Avro India Ltd Auditor Reports

To the Members of AVRO India Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of AVRO India Limited ("the Company"), which comprise the Standalone Balance Sheet as at March 31, 2026, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, 2026 and its profit (including other comprehensive income), changes in equity and its cash flows 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 Standalone 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 standalone 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.

Emphasis of Matter

We draw attention to the following notes to the standalone financial statements:

a) Note 2.27(6) to the standalone financial statements, which describes that subsequent to the reporting date, the Board of Directors, at its meeting held on April 18, 2026, allotted 1,06,090 equity shares pursuant to the conversion of 1,06,090 warrants, upon receipt of the balance 75% of the issue price. The remaining 4,24,361 warrants lapsed due to non-receipt of the balance

75% of the issue price, and the 25% amount received earlier in respect of such warrants was forfeited, aggregating to ^135.00 lakhs.

b) Note 2.27(7) to the standalone financial statements, which describes that the Board of Directors in their meeting held on March 25, 2026 approved the split of equity shares from the face value of Rs. 10 per equity share to Rs. 1 per equity share which was further approved by the shareholders of the Company in Extraordinary General meeting held on April 18, 2026. The record date for the split of equity shares was May 05, 2026. The National Stock Exchange of India Limited vide its circular 0715/2026 dated April 30, 2026 and BSE Limited vide its notice no. 20260430-52 dated April 30, 2026 confirmed that the newISIN i.e. INE652Z01025 shall be effective for all trades done on and from Ex-date May 05, 2026.

Note 2.27(18) to the standalone financial statements, which describes that the weighted average number of equity shares and the basic and diluted earnings per share for the year ended March 31, 2026 and for the comparative period have accordingly been adjusted retrospectively in accordance with Ind AS 33 - Earnings per Share, notwithstanding that the face value of the equity shares as at the reporting date remained ^10 per share.

Our opinion is not modified in respect of these matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. 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 notprovide a separate opinion on these matters.

For each matter below, description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matter	How our audit addressed the Key Audit Matter
Investment in wholly owned subsidiary	Our procedures, among others, included:
During the year, the Company incorporated Avro Recycling Limited on May 14, 2025 as a wholly owned subsidiary engaged in the collection, sorting, processing and recycling of plastic waste and in the manufacture and sale of reusable plastic materials. As at March 31, 2026, the Companys investment in the subsidiary amounted to ^3,977.22 lakhs, comprising 83,83,789 equity shares of face	• Obtained an understanding of the Companys process for authorising, recording and evaluating investments in subsidiaries, and evaluated the design and implementation, and tested the operating effectiveness, of the relevant internal controls, including controls over the impairment assessment.
value ^1 each. Out of these, 1,00,000 equity shares were initially subscribed at par, and subsequently 82,83,789 equity shares were subscribed at an issue price of ^48 per share, comprising face value of ^1 and securities premium of ^47 per share. Accordingly, the total investment comprises ^83.84 lakhs towards share capital and ^3,893.38 lakhs towards securities premium.	• Read the minutes of the meetings of the Board of Directors, the Audit Committee and the shareholders and examined the relevant resolutions, the memorandum of association of the subsidiary, the return of allotment and the share certificates/ statement of holdings, in order to verify the existence, ownership and cost of the investment.
The investment constitutes approximately 32% of the Companys total assets and 44% of its total equity as at March 31, 2026, and represents the single largest deployment of funds by the Company during the year. It was financed principally out of the cash and bank deposits of held at the beginning of the year, which included the proceeds of the preferential issue of equity shares made in the previous year.	• Traced the consideration paid to bank statements and underlying remittance advices, and reconciled the amounts recorded with the movement disclosed in the Statement of Cash Flows.
In accordance with Ind AS 27 - Separate Financial Statements, the investment is carried at cost less accumulated impairment losses, and is reviewed at each reporting date for impairment in accordance with Ind AS 36 - Impairment of Assets. The subsidiary is in its first year of operations and has no established operating track record. Consequently, managements assessment of whether any indicator of impairment exists, and of the recoverable amount of the investment where such indicators are identified, involves significant judgment and is dependent on assumptions relating to projected cash flows, capacity utilisation, margins, long-term growth rates and discount rates, which are inherently uncertain.	• Evaluated the basis on which the subscription price per share was determined, including examination of the supporting valuation and business plan, and assessed the appropriateness of recognising the entire amount as cost of the investment under Ind AS 27.
Having regard to the magnitude of the carrying amount, the fact that the investment was made during the year in a newly incorporated entity, and the degree of management judgment involved in the impairment assessment, we determined this to be a key audit matter.	• Assessed compliance with Section 186 of the Companies Act, 2013 in relation to the limits prescribed for investments, and with the applicable requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended for related party transactions, including approvals of the Audit Committee.
(Refer Note l.D(8), Note 2.3, Note 2.27(17) and Note 2.27(21) to the standalone financial statements)	• Evaluated managements assessment of impairment indicators under Ind AS 36, including comparison of the carrying amount of the investment with the net asset value of the subsidiary as reflected in its financial statements for the period ended March 31, 2026, and enquired into the reasons for any shortfall.
	• Evaluated the reasonableness of the business plan and cash flow projections underpinning managements conclusion, challenged the key assumptions (revenue ramp-up, capacity utilisation, operating margins, capital expenditure, terminal growth rate and discount rate) by reference to the approved capital budget, industry data and our understanding of the business, and performed sensitivity analysis on the assumptions to which the recoverable amount is most sensitive.
	• Involved our internal valuation specialists, where considered necessary, to assist in evaluating the appropriateness of the valuation methodology and the discount rate applied.
	• Performed procedures over transactions between the Company and the subsidiary during the year, including sales, purchases of raw material, sale of capital goods and job work income, to assess whether these were recorded and disclosed appropriately.
	• Assessed the adequacy and appropriateness of the presentation and disclosures made in the standalone financial statements in accordance with Ind AS 27, Ind AS36 and Ind AS 24.

 

Revaluation of Property, Plant and Equipment	Our procedures, among others, included:
The Company measures its Property, Plant and Equipment subsequent to initial recognition under the revaluation model prescribed by Ind AS 16 - Property, Plant and Equipment. During the year, the Company carried out a revaluation of its Property, Plant and Equipment except leasehold land building as at March 31, 2026 through an independent registered valuer, applying the cost (replacement cost) approach on a going concern basis. Based on the valuation report, management concluded that the fair value of the assets was not materially different from their carrying amount, and accordingly no revaluation surplus or deficit has been recognised. The Revaluation Surplus of ^618.71 lakhs recognised in earlier periods continues to be carried in Other Equity.	• Evaluated the appropriateness of the Companys accounting policy for the subsequent measurement of Property, Plant and Equipment under the revaluation model, including whether the model has been applied to the entire class of assets as required by Ind AS 16.
The determination of fair value under the replacement cost approach involves significant judgment, including the estimation of the current cost of replacing an equivalent asset and the adjustments made for physical deterioration and functional and economic obsolescence. A conclusion that no adjustment is required is itself dependent on these judgments, and the outcome has a direct effect on the carrying amount of Property, Plant and Equipment, on the depreciation charge and on Other Equity.	• Assessed the competence, capability and objectivity of the independent registered valuer engaged by management, including verification of the valuers registration with the Insolvency and Bankruptcy Board of India, professional qualifications and independence from the Company.
Accordingly, we determined the revaluation of Property, Plant and Equipment to be a key audit matter.	• Read the valuation report and evaluated the appropriateness of the valuation approach adopted and its consistency with the requirements of Ind AS 113 - Fair Value Measurement and with the approach adopted in earlier periods.
(Refer Note l.D(l), Note 2.1, Note 2.11 and Note 2.27(25)(iv) to the standalone financial statements)	• Tested the completeness and accuracy of the underlying asset data provided by management to the valuer, including asset descriptions, dates of capitalisation, gross carrying amounts and physical condition, by reconciling such data with the fixed asset register and the accounting records.
	• Evaluated the key assumptions and inputs applied by the valuer, including the current replacement cost of equivalent assets, cost indices and the adjustments made for physical deterioration and obsolescence, and corroborated selected inputs with supporting evidence.
	• Involved our internal valuation specialists, where considered necessary, to assist us in evaluating the reasonableness of the methodology and the significant assumptions applied.
	• Compared the fair value indicated by the valuation report with the carrying amount of the assets and evaluated the appropriateness of managements conclusion that no revaluation surplus or deficit was required to be recognised.
	• Performed physical verification procedures on a sample of assets, on a test check basis, and tested additions to and deletions from Property, Plant and Equipment during the year, along with the related depreciation charge computed on the written down value method over the useful lives specified.
	• Assessed the adequacy and appropriateness of the disclosures made in respect of the revaluation, the Revaluation Surplus and the fair value hierarchy.

Information Other than the Standalone Financial Statements and Auditors Report thereon

The Companys Board of Directors are responsible for the other information. The other information comprises the Corporate Governance report, and the information included in the Annual Report including annexures, Management Discussion and Analysis, Secretarial Audit Report and other Company related information, but does not include the Standalone financial statements and our auditors report thereon. The other information is expected to be made available to us after the date of this auditors report.

Our opinion on the standalone financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

When we read the other information, if we conclude that there is material misstatement therein, we are required to communicate the matter to those charged with governance and appropriate actions, if required.

Responsibilities of management and those charged with governance for the Standalone 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 standalone financial statements that give a true and fair view of the financial position, financial performance, other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including Ind AS prescribed 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 material 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 standalone 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, 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 Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone 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 standalone 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 controls 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.

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

• 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 standalone 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.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone 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 thatwe 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 standalone 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 Section 143(11) of the Act, we give in the "Annexure A" 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) ofthe 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.

c) The Standalone Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015 as amended.

e) On the basis of the written representations received from the directors as on March 31, 2026 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2026 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 over financial reporting with reference to the standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.

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

a) The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements - Refer Note No. 2.27 (l)(a) to the Standalone Financial Statements.

b) The Company did not have any material foreseeable losses on long-term contracts including derivative contracts during the year ended 31 March, 2026.

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, as disclosed in Note no. 2.27 (25) (xi) of the notes to accounts, 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 (s) or entity (ies) including foreign entities (intermediaries), with the 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 by or on behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or the like or on behalf of the Ultimate Beneficiaries.

ii) The Management has represented that, to the best of its knowledge and belief, as disclosed in Note no. 2.27 (25) (xi) of the notes to accounts, no funds (which are material either individually or in the aggregate) 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, 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 the audit procedures performed 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 (i) and (ii) above, contain any material misstatement.

e) The Company has neither declared nor paid any dividend during the year.

f) Based on our examination which included test checks the Company has used accounting software for maintaining its books of account, 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. However, the Company has maintained the records of Property, Plant and Equipment in an Excel sheet, and not through any accounting software; accordingly, the requirement of maintaining an audit trail (edit log) is not applicable to such records.

Further, we did not come across any instance of the audit trail feature being tampered with. Additionally, where audit trail has been preserved by the company as per the statutory requirement for record retention.

"ANNEXURE A" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under the heading Report on Other Legal and Regulatory Requirements section of our report to the members of AVRO India Limited on the standalone financial statements for the year ended March 31, 2026.

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(i) (a) (A) The Company has maintained proper records in excel sheet showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

(B) The Company does not have any intangible assets.

(b) The property, plant and equipment have been physically verified by the management during the year in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the property, plant and equipment at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of the immovable properties disclosed in the standalone financial statements are held in the name of the Company. The Company has acquired land on leasehold basis, and as per the letter dated October 9, 2023 issued by the U.P. State Industrial Development Authority (UPSIDA), the leasehold land is perpetual in nature. Accordingly, the same has been considered as an immovable property for the purpose of reporting under this clause.

(d) The Company has revalued its Property, Plant and Equipment, excluding leasehold land and building, during the year based on a valuation carried out by an Independent Registered Valuer. The difference between the revalued amount and the carrying amount is not more than 10% of the aggregate net carrying value of the respective class of Property, Plant and Equipment.

(e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.

(ii) (a) The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification by the management is reasonable and the coverage and procedure for such verification is appropriate. No discrepancies of 10% or more in aggregate for each class of inventory has been noticed.

(b) According to the information and explanation given to us and on the basis of our examination of the records of the company, the company has been sanctioned working capital limits in excess of Rs. 5 Crore, in aggregate, from IDFC First Bank on the basis of primary security by way of hypothecation of entire current assets including stocks, book debts and movable property, plant and equipment of the Company and Collateral on property situated at A-7/36-39, south of GT Road Industrial Area, Ghaziabad, U.P. and Plot No. C-19, UPSIDC, Masuri Gulawthi, Tehsil- Dhaulana, Distt- Hapur, U.P. Owned by Company M/s. AVRO India Limited. Further, the facilities have been secured by personal guarantee of Mr. Sushil Kumar Aggarwal, Mr. Sahil Aggarwal, Mr. Nikhil Aggarwal and Mrs. Anita Aggarwal, Directors of the company together with the guarantees provided by Nikhil Aggarwal HUF, Sushil Kumar Aggarwal HUF and Sahil Aggarwal HUF. In our opinion, the quarterly returns or statements filed by the Company with such banks are in agreement with the books of account of the Company. The Company has not been sanctioned any working capital limit from financial institution.

(iii) (a) The Company has not provided any loans or advances in the nature of loans or stood guarantee, or provided security to any other entity during the year, and accordingly requirement to report under clause 3 (iii)(a) of the Order is not applicable.

(b) According to the information and explanations given to us and based on the audit procedures performed by us, in our opinion, the investments made during the year in its subsidiary, classified as non-current investments, and in mutual fund schemes, classified as current investments, are, prima facie, not prejudicial to the interests of the Company.

(c) The Company has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3 (iii)(c) to 3 (iii)(f) of the Order is not applicable to the Company.

(iv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not granted any loans to which the provisions of Sections 185 and 186 of the Companies Act, 2013 are applicable. Accordingly, the provisions of Sections 185 and 186 are not applicable in respect of such loans. The Company has made investments in the equity shares of its subsidiary and in mutual fund schemes during the year and, in our opinion, has complied with the applicable provisions of Section 186 of the Companies Act, 2013 in respect of such investments. The Company has not provided any guarantees or security to which the provisions of Sections 185 and 186 of the Act are applicable.

(v) 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 accepted any deposits or there are no amounts which have been deemed to be deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, reporting under clause 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the books of account maintained by the company pursuant to the Rules made by the Central Government for the maintenance of cost records under section 148 of the Act in respect of the goods and services provided by it, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not carried out a detailed examination of the records with a view to determine whether these are accurate or complete.

(vii) (a) The company does not have liability in respect of Service tax, Duty of excise, Sales tax and Value added tax during the period since effective 1 July 2017, these statutory dues have been subsumed into GST.

According to the information and explanations given to us and on the basis of our examination of the records of the company, in our opinion, the undisputed statutory dues including Goods and Service Tax, Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs or Cess or other statutory dues have been regularly deposited by the Company with the appropriate authorities.

According to the information and explanations given to us and on the basis of our examination of the records of the company, no undisputed amounts payable in respect of Goods and Service Tax, Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs or Cess or other statutory dues were in arrears as at 31 March 2026 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and based on our examination of the records of the Company, there are no statutory dues referred to in clause 3(vii)(a) above which have not been deposited with the appropriate authorities on account of any dispute as at 31 March 2026 except for the following:

Name of the Statue	Nature of dues	Amount in (Lakhs)	Period to which the amounts related	Forum where dispute is pending
UP GST Act, 2017	Goods and Services Tax	12.30	2023-24	Office of the Deputy Commissioner, Ghaziabad
UP GST Act, 2017	Goods and Services Tax	11.57	2024-25	Office of the Deputy Commissioner, Ghaziabad

(viii) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not surrendered or disclosed any transaction, previously unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961 (43 of 1961) as income during the year. Accordingly, the requirement to report on Clause 3 (viii) of the Order is not applicable to the Company.

(ix) (a) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.

(b) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(c) In our opinion and according to the information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

(d) According to the information and explanation given to us and on an overall examination of the standalone financial statements of the Company, we report that no funds raised on shortterm basis have been used for long-term purposes by the Company.

(e) The Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary. The Company does not have any joint ventures or associates.

(f) The company has not raised any loans during the year on the pledge of securities held in its subsidiary. The Company does not have any joint ventures or associates Companies.

(x) (a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year and accordingly requirement to report under clause 3 (x) (a) of the order is not applicable.

(b) According to the information and explanations given to us and based on our examination of the records of the company, the company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year. Accordingly, clause 3 (x) (b) of the order is not applicable.

(xi) (a) No fraud by the Company and no fraud on the Company has been noticed or reported during the year.

(b) No 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 upto the date of this report.

(c) There are no whistle blower complaints received by the Company during the year, and accordingly requirement to report under clause 3 (xi) (c) of the order is not applicable.

(xii) The Company is not a Nidhi Company and accordingly requirement to report under clause 3 (xii) (a) to (c) of the order is not applicable.

(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with Section 177 and 188 of Companies Act, 2013 where applicable and the details of related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.

(xiv) (a) Based on information and explanations provided to us and our audit procedures, in our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business.

(b) The internal audit reports of the Company for the period under audit have been considered by us.

(xv) In our opinion and according to the information and explanations given to us, during the year, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

(xvi) In our opinion, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, requirement to report under clause 3(xvi)(a) to (d) of the Order is not applicable.

(xvii) The Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year and accordingly requirement to report on clause 3(xviii) of the Order is not applicable to the Company.

(xix) On the basis of the financial ratios disclosed in Note no. 2.27 (25) (xix) to the financial statements, ageing and expected dates of realisation 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) a) There are no unspent amounts towards Corporate social Responsibility (CSR) on other than ongoing projects requiring a transfer to a Fund specified in Schedule VII to the Companies Act 2013 in compliance with second proviso to sub-section (5) of the Section 135 of the said Act. Accordingly, reporting under clause 3(xx)(a) of the order is not applicable to the Company.

b) There are no unspent amounts under sub-section (5) of section 135 of the Companies Act, pursuant to any ongoing project requiring to be transferred to special account in compliance with provision of sub-section (6) of section 135 of the Act. Accordingly, reporting under clause 3(xx)(b) of the order is not applicable to the Company.

(xxi) The reporting under clause 3(xxi) of the order is not applicable in respect of audit of standalone financial statements of the Company. Accordingly, no comment has been included in respect of said clause under this report.

"ANNEXURE B" TO THE INDEPENDENT AUDITORS REPORT

Referred to in paragraph 2(f) under Report on Other Legal and Regulatory Requirements section of our report to the Members of AVRO India Limited on standalone Financial Statements for the year ended March 31, 2026.

Report on the Internal Financial Controls Over Financial Reporting with reference to the standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act").

We have audited the internal financial controls over financial reporting of AVRO India Limited ("the company") as on March 31, 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal financial control over financial reporting 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 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 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 Companys internal financial controls over financial reporting with reference to the standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both issued by ICAI. 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 over financial reporting with reference to the standalone financial statements 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 system over financial reporting with reference to the standalone financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting with reference to the standalone financial statements included obtaining an understanding of internal financial controls over financial reporting with reference to the standalone financial statements, 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 standalone financial statements, whether due to fraud or error.

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 system over financial reporting with reference to the standalone financial statements.

Meaning of Internal Financial Controls Over Financial Reporting with reference to the standalone financial statements

A companys internal financial controls over financial reporting with reference to the standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls over financial reporting with reference to the standalone financial statements includes those policies and procedures that (1) 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 unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting with reference to the standalone financial statements

Because of the inherent limitations of internal financial controls over financial reporting with reference to the standalone financial statements, 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 over financial reporting with reference to the standalone financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to the standalone financial statements 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, adequate internal financial control system over financial reporting with reference to the standalone financial statements and such internal financial controls over financial reporting were operating effectively as at March 31, 2026, based on the internal financial control over financial reporting 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 issued by the Institute of Chartered Accountants of India.