Asset Reconstruction Company India Ltd Auditor Reports

The Board of Directors

Asset Reconstruction Company (India) Limited The Ruby, 10th Floor, 29, Senapati Bapat Marg,

Dadar (West), Mumbai 400 028

Dear Sirs/ Madams,

1. We have examined the Restated Standalone Financial Information of Asset Reconstruction Company (India) Limited (the "Company") comprising the Restated Balance Sheet as at March 31, 2025, March 31, 2024 and March 31, 2023 and Restated Statement of Profits and Loss, Restated Statement of Cash Flow, Restated Statement of Changes in Equity and Notes to the Restated Standalone Financial Information which includes the Statement of Material Accounting Policies and other explanatory information for years ended March 31, 2025, March 31, 2024 and March 31, 2023 (collectively, the "Restated Standalone Financial Information") annexed to this report for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") on a voluntary basis prepared by the Company in connection with its proposed Initial Public Offer of equity shares of face value of Rs. 10 each ("Offer"). The Restated Standalone Financial Information, which have been approved by the board of directors of the Company (the "Board of Directors") at their meeting held on 31 July, 2025, and have been prepared by the Company in accordance with the requirements of:

a) the Sub-section (1) of Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act");

b) the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "SEBI ICDR Regulations"); and

c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note").

2. The Company s management are responsible for the preparation of Restated Standalone Financial Information for the purpose of inclusion in the DRHP to be filed with Securities and Exchange Board of India ("SEBI"), BSE Limited ("BSE") and the National Stock Exchange of India Limited ("NSE") where the equity shares of the Company are proposed to be listed ("Stock Exchanges"), in connection with the Offer. The Restated Standalone Financial Information have been prepared by the management of the Company in accordance with the basis of preparation stated in Note 2 to Notes forming part of the Restated Standalone Financial Information. The management of the Company is responsible for designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Standalone Financial Information. The Board of Directors of the Company are also responsible for identifying and ensuring that the Company complies with the Act, the SEBI ICDR Regulations and the Guidance Note.

3. We have examined the Restated Standalone Financial Information taking into consideration:

a) the terms of reference and our engagement agreed with you vide our engagement letter dated 30 May, 2025, in connection with the Offer.

b) The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements as stated in the Code of Ethics issued by the ICAI;

c) the concepts of test check and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Standalone Financial Information; and

d) the requirements of Section 26 of the Act and the SEBI ICDR Regulations.

Our work was performed solely to assist you in meeting your responsibilities in relation to compliance with the Act, the SEBI ICDR Regulations and the Guidance Note in connection with the Offer.

4. The Restated Standalone Financial Information have been compiled by the management of the Company from the audited financial statements of the company as at and for the years ended March 31, 2025, March 31, 2024 and March 31, 2023 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, and have been approved by the Board of Directors at their meeting held on 31 July, 2025.

5. For the purpose of our examination, we have relied on:

a) Auditors report issued by us dated May 07, 2025 on the financial statements of the Company as at and for the year ended March 31, 2025 as referred in Para 4 above. The audited financial statements of the Company for the year ended March 31, 2025 didnt include any Emphasis of Matter Paragraph.

b) Auditors reports issued by K. S. Aiyar & Co ("Previous Auditor") dated May 29, 2024 on the financial statements of the Company as at and for the year ended March 31, 2024, as referred in Para 4 above. The audited financial statements of the Company for the year ended March 31, 2024 didnt include any Emphasis of Matter Paragraph.

c) Auditors reports issued by the Previous Auditor dated May 22, 2023 on the financial statements of the Company as at and for the year ended March 31, 2023, as referred in Para 4 above. The audited financial statements of the Company for the year ended March 31, 2023 didnt include any Emphasis of Matter Paragraph.

6. Based on the above and according to the information and explanations given to us, we report that:

i) Restated Standalone Financial Information have been prepared after incorporating adjustments for the changes in accounting policies, any material errors and regroupings/ reclassifications retrospectively in the financial years as at and for the years March 31, 2023 and March 31, 2024, to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the year ended March 31, 2025, as more fully described in note 73 to the Restated Standalone Financial Information;

ii) there are no qualifications in the auditors reports on the audited financial statements of the Company as at and for the years ended March 31, 2025, March 31, 2024 and March 31, 2023 which require any adjustments to the Restated Standalone Financial Information; and

iii) Restated Standalone Financial Information have been prepared in accordance with the Act, the SEBI ICDR Regulations and the Guidance Note.

7. The Restated Standalone Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited financial statements mentioned in paragraph 4 above.

8. This report should not in any way be construed as a reissuance or re-dating of any of the previous auditors reports issued by us or by the Previous Auditor, nor should this report be construed as a new opinion on any of the financial statements referred to herein.

9. We have no responsibility to update our report for events and circumstances occurring after the date of this report.

10. Our report is intended solely for use of the Board of Directors and for inclusion in the DRHP to be filed with the SEBI, the Stock Exchanges, as applicable in connection with the Offer. Our report should not be used, referred to or distributed for any other purpose without 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 in whose hands it may come without our prior consent in writing.