors is responsible for assessing the Companys 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.

Those Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors 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 auditors 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:

a. 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.

b. 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

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

d. Conclude on the appropriateness of managements 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors 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 auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

e. 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 auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 ("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 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 [and proper returns adequate for the purposes of our audit have been received from the branches not visited by us.]

(c) The Balance Sheet, the Statement of Profit and Loss, (the Statement of Changes in Equity) and the Cash Flow Statement dealt with by this Report are in agreement with the books of account [and with the returns received from the branches not visited by us].

(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) Since the Companys turnover as per last audited Financial Statements is less than

50 Crores and its borrowings from banks and financial institutions at any time during the year is less than Rs. 25 Crores, the Company is exempted from getting an audit opinion with respect to the adequacy of the internal financial controls over financial reporting of the company and the operating effectiveness of such controls vide notification dated June 13, 2017;

(g) With respect to the other matters to be included in the Auditors 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:

a. The Company does not have any pending litigations which would impact its financial position.

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

c. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

d. i. The management has represented that, to the best of its knowledge and

belief, other than as disclosed in the notes to the accounts, 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 person(s) or entity(ies), including foreign entities ("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.

ii The management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), including foreign entities ("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;

iii Based on such audit procedures which we have 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) contain any material mis-statement.

e. The Board of Director of the company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.

f. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from the 1 April 2023.

Based on our examination which included test checks, the company has not used accounting software for maintaining its books of account, which have a feature of recording audit trail (edit Log) facility and the same has not operated throughout the year for all relevant transactions recorded in the respective software.

ANNEXURE TO THE AUDITORS REPORT

The Annexure referred to in our report to the members of AATMAJ HEALTHCARE LIMITED (Formerly Known As Aatmaj Healthcare Private Limited) for the year ended

31st March, 2024.

On the basis of the information and explanation given to us during the course of our audit, we report that:

1. (a) A. The company has the basic records showing full particulars, including quantitative details and situation of Property, Plant & Equipment. However, these records need to be organized so as to identify all costs with individual assets and also show the location and work out written down value of each item.

B. The company has the basic records showing full particulars, including sufficient description, classification and situation of Intangible Assets.

(b) Property, Plant & Equipment have been physically verified by the management at reasonable intervals. No material discrepancies were noticed on such verification. However, report of such physical verification was not made available to us.

(c) The title deeds of the immovable properties, which are free hold, are held in the name of the Company. In respect of immovable properties of land that have been taken on lease and disclosed as Property, Plant & Equipment in the financial statements, the lease agreements are in the name of the Company, where the Company is the lessee in the agreement. If not provide the following details:

Description of property	Gross carrying value	Held in The name of	Whether promoter, "director or their relative or employee	Period held - indicate range, where appropriate	Reason for not being held in the name of the company*
-	-	-	-	-	*also indicate if in dispute
NA	NA	NA	NA	NA	NA

(d) According to the information and explanation given to us and on the basis of our examination of the records of the Company, no revaluation of Property, Plant & Equipment or Intangible assets or both has incurred during the year.

(e) No any proceedings have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder, and hence, reporting under cluse (1)(e) of the order is not applicable.

2. (a) Physical verification of inventory has been conducted at reasonable intervals by

the management and in our opinion, the coverage and procedure of such verification is appropriate. The discrepancies between physical stocks and book stocks of 10% or more in the aggregate for each class of inventory were noticed and have been appropriately adjusted and properly dealt with in the books of the account. However, report of such physical verification was not made available to us.

(b) According to information and explanation given to us and on the basis of our examination of the records of the company, the Company has been sanctioned Overdraft limits in excess of five crore rupees, in aggregate, from banks or financial institution on the basis mortgaged of the immovable of property instead of security of current assets. Therefore, the provisions of clause (2)(b) of the order is not applicable to the company.

3. According to information and explanation given to us and on the basis of our examination of the records of the company, the company has provided the unsecured loan to the companies and other parties during the year.

(a) During the year the company has provided loans or provided advances in the nature of loans, or stood guarantee, or provided security to any other entity [not applicable to companies whose principal business is to give loans], if so, indicate-

A. According to information and explanation given to us and on the basis of our examination of the records of the company, the company has not provided any secured or unsecured loan or any guarantees or security to Subsidiaries. Joint Ventures and associates during the year.

B. According to information and explanation given to us and on the basis of our examination of the records of the company, the company has provided business advances/unsecured loan of Rs. 452.15 lacs to parties other than subsidiaries, joint ventures and associates during the year.

(b) According to information and explanation given to us that the loan and advances given to the companies and other entity which is not prejudicial to the companys interest.

(c) According to information and explanation given to us and on the basis of our examination of the records of the company, there is agreement has been made for advances given to companies and other entity for development of business infrastructure in Gujarat, Rajasthan state and if they failed to provide as per agreement time they have to pay interest with the principal of advances as per terms of agreement so there is no terms regarding schedule of repayments of principal and payment of interest etc.

(d) According to information and explanation given to us and on the basis of our examination of the records of the company, there is agreement has been made for advances given to companies and other entity for development of business infrastructure in Gujarat, Rajasthan state and if they failed to provide as per agreement time they have to pay interest with the principal of advances as per terms of agreement so there is no terms regarding schedule of repayments of principal and payment of interest etc. Therefore, we are not able to comment about repayment of principal amount and interest as terms of repayment are not stipulated.

(e) According to information and explanation given to us and on the basis of our examination of the records of the company, there is agreement has been made for advances given to companies and other entity for development of business infrastructure in Gujarat, Rajasthan state and if they failed to provide as per agreement time they have to pay interest with the principal of advances as per terms of agreement so there is no terms regarding schedule of repayments of principal and payment of interest etc. Therefore we are not able to comment about repayment of principal amount and interest as terms of repayment are not stipulated.

(f) According to information and explanation given to us and on the basis of our examination of the records of the company, the company has granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment, if so, specify the aggregate amount, percentage thereof to the total loans granted, aggregate amount of loans granted to Promoters, related parties as defined in clause (76) of section 2 of the Companies Act, 2013 are 0.47 % (Rs. 2,15,000 / 4,52,15,000*100) as per applicable of clause 76 of section 2 of the companies act, 2013.

4. According to information and explanation given to us and on the basis of our examination of the records of the company, in respect of loans, investments, guarantees, and security, the provisions of sections 185 and 186 of the Companies Act have been complied by the company.

5. Based on our scrutiny of the companys records and according to the information and explanations provided by the management, in our opinion, the company has not accepted any loans or deposits which are deposits within the meaning of Rule 2(b) of Companies (Acceptance of Deposits) Rules, 2014.

6. The Company is not required to maintain cost records pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013.

7 (a) The company is generally regular in depositing with appropriate authorities

undisputed statutory dues including Goods and Service Tax, provident fund, employees state insurance, income tax, duty of customs, cess and any other statutory dues applicable to it.

(b) According to the information and explanations given to us, there are no dues of Goods and Service Tax, provident fund, employees state insurance, income tax, duty of customs, cess and any other statutory dues outstanding on account of any dispute.

8. Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the company does not have any transactions that are not recorded in the books of account and that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

9. (a) In our Opinion, the company has not defaulted in repayment of loans or other

borrowings or in the payment of interest thereon to any lender.

(b) In Our Opinion, the company is not declared wilful defaulter by any bank or financial institution or other lender.

(c) To the best of our knowledge and belief, in our opinion, term loans availed by the company were applied for the purpose for which the loans were obtained during the year.

(d) On the overall examination of the financial statements of the company, funds raised on short term basis have, prime facie, not been utilized during the year for long term purposes by the company

(e) The company did not have any subsidiaries, associates or joint ventures during the year and hence, reporting under cluse (9)(e) of the order is not applicable.

(f) The company did not have any subsidiaries, associates or joint ventures during the year and hence, reporting under cluse (9)(f) of the order is not applicable.

10. (a) During the year The Company applied to National Stock Exchange of India

Limited ("NSE") for in-principle approval for listing its equity shares on the Emerge Platform of the NSE. National Stock Exchange of India Limited has, vide its letter dated June 1, 2023 granted its In Principle Approval to the Company. The Company had filed Prospectus to the Registrar of the Company, Ahmedabad on June 13, 2023.The Public Issue was opened on Monday, June 19, 2023 and closed on Wednesday, June 21, 2023. The Basis of Allotment was finalized by Company, Registrar to the issue and Merchant Banker in consultation with the NSE on June 26, 2023. The Company applied for listing of its total equity shares to NSE and it has granted its approval vide its letter dated June 28, 2023. The trading of equity shares of the Company commenced w.e.f. June 30, 2023 at Emerge Platform of National Stock Exchange of India Ltd. (NSE). The IPO related expenses have been debited to the share premium account and the IPO proceeds which are not utilised till the date of balance sheet has been kept in the form of FDR in the bank.

Sr. Objects as per Prospectus No.	Allocation as per _ Prospectus	Fund utilised up to March 31, 2024	Balance as on March 31, 2024
1 Repayment/Prepayment in full or part of existing secured debt of the company	900.00	900.00	-
2 Funding the working capital requirements of the company	600.00	600.00	-
3 Purchase of medical equipment for hospitals of our company and/or newly acquired or set up hospitals	913.11	-	9 1 3.1 1
4 Our inorganic growth initiatives through acquisitions and other strategic initiatives	620.00	620.00
5 General Corporate Expenses	496.89	496.89	-
6 Issue Expenses	310.00	310.00	-
Total	3840.00	2926.89	913.11

(b) In our opinion during the year the company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year and hence reporting under clause 10(b) of the order is not applicable.

11. (a) According to the information and explanations given to us, no fraud by the company or no fraud on the company has been noticed or reported during the year.

(b) To the best of our knowledge, no any report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government during the year and up to the date of this report.

(c) As represented to us by the Management, there were no whistle-blower complaints received during the year by the company

12. In our opinion and according to the information and explanation given to us, the company is not a Nidhi Company and hence, reporting under clause 12 (a), (b), (c) of the order is not applicable.

13. In our opinion, the company, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act where applicable and the details have been disclosed in the financial statements, etc., as required by the applicable accounting standards.

14. (a) According explanation and information given to us that the company is under process of appointment of internal auditor as the company has listed on NSE Emerge platform during the year.

(b) The report of the Internal Auditors for the period under audit were not considered by us as the company is under process of appointment of internal auditor.

15. According explanation and information given to us that the company has not entered into any non-cash transactions with directors or persons connected with him and hence, reporting under clause 15 of the order is not applicable

16. (a) According explanation and information given to us that the company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) and hence , reporting under clause 16(a) of the order is not applicable.

(b) According explanation and information given to us that the company has not conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934 and hence, reporting under clause 16(b) of the order is not applicable.

(c) According explanation and information given to us that the company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India and hence, reporting under clause 16(c) of the order is not applicable.

(d) According explanation and information given to us that the company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India and hence, reporting under clause 16(d) of the order is not applicable.

17. The company has not incurred cash losses in the financial year covered under audit and in the immediately preceding financial year.

18. There has been no any resignation of the statutory auditors during the year.

19. According to the information and explanation given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, and our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has to come our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

20. (a) In our opinion and according to the information and explanations given to us,

there is no unspent amount under second proviso to sub-section (5) of section 135 of the said Act pursuant to any project other than ongoing projects. Accordingly, clause 3(xx) (a) of the order is not applicable.

(b) In our opinion and according to the information and explanations given to us, there is no amount remaining unspent under sub-section (5) of section 135 of the Companies Act, pursuant to any ongoing project, has been transferred to special account in compliance with the provision of sub-section (6) of section 135 of the said Act. Accordingly, clause 3(xx)(b) of the order is not applicable.

21. According to the information and explanation given to us that company does not have any subsidiaries, associates or joint venture and hence, reporting under clause 21 of the order is not applicable.