To,
The Board of Directors of
Armee Infotech Limited (formerly known as Armee Infotech Private Limited)
17, Goyal Intercity, B/h Drive in Cinema, Thaltej Road, Ahmedabad, Gujarat, India, 380058.
1. We have examined the attached Restated Financial Information of Armee Infotech Limited (formerly known as Armee Infotech Private Limited) (the Company or the issuer), and its subsidiary (the Company and subsidiary together the group) comprising the Restated Consolidated Statement of Asset and Liabilities as at March 31, 2025 and March 31, 2024, Restated Consolidated Statements of Profit and Loss (including other comprehensive income), Restated Consolidated Statement of Changes in Equity, the Restated Consolidated Cash Flow Statement for the year ended March 31, 2025 and March 31, 2024; and the Restated Standalone Statement of Asset and Liabilities for the Financial Year ended on March 31, 2023, Restated Standalone Statement of Profit and Loss (including other comprehensive income), Restated Standalone Statement of Changes in Equity and the Restated Cash Flow Statement for the Financial Year ended March 31, 2023 and the Statement of Material Accounting Policies, and other explanatory information (collectively referred to as the "Restated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on September 26, 2025 for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP ") prepared by the Company in connection with its proposed Initial Public Offer of equity shares ("IPO") prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013, as amended (the "Act");
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the ICDR Regulations"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India (ICAI) (the Guidance Note"), as amended from the time to time (the Guidance Note)
2. The Company is exempted from making consolidated financial statements for the financial year ended March 31, 2023 since the Company does not have any subsidiary during such period.
3. The Companys Board of Directors are responsible for the preparation of Restated Financial Information for the purpose of inclusion in the DRHP to be filed with the Securities and Exchange Board of India ("SEBI"), the stock exchanges where the equity shares of the Company are proposed to be listed ("Stock Exchanges"). The Restated
Financial Information has been prepared by the management of the Company on the basis of preparation stated in Note 1(b) to the Restated Financial Information.
The preparation of the Restated Financial Information is the responsibility of the management of the Company (Management) for the purpose set out above. The Managements Responsibility includes designing, implementing and maintenance of adequate internal financial controls relevant to the preparation and presentation of the Restated Financial Information. The Management is also responsible for identifying and ensuring that the Company complies with the Act, Rules, ICDR Regulations and Guidance Note.
4. We have examined the Restated Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with the Company vide our engagement letter dated September 06, 2025 in connection with the proposed IPO of equity shares of the Company:
b) The guidance note also requires that we comply with the ethical requirements of code of ethics issued by the Institute of Chartered Accountants of India;
c) Concepts of test checks & materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Information; and
d) The requirements of Section 26 of the Act and the ICDR Regulations.
Our work was performed solely to assist the Board of Directors in meeting their responsibilities in relation to the compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the with the IPO.
5. These Restated Financial Information have been compiled by the Management from:
a) Audited Consolidated Ind AS Financial Statements of the Group reported as at and for the financial year ended on March 31, 2025 prepared in accordance with Indian Accounting Standards (referred to as Ind AS) as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on June 4, 2025.
b) Audited Consolidated Ind AS Financial Statements of the Group reported as at and for the financial year ended on March 31, 2024 prepared in accordance with Indian Accounting Standards (referred to as Ind AS) as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on August 30, 2024. c) Audited Special Purpose Standalone Ind AS Financial Statements of the Company reported as at and for the financial year ended on March 31, 2023 prepared in accordance with Ind AS, which have been approved by the Board of Directors at their meeting held on May 7, 2024. These financial statements have been prepared as per Ind AS to align accounting policies, exemptions and disclosures as adopted by the Company on its first-time adoption of Ind AS as on transition date.
6. For the purpose of our examination, we have relied on:
a) Auditors reports issued by us dated June 4, 2025 on the Consolidated Financial Statements as at and for the financial year ended March 31, 2025 as referred above;
b) Auditors reports issued by us dated August 30, 2024 on the Consolidated Financial Statements as at and for the financial year ended March 31, 2024 as referred above;
c) Auditors reports issued by us dated May 7, 2024 on the Audited Special Purpose Standalone Ind AS
Financial Statements as at and for the financial year ended March 31, 2023 as referred above;
7. Based on our examination and according to the information and explanations given to us as at and for the year ended March 31, 2025, March 31, 2024 and March 31, 2023, we report that Restated Financial Information;
a) have been prepared after incorporating adjustments for the changes in accounting policies, material error and regrouping /reclassifications retrospectively in the financial statements for the year ended March 31, 2024 and March 31, 2023 to reflect the same accounting treatment as per accounting policies and grouping /classifications followed as at and for the period ended March 31, 2025;
b) does not contain any qualifications requiring adjustments. However, items relating to emphasis of matter and those qualifications included in the annexure to the auditors report issued under Companies (Auditors Report) Order, 2020, issued by the Central Government of India in terms of sub section (11) of section 143 of the Act, both of which do not require any corrective adjustment in the Restated Financial Information have been disclosed in Note 41 to the Restated Financial Information:
c) does not require any adjustment for modification as there is no modification in the underlying Audit reports:
8. The Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited financial statements, as mentioned in paragraph 5 above.
9. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
10. We have no responsibility to update our report for events and circumstances occurring after the date of this report.
11. Our report is intended solely for use of the Management and for inclusion in the DRHP to be filed with SEBI, relevant Stock Exchanges where the equity shares are proposed to be listed in connection with the IPO. Our report should not be used, referred to or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come into without our prior consent in writing.
For Kantilal Patel & Co. |
Chartered Accountants |
Firms Registration No.: 104744W |
Jinal A. Patel |
Partner |
Membership No.: 153599 |
Place: Ahmedabad |
Date: September 26, 2025 |
UDIN: 25153599BMJLWP9973 |
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