Agio Paper & Industries Ltd Auditor Reports

To the Members of AGIO PAPER & INDUSTRIES LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the accompanying financial statements of Agio Paper & Industries Limited ("the Company"), which comprise the Balance Sheet as at March 31 2024, the Statement of Profit & Loss (including the Statement of Other

Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity 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 ("the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS ") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024 and loss

(including other comprehensive income), its cash flows and changes in equity 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 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 (:CA) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICA>s 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.

Emphasis of Matters

Attention is drawn to the note no. 36 of the financial statement regarding suspension of the operation at the factory due to reasons mentioned in the note and disposal of substantial portion of the plant & machinery and capital work in progress. These conditions indicate material uncertainty that may cast significant doubt about the Companys ability to continue as a going concern. However, the statement has been prepared on a going concern basis for the reasons stated in the above mentioned note. The appropriateness of the said basis is inter alia dependent on the

Companys ability to infuse requisite funds for meeting its obligations, and resuming operations. Our opinion is not

modified in respect of this matter.

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 for the financial year ended March 31, 2024. 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 preidea}BAIDA separate opinion on these matters. We have determined that there are no key audit matters to be communicated in our report.

Information other than the Financial Statements and Auditors Report thereon

The Companys Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Annual Report, but does not include 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 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.

Managements Responsibility for the Financial Statements

The Companys 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 including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Financial Statements

Our obiectives 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. ldentify 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 misstatementesukting om 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)(0) 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.

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 (i) 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 for the financial year ended March 31, 2024 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 Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.

BAID AGA

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

2)

We have sought and obtained all the information and explanations which to the best of our knowledge and

belief are necessary for the purpose of our audit.

ii. 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.

The Balance Sheet, Statement of Profit & Loss (including other comprehensive income), Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

iv In our opinion, the aforesaid financial statements comply with the accounting standards specified under section

133 of the Act read with Companies (:ndian Accounting Standards) Rules, 2015, as amended from time to time.

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

internal financial controls with reference to the financial statement of the vi. With respect to the adeguacy of the

Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".

included in the Auditors Report in accordance with the requirements of vii. With respect to the other matters to be section 197(16) of the Act, as amended:

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

Corporate Affairs has not prescribed other details under Section 197(16) section 197 of the Act.The Ministry of of the Act which are required to be commented upon by us.

included in the Auditors Report in accordance with Rule 11 of the vii. With respect to the other matters to be

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:

pending litigation as on March 31, 2024 on its financial position in its i) The Company has disclosed the impact of financial statement- refer note no. 34

long-term contracts including derivative contracts for which there were any ii) The Company did not have any

material foreseeable losses.

required to be transferred to the Investor Education and Protection Fund iii) There were no amounts which were

by the Company during the year.

best of its knowledge and belief, no funds have been advanced iv) a) The management has represented that, to the or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by persons or entities, including foreign entities ("Intermediaries") with the the Company to or in any other 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

the like to or on behalf of the Ultimate Beneficiaries.

" provide any guarantee, security or the best of its knowledge and belief, no funds have been received b) The management has represented, that, to persons or entities, including foreign entities ("Funding Parties"), with the by the Company from any understanding, whether recorded in writing or otherwise, that the Company shall: -BAIDAG4

" directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever

("Ultimate Beneficiaries") by or on behalf of the Funding Party or

" provide any guarantee, security or the like from or on behalf of the ultimate Beneficiaries; and

c) Based on such audit procedures as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under subclause (iv) (a) and (iv) (b) contain any material mis-statement.

v) There was no dividend declared or paid during the year by the company.

vi) Poviso to Rule 3(1) of the Companies (Accounts) Rule 2014 for maintain books of account using software which has a feature of recording audit trail (edit log) facility is applicable to the company with effect from April 1, 2023, and based on our examination which included test checks the company has used accounting software for maintaining books of accounts which has an edit log feature 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 audit trail feature being tampered with.

For Baid Agarwal Singhi & Co.,

Chartered Accountants

Firm Registration No:328671E

Dhruv Narayan Agarwal

(Partner)

Membership No :306940

UDIN:2430694OBKCOAB7933

Place:- Kolkata

Date:- 22 ndDay of May, 2024

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under (Report on Other Legal and Regulatory Requirements section of our report to the

Members of Agio Paper & Industries Limited of even date)

i. In respect of the Companys fixed assets:

showing full particulars, including quantitative details and a) The Company has maintained proper records situation of property, plant & equipments.

management, due to non-operation of factory during the b) According to the explanation provided to us by the property, plant and equipments could not be carried out. whole year, physical verification of the and on the basis of our examination of the records of According to the information and explanations given to us c) in the name of the Company as at the balance sheet

Company, the title deeds of immovable properties are held the date.

and on the basis of our examination of the records the According to the information and explanations given to us d) and equipment (including Right of use assets) and intangible Company has not revalued any of its property, plant assets during the year.

pending against the Company as at 31 March 2024 for proceeding have been initiated during the year or are e) No

(Prohibition) Act, 1988 (as amended in 2016) and any benami property under the Benami Transaction holding

rules made thereunder.

the company has either disposed off or written off the According to the information and explanation given to us, 3(ii) of the Order is not applicable to the Company. entire inventory and accordingly paragraph and on the basis of our examination of the records of

According to the information and explanations given to us iii. guarantee or security or granted any advances in the nature the Company, the Company has not provided any firms, limited liability partnership or any other parties during the of loans, secured or unsecured, tocompanies, companies and granted secured and unsecured loans to year. The Company has not made investments in any investments in or granted any loans, secured or companies and other parties. The Company has not made

Accordingly, clause 3 (iii) of the Order is not applicable to unsecured, to firms and limited liability partnership. the Company. iv. According to the information and explanations given to us and on the basis of our examination of records of the

Company, the Company has not provided any guarantee or security or investment and loan made as specified under Sections 185 and 186 of the Act. Hence said clause of Order is not applicable to the Company.

V According to information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits from the public. Accordingly, clause 3(v) of the Order is not applicable to theCompany.

vi. According to the information and explanations given to us, the maintenance of cost records under section

148(1) of the Act has not been prescribed and as such, paragraph 3(vi) of the Order is not applicable to the Company.

vi. According to the information and explanations given to us and on the basis of our examination of the books of

account:

a) The Company does not have liability in respect of Service tax, Duty of excise, Sales tax and Value added tax

during the year since effective 1 July 2017, these statutory dues have been subsumed into Goods and

Services Tax.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted / accrued in the books of account in respect of undisputed statutory dues including Goods and Services Tax, Provident fund, Employees State Insurance, Income-Tax, Duty of Customs, Cess and other statutory dues have been regularly deposited by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of Goods and Services Tax, Provident fund, Employees State Insurance, Income-Tax, Duty of Customs, Cess and other statutory dues were in arrears as at 31 March 2024 for a period of more than six months from the date they became payable.

b) According to the information and explanation given to us, the details of disputed dues of income tax, sales tax, service tax, duty of customs, duty of excise & value added tax, which have not been deposited and the forum where the dispute is pending as on March 31, 2024 are as under:

Name of the Statute	Nature of the Dues	Amount in Rs.	Period to which the amount relates	Forum where dispute is pending
The Central Excise Act, 1944	CENVAT Claims	320,192	1991-92 to 1992-93	Central Excise & Service Tax Appellate Tribunal, New Delhi

vii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the Income-tax Act, 1961 as income during the vear.

0X According to the information and explanations given to us and:

BAlD AG

On the basis of our examination of the records of the Company, the Company has not defaulted in the repayment of loans or other borrowings or in the payment of interest thereon to any lender during the

year.

b. On the basis of our examination of the records of the Company, the Company has not been declared a wilful defaulter by any bank or financial institution or government or government authority.

C. On the basis of our examination of the records of the Company, the Company has not raised Term Loan during the year. d. On the basis of our examination of the records of the Company, funds raised on short-term basis have,

prima facie, not been used during the year for long-term purposes by the Company.

On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary or joint venture. f The Company has not raised loans during the year on the pledge of securities held in its subsidiary or joint venture.

X. a. According to the information and explanations given to us and on the basis of our examination of the records of the Company, The Company has not raised any moneys by way of initial public offer or further public offer (including debt instruments). Accordingly, clause 3(x)(a) of the Order is not applicable to the Company.

b. The company has made preferential allotment of shares during the year and the requirements of section 42 and section 62 of the Companies Act, 2013, wherever applicable, has been complied. Also, the funds have been used for the purposes for which the funds were raised.

XI. To the best of our knowledge:

No fraud by the Company and no material fraud on the Company has been noticed or reported during the

year.

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

C. As represented to us by the Management, there were no whistle blower complaints received by the

Company during the year and upto the date of this report.

xii In our opinion and according to the information and explanations given to us, the Company is not a Nidhi

Company. Accordingly, paragraph 3(xi) of the Order is not applicable.

xi. In our opinion, the Company is in compliance with Section 177 and 188 of the Companies Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.

XiV. In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business. We have considered, the internal audit reports issued to the Company during the year and covering the period upto 31st March, 2024.

XV. In our opinion during the year the Company has not entered into any non-cash transactions with any of its directors or directors of its holding company, subsidiary company, or persons connected with such directors and

hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

wi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence,

reporting under clause (xvi)la), (b), (c) & (d) of the Order is not applicable.

Char BAIDA AGARR xvi. The company has incurred cash losses of Rs. 6.50 lakhs and Rs. 51.00 lakhs during the current financial year and during the preceding financial year respectively.

xvii. There has been resignation of the statutory auditors during the year and there were no issues, objections or

concerns raised by the outgoing auditors.

xiX. 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 come to 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.

XX. Based on information and explanations provided to us and our audit procedures, the company does not have

any obligation under 135 of the Act and hence, the requirements of Clause 3(xx) of the Order are not applicable to the company.

Xxi. According to the information and explanations given to us and on the basis of our examination of the records of the Company, The company is not required to prepare consolidated financial statements as The company is not a holding company of any other company and hence, the requirements of Clause 3(xxi) of the Order are not applica ble

to the company.

For Baid Agarwal Singhi & Co.,

Chartered Accountants

Firm Registration No:328671E

Dhruv Narayan Agarwal

(Partner)

Membership No :306940

SeuoBAV AGAR

UDIN:24306940BKCOAB7933

Place :- Kolkata

Date:- 22 ndDay of May, 2024 lants

ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2 (vi) under Report on Other Legal and Regulatory Requirements section of our report to

the Members of Agio Paper & Industries Ltd. of even date)

Report on the Internal Financial Controls with reference to financial statement under Clause (i) of Sub-section 3 of

Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls with reference to financial statement of Agio Paper & Industries Ltd. ("the Company") as of March 31, 2024 in conjunction with our audit of the financial statements of the Company for

the vear ended on that date.

Managements Responsibility for Internal Financial Controls

The Board of Directors of the company is responsible for establishing and maintaining internal financial controls

based on the internal control with reference to financial statement criteria established by the Company considering

the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over

Financial Reporting (Guidance Note) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to

respective companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the

accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as

required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the internal financial controls with reference to financial statement

based on our audit. We conducted our audit in accordance with the Guidance Note issued by ICAl and the Standards on auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements

and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statement was established and maintained and if such controls operated effectively in all

material respectS.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statement and their operating effectiveness. Our audit of internal financial controls with reference to financial statement included obtaining an understanding of internal financial controls with reference to financial statement, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

BAIDA AGA

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit

opinion on the Companys internal financial controls with reference to financial statement.

Meaning of Internal Financial Controls with reference to Financial Statement

A companys internal financial control with reference to financial statement is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control with reference to financial statement includes those policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Limitations of Internal Financial Controls with reference to Financial Statement

Because of the inherent limitations of internal financial controls with reference to financial statement, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statement to future periods are subject to the risk that the internal financial control with reference to financial statement may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system with reference to financial statement and such internal financial controls with reference to financial statement were operating effectively as at March 31, 2024, based on the internal control with reference to financial statement criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by ICAI.

For Baid Agarwal Singhi & Co.,

Chartered Accountants

Firm Registration No: 328671 E

Dhruv Narayan Agarwal (Partner)

Membership No:306940

UDIN:24306940BKCOAB7933

ANAL S/M

Place :- Kolkata

Date:- 22 ndDay of May, 2 024