Independent Auditors Examina on Report on the Restated Consolidated Statements of Assets and Liabili es as at March 31, 2026 and March 31, 2024, Restated Consolidated Statements of Profit and Loss (including other comprehensive income), Restated Consolidated Statement of Cash Flows and Restated Consolidated Statement of Changes in Equity, the Statement of Material Accoun ng Policies and other explanatory informa on for the financial year ended March 31, 2026 and March 31, 2024, Restated Standalone Statements of Assets and Liabili es as at March 31, 2025, Restated Standalone Statements of Profit and Loss (including other comprehensive income), Restated Standalone Statement of Cash Flows and Restated Standalone Statement of Changes in Equity, the Statement of Material Accoun ng Policies and other explanatory informa on for the year ended March 31, 2025 of Caliber Mining and Logis cs Limited (collec vely, the "Restated Financial Informa ons").
To
The Board of Directors,
Caliber Mining and Logis cs Limited
(Formerly known as Caliber Mercan le Private Limited)
Dear Sirs;
1. We, Kailash Chand Jain & Co. Chartered Accountants ("we" or "us") have examined the a ached Restated Financial Informa on of Caliber Mining and Logis cs Limited (formerly known as Caliber Mercan le Private Limited) (the "Company" or the "Issuer"), comprising the Restated Consolidated Statement of Assets and Liabili es as at March 31, 2026 and March 31, 2024, the Restated Consolidated Statements of Profit and Loss (including other comprehensive income), the Restated Consolidated Statement of Changes in Equity, the Restated Consolidated Cash Flow Statement for the financial year ended March 31, 2026 and March 31, 2024 of the Company, its subsidiaries and associate (the Company, its subsidiaries and its associates together referred as "the Group"), Restated Standalone Statements of Assets and Liabili es as at March 31, 2025, the Restated Standalone Statements of Profit and Loss (including other comprehensive income), the Restated Standalone Statement of Changes in Equity, the Restated Standalone Cash Flow Statement for the years ended March 31, 2025, the Statement of Material Accoun ng Policies, and other explanatory informa on (collec vely, the "Restated Financial Informa on"), as approved by the Board of Directors of the Company (the Board) at their mee ng held on date July 01, 2026 for the purpose of inclusion in the Updated Dra Red Herring Prospectus ("UDRHP") / Red Herring Prospectus ("RHP") and Prospectus ("Prospectus) (UDRHP / RHP and Prospectus collec vely the "O er Documents") prepared by the Company in connec on with its proposed Ini al Public O er of equity shares of face value of Rs 10 each of the company ("IPO"), prepared in accordance with the requirements of:
a) Sec on 26 of Part I of Chapter III of the Companies Act, 2013 (the "Companies Act"); b) The Securi es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula ons, 2018, as amended ("ICDR Regula ons"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Ins tute of Chartered Accountants of India ("ICAI"), as amended from me to me (the "Guidance Note").
Managements Responsibility for the Restated Financial Informa on
2. The Companys management is responsible for the prepara on of the Restated Financial Informa on for the purpose of inclusion in the O er Documents to be filed with Securi es and Exchange Board of India (the "SEBI"), Na onal Stock Exchange of India Limited and BSE Limited (the "Stock Exchanges"), Registrar of companies, Mumbai, Maharashtra as applicable, in connec on with the proposed IPO. The Restated Financial Informa on have been prepared by the management of the Company on the basis of prepara on stated in Note 2.1 of the Restated Financial Informa on. The Board of Directors of the Company is responsible for designing, implemen ng and maintaining adequate internal control relevant to the prepara on and presenta on of the "Restated Financial Informa on". The Board of Directors are also responsible for iden fying and ensuring that the Company complies with the Companies Act, ICDR Regula ons and the Guidance Note with the SEBI Communica on, as applicable as applicable.
Auditors Responsibili es
3. We have examined such Restated Financial Informa on taking into considera on:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement le er dated October 02, 2024 in connec on with the proposed IPO of equity shares of the Issuer; b) The Guidance Note which also 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 verifica on of evidence suppor ng the Restated Financial Informa on; and d) The requirements of Sec on 26 of the Companies Act and the ICDR Regula ons.
Our work was performed solely to assist you in mee ng your responsibili es in rela on to your compliance with the Companies Act, the ICDR Regula ons and the Guidance Note in connec on with the proposed IPO.
4. These Restated Financial Informa on have been compiled by the management from:
a) the audited Ind AS consolidated financial statements of the Group as at and for the year ended March 31, 2026 prepared in accordance with the Indian Accoun ng Standards (referred to as "Ind AS") as prescribed under Sec on 133 of the Companies Act read with Companies (Indian Accoun ng Standards) Rules 2015, as amended, and other accoun ng principles generally accepted in India, which have been approved by the Board of Directors at their mee ng held on May 19, 2026
b) the audited Ind AS Standalone financial statements of the Company as at and for the year ended March 31, 2025 prepared in accordance with the Indian Accoun ng Standards (referred to as "Ind AS") as prescribed under Sec on 133 of the Companies Act read with Companies (Indian Accoun ng Standards) Rules 2015, as amended, and other accoun ng principles generally accepted in India, which have been approved by the Board of Directors at their mee ng held on May 12, 2025.
c) the audited Ind AS Consolidated financial statements of the Group as at and for the years ended March 31, 2024 prepared in accordance with the Indian Accoun ng Standards (referred to as "Ind AS")as prescribed under Sec on 133 of the Companies Act read with Companies (Indian Accoun ng
Standards) Rules 2015, as amended, and other accoun ng principles generally accepted in India, which have been approved by the Board of Directors at their mee ng held on September 14, 2024.
5. For the purpose of our examina on, we have relied on Independent Auditors reports issued on:
a) Consolidated Financial Statements of the Group as at and for the year ended March 31, 2026 dated May 19, 2026 as referred in Paragraph 4 above.
b) Standalone financial statements of the Company as at and for the years ended March 31, 2025 dated May 12, 2025 as referred in Paragraph 4 above.
c) Consolidated Financial Statements of the Group as at and for the year ended March 31, 2024 dated September 14, 2024 as referred in Paragraph 4 above.
There are no emphasis of ma er and/or audit qualifica ons in the independent auditors report on the Consolidated Financial Statements of the company for the years ended March 31, 2026 and March 31, 2024, Standalone financial statements of the Company for the years ended March 31, 2025.
d) As indicated in our audit reports on consolidated financial statements referred in paragraph b) above,
We did not audit the financial statements of two Subsidiaries included in the Consolidated Financial Statements of the Holding Company for the relevant years, whose financial statements reflects total assets of INR 206.25 Lakhs as at March 31, 2026; total revenues of INR 145.06 Lakhs and total net profit before tax of INR 14.02 Lakhs, total comprehensive income of INR 5.20 Lakhs and total net cash flow of INR 6.48 Lakhs for the year ended March 31, 2026 as considered from the respec ve audited financial statements of the Subsidiaries included in the Consolidated Financial Statements of the Holding Company. The financial statements of these Subsidiaries have been audited by the respec ve independent auditors whose reports have been furnished to us and our opinion in so far as it relates to the amounts and disclosures included in respect of these branches, is based solely on the report of such other auditors.
We did not audit the financial statements of associate whose share of profit/(loss) is included in the consolidated financial statements, for the relevant year is tabulated below, which have been audited by other auditors, and whose reports have been furnished to us by the Companys management and our report on the Consolidated Financial Statements in so far as it relates to the amounts and disclosures included in respect of this component, is based solely on the report of the other auditors:
Name of the Associate |
Fiscal 2026 | Fiscal 2025 | Fiscal 2024 |
| (Profit) / Loss included in the consolidated Ind AS financial statements | NA | NA | 0.06 |
*the company has sold its investment in associate company with e ect from April 01, 2024.
Our report on the Restated Financial Informa on is not modified in respect of these ma ers.
6. Based on our examina on and according to the informa on and explana ons given to us, we report that the Restated Financial Informa on:
a) have been prepared a er incorpora ng adjustments for the changes in accoun ng policies, material errors and regrouping/reclassifica ons retrospec vely in the financial years ended March 31, 2025 and March 31, 2024 to reflect the same accoun ng treatment as per the accoun ng policies, material errors and grouping/ classifica ons followed as at and for the year ended March 31, 2026.
b) do not require any adjustments for modifica on as there is no modifica on in the underlying audit reports for the ma ers stated in para 5 above; and
c) have been prepared in accordance with the Companies Act, ICDR Regula ons and the Guidance Note.
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Informa on, and Other Assurance and Related Services Engagements.
8. The Restated Financial Informa on do not reflect the e ects of events that occurred subsequent to the respec ve dates of the reports on the audited Ind AS Standalone and Consolidated financial statements as men oned in paragraph 4 above.
9. This report should not in any way be construed as a reissuance or re-da ng 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 a er the date of the report.
11. Our report is intended solely for use of the Board of Directors for inclusion in the UDRHP, RHP and
Prospectus to be filed with Securi es and Exchange Board of India, and the Stock Exchanges, as applicable, in connec on with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in wri ng. 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 wri ng.
For Kailash Chand Jain & Co. |
| Chartered Accountants |
| Firm Registra on No: 112318W |
Saurabh Chouhan |
| Partner |
| Membership No: 167453 |
| UDIN: 26167453EICUJM5367 |
| Place: Nagpur |
| Date: July 01, 2026 |
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