B.R.Goyal Infrastructure Ltd Auditor Reports

To,

B.R Goyal Infrastructure Limited 3-A, Agrawal Nagar,

Madhya Pradesh 452001

Dear Sirs,

1. We have examined the attached Restated Standalone Financial Information of B.R.Goyal Infrastructure Limited (hereinafter referred as "the Company" or the "Issuer") comprising the Restated Standalone Statement of Assets and Liabilities of the Company as at March 31, 2024, March 31, 2023, and March 31, 2022, the Restated Standalone Statements of Profit and Loss of the Company, the Restated Standalone Statement of Cash Flows of the Company for the years ended March 31, 2024, March 31, 2023, and March 31, 2022, the summary statement of significant accounting policies read together with the annexures and notes thereto and other explanatory information (collectively hereinafter referred as "Restated Standalone Financial Statement" or "Restated Standalone Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 05th July, 2024 for the purpose of inclusion in the / Draft Red Herring Prospectus ("DRHP")/Red Herring Prospectus/Prospectus prepared by the Company in connection with its proposed SME Initial Public Offer of equity shares ("SME IPO") at SME Platform of BSE Limited ("BSE SME") prepared in terms of the requirements of:

a. 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 ("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 Companys Board of Directors is responsible for the preparation of Restated Standalone Financial Information for the purpose of inclusion in the / Draft Red Herring Prospectus ("DRHP")/Red Herring Prospectus/Prospectus to be filed with Securities and Exchange Board of India, BSE SME & Registrar of Companies in connection with the proposed SME IPO. The Restated Standalone Financial Information have been prepared by the management of the Company on the basis of preparation stated in note 2 of Annexure IV to the Restated Standalone Financial Information.

The Board of Directors of the Company are 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 are also responsible for identifying and ensuring that the Company complies with the Act, the ICDR Regulations and the Guidance Note.

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

a. The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated 03 June 2024 in connection with the proposed SME IPO of equity shares of the Issuer;

b. The Guidance Note, which requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;

c. Concepts of test checks 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 ICDR Regulations. Our work was

performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the SME IPO.

4. These Restated Standalone Financial Information have been compiled by the management from the audited standalone financial statements of the Company for the years ended March 31, 2024, March 31,

2023, and March 31, 2022 which have been approved by the Board of Directors at their meetings held 02 May 2024, 1 August 2023 and 31 August 2022 respectively.

5. We have audited the special purpose standalone financial information of the Company for the year ended March 31, 2024 prepared by the Company in accordance with the Indian Accounting Standards ("Indian GAAP") for the limited purpose of complying with the requirement of getting its financial statements audited by an audit firm holding a valid peer review certificate issued by the "Peer Review Board" of the ICAI as required by ICDR Regulations in relation to proposed SME IPO. We have issued our report dated 5 July 2024 on this special purpose standalone financial information to the Board of Directors who have approved these in their meeting held on 5 July 2024.

The modification in restated financials were carried out based on the modified reports, if any, issued by statutory auditor which is giving rise to modifications on the financial statements as at and for the Years ended March 31, 2024, March 31, 2023 & March 31, 2022. There is no qualification of statutory auditor for the Financial Statement of March 31, 2024, March 31, 2023 & March 31, 2022.

The audit reports on the financial statements were modified and included following matter(s) giving rise to modifications on the financial statements as at and for the Year ended on March 31, 2024, March 31, 2023 & March 31, 2022:-

a) The Restated Financial Information or Restated Summary Financial Statement have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any;

b) The Restated Financial Information or Restated Summary Financial Statement have been made after incorporating adjustments for prior period and other material amounts in the respective financial years/period to which they relate and there are no qualifications which require adjustments;

c) Extra-ordinary items that needs to be disclosed separately in the accounts has been disclosed wherever required;

d) There were no qualifications in the Audit Reports issued by M/s. LVA & Associates (formerly known as M/s. Lopa Verma & Associates) for the Year Ended on March 31, 2024, March 31, 2023 & March 31, 2022 which would require adjustments in this Restated Financial Statements of the Company;

e) Profits and losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in ANNEXURE -VII to this report;

f) Adjustments in Restated Financial Information or Restated Summary Financial Statement have been made in accordance with the correct accounting policies,

g) There was no change in accounting policies, which needs to be adjusted in the Restated Financial Information or Restated Summary Financial Statement;

h) There are no revaluation reserves, which need to be disclosed separately in the Restated Financial Information or Restated Summary Financial Statement.

i) The Company has not paid any dividend since its incorporation.

The related party transaction for purchase & sales of services entered by the company are at arms length.

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

(a) Auditors report issued by M/s. LVA & Associates (formerly known asM/s. Lopa Verma & Associates) ("statutory auditors") dated 02 May 2024, 1 August 2023 and 31 August 2022 on the consolidated financial statements of the Group and its associate as at and for the years March 31, 2024, March 31, 2023 and March 31, 2022, as referred in Paragraph 4 above.

7. Based on our examination and in accordance with the requirements of the ICDR Regulations, the Guidance Note and terms of our engagement agreed with you, read together with paragraph 4 above, we report that:

(a) The Restated Standalone Statement of Assets and Liabilities of the Company as at 31 March 2024, 31 March 2023 and 31 March 2022 examined by us, as set out in Annexure I to this report, have been arrived at after making adjustments and regrouping / reclassifications as in our opinion, were appropriate and more fully described in the Statement of Adjustments to Audited Standalone Financial Statements appearing in Annexure VI of the Restated Standalone Financial Information;

(b) The Restated Standalone Statement of Profit and Loss of the Company for the years ended 31 March 2024, 31 March 2023 and 31 March 2022 examined by us, as set out in Annexure II to this report, have been arrived at after making adjustments and regroupings/reclassifications as in our opinion, were appropriate and more fully described in the Statement of Adjustments to Audited Standalone Financial Statements appearing in Annexure VI of the Restated Standalone Financial Information; and

(c) The Restated Standalone Summary Statement of Cash Flows of the Company for the years ended 31 March 2024, 31 March 2023 and 31 March 2022 examined by us, as set out in Annexure III to this report, have been arrived at after making adjustments and regroupings/ reclassifications as in our opinion, were appropriate and more fully described in the Statement of Adjustments to Audited Standalone Financial Statements appearing in Annexure VI of the Restated Standalone Financial Information.

8. Based on the above and according to the information and explanations given to us for the respective periods, we further report that the Restated Standalone Financial Information:

i. have been prepared after incorporating adjustments for change in accounting policies, material errors and regrouping / reclassifications retrospectively in the years ended 31 March 2023 and 31 March 2022 to reflect the same accounting treatment as per the accounting policies and grouping / classifications followed as at and for the year ended 31 March 2024;

ii. have been prepared after incorporating adjustments for the material amounts in the respective periods to which they relate;

iii. do not contain any exceptional items that need to be disclosed separately other than those presented in the Restated Consolidated Financial Information in the respective periods and do not contain any qualifications requiring adjustments; and

iv. have been prepared in accordance with the Act, the ICDR Regulations and the Guidance Note.

9. We have also examined the following Restated Standalone Financial Information of the Company as set out in the Annexures prepared by the management of the Company and approved by the Board of Directors, on 05 th July 2024, for the years ended 31 March 2024, 31 March 2023 and 31 March 2022:

i) Annexure IV - Basis of preparation and Significant Accounting Policies;

ii) Annexure V - Notes to the Restated Standalone Summary Financial Information;

iii) Annexure VI - Statement of Adjustments to Audited Standalone Financial Statements;

iv) Annexure VII - Restated Standalone Summary Statement of Accounting Ratios;

v) Annexure VIII - Restated Standalone Summary Statement of Capitalisation;

vi) Annexure IX - Restated Standalone Summary Statement of Tax Shelter;

vii) Annexure X - Restated Standalone Summary Statement of Dividend; and

viii) Annexure XI - Statement of Related Party Transactions of the Standalone Entities.

10. 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 standalone financial statements and special purpose financial statements and mentioned in paragraphs 4 and 5 above.

11. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by the other auditor, nor should this report be construed as a new opinion on any of the financial statements referred to herein.

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

13. We, M/s. A B M S & Associates, Chartered Accountants have been subjected to the peer review process of the Institute of Chartered Accountants of India ("ICAI") and hold a valid peer review certificate issued by the "Peer Review Board" of the ICAI.

14. Our report is intended solely for use of the Board of Directors for inclusion in the / Draft Red Herring Prospectus ("DRHP")/Red Herring Prospectus/Prospectus to be filed with Securities and Exchange Board of India ("SEBI"), the relevant stock exchange ("NSE Emerge") and Registrar of Companies, Gwalior ("ROC") in connection with the proposed SME 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 without our prior consent in writing.