Cil Securities Ltd Auditor Reports

To,

The Members of CIL Securities Limited

Report on the Audit of the Financial Statements

We have audited the accompanying standalone financial statements of CIL Securities Limited (the Company), which comprises of the Balance sheet as at 31^st March, 2024, the Statement of Profit and Loss, (including other comprehensive income) statement of changes in equity and the statement of cash flow statement for the year then ended including a summary of significant accounting policies 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 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 31^st March, 2024, 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 of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013. 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 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 the 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 on the financial statements.

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 for the financial year ended March 31, 2024. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Information other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the financial statements and our auditors report thereon.

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

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

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Managements responsibility 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 Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance, change in equity and cash flows of the

Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (IND-AS) specified under Section 133 of the Act. This responsibility also includes the 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 the frauds and other irregularities; selection and application of appropriate accounting policies; making judgement and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statement, the board of director is responsible for accessing the Companys ability to continue as a going concern, disclosing as applicable matter related to going concern and using the going concern basis of accounting unless the board of director either intends to liquidate the Company or to cease the operations, or has no realistic alternate but to do so.

That the Board of Directors are responsible for overseeing the companys financial reporting process. Auditors Responsibility for the Audit of the 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 financial statements.

As part of an audit in accordance with Standards of Auditing, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone 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 control 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 accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management and Board of Directors.

• Conclude on the appropriateness of Management and Board of Directors 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 financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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 that we 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 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 issued by the Central Government of India in

terms of sub-section (11) of section 143 of the Companies Act, 2013 (hereafter referred to the "Order"), we

give in the Annexure 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) of the 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 purpose of our audit;

b. In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

c. The Balance Sheet, Statement of Profit and Loss, the statement of changes of equity and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. In our opinion, the aforesaid standalone financial statements comply with Accounting Standards referred to in Section 133 of the Companies Act, 2013.

e. On the basis of the written representations received from the directors as on 31^st March, 2024, taken on record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2024, from being appointed as a director in terms of Sub Section (2) of section 164 of the Companies Act, 2013.

f. With respect of the adequacy of internal financial control over financial reporting of the Company and operating effectiveness of such controls with reference to standalone financial statement of the Company and operative effectiveness of such control refer to our separate annexure report in our Annexure B our report expresses an unmodified opinion on adequacy and operating effectiveness of the Companies internal financial control with reference to the standalone financial statement.

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 and according to the information and explanations provided to us and as per our verification of the records of the Company, the remuneration paid by the Company to its directors during the year is in accordance with requisite approvals mandated by the provisions of section 197 read with Schedule V of the Companies Act, 2013.

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 and in our opinion and to the best of our information and according to the explanations given to us:

1. There are no pending litigations for the company that will impact the financial position of the company;

2. The company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

3. There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company;

4. a) The Management has represented that, to the best of its knowledge and belief, no funds 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 ("Ultimate Beneficiary") by or on behalf of the Company or provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries;

b) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, 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 to or on behalf of the ultimate beneficiaries;

c) Based on the audit procedures 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 (a) and (b) above, contain any material misstatement;

5. The Company has not declared or paid any dividend during the year hence the compliance under section 123 of the Companies Act, 2013 is not required.

6. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of accounts using accounting software which has a feature of recording Audit trail (edit log) facility is applicable to the Company w.e.f. 1st April, 2023, and accordingly, we have verified the implementation of the audit trail feature for the financial year ended March 31, 2024. Our Verification confirms that adequate audit trail has been implemented by the management as required by the Companies (Accounts) Rules, 2014, ensuring compliance with regulatory requirements and providing a reliable basis for financial reporting.

Place:	Hyderabad	For Ramkishore Jhawar & Associates
Date:	26th April, 2024	Chartered Accountants
		CA Ramkishore Jhawar
		M No: 027970 Firm No: 003016S
		UDIN: 24027970BKELFF1906

Annexure A referred to our Independent Auditors Report to the members of the Company on the Standalone financial statements for the year ended 31st March 2024, we report that:

We report that

1. a) (A) The company has maintained proper

records showing full particulars including quantitative details and situation of property, plant and equipment;

(B) The company is maintaining proper records showing full particulars of Intangible Assets;

b) All the fixed assets have been physically verified by the management at reasonable intervals. In our opinion, the frequency of verification is reasonable. To the best of our knowledge, no material discrepancies have been noticed on verification.

c) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, the title deeds of immoveable properties are held in the name of the company.

d) The Company has not revalued its property, plant and equipment or intangible assets during the year.

e) There are no proceedings pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988, and rules made thereunder.

2. The Company is a Service Company, primarily rendering brokerage services and also carrying on investment activity. Accordingly, it does not hold any Physical inventory Therefore, Paragraph 3 (ii) (b) of the order is not applicable to the Company.

3. According to the information and explanation given to us, the company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained u/s 189 of the act. Accordingly, the provisions of clause 3(iii)(a), (b), (c), (d), (e), (f) of the order are not applicable and hence not commented upon.

4. In our opinion and according to the information and explanations given to us, there are no loans, guarantees and securities granted in respect of which the provisions of Section 185 and 186 of the Companies Act, 2013 are applicable and hence not commented upon.

5. The company has not accepted deposits from public and hence directives issued by the Reserve Bank of India and the provisions of Section 73 to 76 of the Companies Act, 2013 and rules framed there under are not applicable for the year under audit.

6. According to the information and explanation given to us, the Central Government has not prescribed the maintenance of cost records under Section 148 of the Act for any services provided by the company.

7. a) According to the records of the company, the company has been regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Investor protection Fund, Income Tax and other statutory dues and according to the information and explanation given to us, no statutory dues were outstanding as at 31.03.2024 for a period of more than 6 months from the date they became payable;

b) According to the information and the explanations given to us, there are no such statutory dues, which have not been deposited on account of any disputes.

8. According to the information and explanations provided to us and based on our verification of records of the Company, there are no amounts that are not recorded in the books of account that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

9. a. Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues, if any, to any Financial Institutions, banks, governments or dues to debenture holders.

b. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company has not been declared willful defaulter by any bank or financial institution or government or any government authority.

c. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company has not taken any term loan during the year and hence reporting under clause 3(ix) (c) of the order is not applicable.

d. According to the information and explanations provided to us and based on our verification of records, the Company has not utilized the funds raised on short term basis for long term purposes.

e. According to the information and explanations provided to us and based on our verification of records of the Company, the Company does not have any Subsidiary, Associates or Joint Venture(s) and hence reporting under clause 3 (ix)

(e) of the order is not applicable.

f. According to the information and explanations provided to us and based on our verification of records of the Company, the Company does not have any Subsidiary, Associates or Joint Venture(s) and hence reporting under clause 3 (ix)

(f) of the order is not applicable.

10. a. According to the information and explanations

provided to us and based on our verification of records of the Company, the Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and hence reporting under clause 3(x)(a) of the Order is not applicable.

b. According to the information and explanations provided to us and based on our verification of records of the Company, the Company has not made preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year and hence reporting under clause 3(x)(b) of the Order is not applicable.

11. a. According to the information and explanations provided to us and based on our verification of the records of the Company, no fraud on the Company has been noticed or reported during the year.

b. According to the information and explanation provided to us and based on our verification of the records of the Company, no report under sub-section (12) of Section 143 of the Companies Act has been filed 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. According to the information and explanations provided to us and based on our verification of the records of the Company, no whistle-blower complaints have been received during the year by the Company.

12. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company is not a Nidhi Company and Nidhi Rules, 2014 are not applicable to it. Accordingly, the provisions of Clause 3(xii) (a) (b) and (c) of the Order are not applicable to the Company.

13. Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, the transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards 18 - Related Party Disclosures.

14. a. According to the information and explanations

provided to us and based on our verification of the records of the Company, in our opinion the Company has an internal audit system which is commensurate with the size and the nature of its business.

b. We have considered, the internal audit reports for the year under audit, issued to the Company during the year and till date for the period under audit.

15. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with them. Accordingly, paragraph 3(xv) of the Order is not applicable to the Company.

16. a. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, reporting under clause 3(xvi)(a) of the order are not applicable to the Company.

b. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company has not conducted any non-banking financial or housing finance activities and hence it is not required to obtain a certificate of registration from the Reserve Bank of India as per the Reserve Bank of India Act, 1934.

c. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, reporting under clause 3(xvi)(c) of the order are not applicable to the Company.

d. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company does not have any subsidiary and hence does not form part of any CICs Group. Accordingly, the provisions of clause 3(xvi)(d) of the order are not applicable to the Company.

17. According to the information and explanations provided to us and based on our verification of the records of the Company, the Company has not incurred cash losses during the financial year and the immediately preceding financial year.

18. According to the information and explanations provided to us and based on our verification of the records of the Company, during the year, there has been no resignation of the statutory auditors of the Company. Accordingly, the provisions of clause 3(xviii) of the Order is not applicable.

19. According to the information and explanations provided to us and based on our verification of the records of the Company ,On the basis of the financial ratios, ageing and expected dates of realization of financial assets/current assets and payment of financial liabilities/current liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans, 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.

20. a. According to the information and explanations

provided to us and based on our verification of the records of the Company and as per sub section 5 of section 135 of Companies Act 2013, Corporate Social Responsibility (CSR) obligation is not applicable to the Company. Hence provisions of Clause 3 (xx) (b) of the order is not applicable.

21. 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.

Place: Hyderabad	For Ramkishore Jhawar &
Date: 26-04-2024	Associates Chartered Accountants

CA Ramkishore Jhawar M No: 027970 Firm No: 003016S UDIN: 24027970BKELFF1906

ANNEXURE B TO THE AUDITORS REPORT

Report on the Internal Financial Controls under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of CIL Securities Limited ("the Company") as of March 31, 2024 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 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 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 applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. 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 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 and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, 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 procedure selected depends on the auditors judgment, including the assessment of the risks of material misstatement of the 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.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting 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 unauthorized 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

Because of the inherent limitations of internal financial controls over financial reporting, 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 to future periods are subject to the risk that the internal financial control over financial reporting 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, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March, 2024, based on the internal 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.

DECLARATION

[Pursuant to Regulation 33 (3) (d) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015]

It is hereby declared and confirmed that the Auditors Report on Audited Financial Results of the Company for the year ended 31st March, 2024 is with unmodified opinion.

The above declaration is made pursuant to Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Kindly take the same on your record.

For CIL Securities Limited

Krishna Kumar Maheshwari Managing Director DIN: 00223241

Date : 26th April, 2024

Place: Hyderabad	For Ramkishore Jhawar &
Date: 26-04-2024	Associates Chartered Accountants