Classic Leasing & Finance Ltd Auditor Reports

To

The Members of

Classic Leasing & Finance Limited

Report on the Audit of Standalone Financial Statements Opinion

We have audited the standalone financial statements of Classic Leasing & Finance Limited (the Company), which comprise the Balance Sheet as at 31¹¹ March, 2026, the Statement of Profit and Loss for the year ended on that date, the Cash Flow Statement for the year ended on that date, the Statement of Changes in Equity and Notes to the Financial Statements including a summary of significant accounting policies and other explanatory information.

In our opinion and to Ihe best of our information and according to the explanations given to us, except for effects of the matters described in the Basic for Qualified Opinion paragraph, 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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India ot the state of affairs of the Company as at 31¹ March, 2026, its Profit for the year ended on that date, 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 Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit ol the 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 together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Ai l. 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code ol Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Basic for Qualified Opinion

/. The company Inis /irepnnil accounts under "ind AH" during Ihe year under audit hill in absence of relevant information of Ihe mvstee company we are unable to quantify Ihe figures so as to measure Ihe fair value oj inoeslnienls.

2 Ihe company has aol provided for Ihe contingent liability to the tune of Ks.Mb.M cr for corporate guarantee given for M/s Kohinoor Steel Private Limited which is Under (till process.

3. In respect of matters sptrified in sub paragraph above, from Ihe available information we are nimble to express our opinion as to extend of their effect on the profit for Ihe year ended and net assets as at 31.03.2026.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the tinani ial statements of the current period. These matters were addressed in the context ot 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. Apart from the matters described in the basis lor Qualified Opinion paragraph and Material Uncertainly related to going concern section, we have also determined (lie mailers described Ivlow to he lie key others audit matters to be communicated in our report.

Reporting of Investment at law Value as per INI) AS- Ihe (ompaiiy could not determine the (air value of Investments as required under INll AS m absence of the complete data of Ihe imvslee company.

Information other than the Standalone 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 Boards Report including the Annexures to the Boards 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 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 linanctal 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 dial there is a material misstatement of this other information, we are required to report such fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements The Companys Board of Directors is responsible for tire matters stated in section 13-1(5) of the Companies Act, 2013 ("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, and cash flows ot the Company in accordance with the Ind AS and other accounting principles generally accepted In India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate 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 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, the 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.

I hose Board of Directors are also responsible lor overseeing the Companys finnm ial reporting process.

Auditors Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 llu* economic decisions of users taken on the basis of these 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 suffivientjVwL^, appropriate to provide a basis for our opinion. Hie risk of not detecting a material misstatement resu11i

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 tire 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 tire related disclosures in the 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. 1 iowever, future events or conditions may cause tiie 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 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 dial 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 sub-section (I I) of sec linn 143 of tlu* Act, and on the basis of such checks of the books and records ot the Company as we considered appropriate and according to the information and explanations given to us, we give, in the Anncxuro A, a statement on the matters specified in paragraph 3 and I of the Order.

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 purposes of our audit;

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

I

c. The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealL with by this Report are in agreement with the books of accounts;

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement comply with the Ind AS specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e. On tire basis of tile written representations received from the directors as on 31* March, 2026, and taken on record by the Board of Directors, none of the directors are disqualified as on 31^s1 March, 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 of the Company and the operating effectiveness of such controls, we attach herewith a report on the same in Annexure B.

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

i. The Company does not have any pending litigations which would impact its financial statements;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii There were no amounts which were required to be transferred It) the Investor Education and Protection Fund by the Company,

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

(Referred to in Paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report

of even date)

i. (a) (A) The Company has maintained proper records showing full particulars, including

quantitative details and situation of Property, plant and equipment.

(B) The Company has maintained proper records showing full particulars of Intangible assets.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, tire Company lias a regular programme of physical verification of its Property, plant and equipment by which all Property, plant and equipment are verified in a phased manner over a years. In accordance with this programme, certain Property, plant and equipment were verified during the year. In our opinion, this periodicity ot physical verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) I he company does not have immovable properties. I lonce, the requirements under paragraph clause 3(i)(c) of the Order are not applicable to the Company

(d) 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 revalued its Property, plant and equipment (including Kighl-of-use assets) or Intangible assets or both during tin* year.

(e) According to tin- information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings initiated or pending against the Company for holding any benami property under the Prohibition of Bennmi Property Transactions Act, 1988 and rules made thereunder.

(it) (a) The Company does not hold any inventory as defined in Ind AS 2 inventories. Accordingly, reporting under clause d(ii)(a) of the order is not applicable to the company.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company docs not have working capital limits, in aggregate, from banks on the basis of security ot current assets. I lonce, the requirements under paragraph 3(H) (b) of the Order are not applicable to the Company

(iii) (a) According to the information explanation provided to us, the company has not made any investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Hence, the requirements under paragraph d(iii)(a) and (e) of the Order are not applicable to the Company, as it is a NBFC company.

(b) According to the information and explanations given to us and based on the audit procedi

conducted by iis, we are ot the opinion that the terms ami conditions of the loans given Jut/

prima facie, not prejudicial to the interest of the Company.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans given, the repayment of principal and paynienf of interest has been stipulated and the repayments or receipts have been regular

(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount for more than ninety days in respect of loans given.

(e) 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 given any loans either repayable on demand or without specifying any terms or period of repayment.

(iv) According to the information and explanations given to us and on the basis of our examination of tire records, as specified under Section 185 & 18ft of the Companies Act, 2013. The Company has not given any loans, but has given corporate guarantee amounting to Rs.316.31 cr for Kohinoor Steel private Limited to consortium of banks led by RARE Assets Reconstruction Ltd and other members being Union Rank of India, Punjab National Rank and Indian Bank. The loan was originally sanctioned and disbursed by State bank of India, Oriental Bank of Commerce, Indian Overseas Bank, Indian Bank, Corporation Bank. Punjab National Bank. The same has not been provided in the hooks of accounts.

(v) The Company has not accepted any deposits or amounts which are deemed to be deposits from the public. Accordingly, clause 3{vj of the Order is not applicable.

(vi) According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Companies Act, 2013 for the products manufactured by it (and/or services provided by it). Accordingly, clause 3(vi) of the Order is not applicable.

(vii) (a) According to the information and explanation given to us anti on the basis of our examination of

tin* records of the Company, amounts deductcd/nccrued in the books of account in respect of undisputed statutory duos including provident fund, employees state insurance, income-tax, sales tax, service tax, duty of customs, duty of excise, value added tax, goods and service tax (GST), Cess and other material statutory dues have been generally regularly deposited during the year by the Company witli tin* appropriate authorities;

According to the information and explanations given to us, no undisputed amounts payable in respect of employees state insurance, income-tax, sales tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, goods and service tax (GST), Cess and other material statutory dues were in arrears as at Man h 31, 202ft for a period of more than six months from the date they became payable.

(b) According lo the information unit explanations given to ns, the following dues of income tax, sales tax, service tax, duly of customs, duly of excise and value added tax have not been deposited by the Company on account of disputes;

Name of the .Statute	Nature of the docs	Amoool (Its)	Period (o which the amount relates	l-oruiu where dispute is pending	Kciiiiirks if any
Nil	Nil	Nil	Nil	Nil	Nil

(viii) According to the information and explanations given to us, there are no transactions which are not accounted in the books of account which have been surrendered or disclosed as income during the year in Tax Assessment of the Company. Also, there are no previously unrecorded income which has been now recorded in the books of account. Hence, the provision stated in paragraph 3(viii) of the Order is not applicable to the Company.

{ix} (a) According to the information and explanations given to us, the company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender. Accordingly, clause 3(ix)(a) of the Order is not applicable.

(b) 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 been declared a wilful defaulter by any bank or financial institution or government or government authority.

(c) According to the Information and explanations given to us by the management, the Company has not obtained any term loans. Accordingly, clause 3(ix)(c) of the Order is not applicable.

(d) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds have been raised on short term basis bv the Company. Accordingly, clause 3(ix)(d) of the Order is not applicable.

(e) According to the information and explanations given to us and on an overall examination of the financial statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries as defined under the Companies Act, 2013. Accordingly, clause 3(ix)(c) of the Order is not applicable.

(0 According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries as defined under the Companies Act, 2013. Accordingly, clause 3{ix)(f) of (In- Order is not applicable.

(x) (a) The Company has not raised any moneys by way of initial public offer or further public offer

(including debt instruments). Accordingly, clause 3(x)(a) of the Order is not applicable.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, during the year the Company has made any preferential allotment *>2,50,(HHl equity share of face value Ks.lt) each at a premium of Rs.1.5 per share (i.e.at an issue price of Rs. 11.50 per share) aggregating to Rs.l0,63,75,000/-(Rupees Ten Crore Sixty three Lacs Sev enty Live Thousands Only.)

In Our Opinion and according to the information and explanations given to us, the company has complied with the requirement of Suction 42 and Section l>2 ot the companies ac 1,2013 read with the companies (Prospectus and Allotment of Securities) Rules, 20M. I he funds raised through the preferential allotment of shares have been utilized for the purpose for whit h it was raised.

N) (a) Based on examination of the books and records of the Comp,my and according to [W, information and explanations given to us, considering the principles of materiality outlineif/W

Standards on Auditing, we report that no fraud by the Company or on die Company has been noticed or reported during the course of the audit.

(b) According to die information and explanations given to us, no report under sub-section (12) of Section 143 of the Companies Act, 2013 has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Centra! Government.

(c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining the nature, timing and extent of our audit procedures.

(xii) According to the information and explanations given to us, die Company is not a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to us, the transactions with related parties are in compliance with Sections i77 and 188 of the Companies Act, 2013, where applicable, and the details of the related party transactions have been disclosed in the standalone financial statements as required by the applicable Indian Accounting Standards.

(xiv) In our opinion and according to the Information and explanations given to us, the Company is not required to have an internal audit system as per provisions of the Companies Act, 2013. Accordingly, clause 3(xiv) of the Order is not applicable.

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

(xvi) (a) I he Company is required to be registered under Section 45-1A of the Reserve Bank of India Act,

1934 and accordingly it is registered with the Reserve Bank of India.

(b) In our opinion, the Company has conducted Non-Banking Financial activities with valid Certificate of Registration (COR) from Reserve Bank of India Act, 1934.

(c) I he Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is nol applicable.

(d) According to the information and explanations provided to us during the course of audit, the Company is not a CIC. Accordingly, the requirements of clause 3(xvi){d) are not applicable.

(xvii) Tin* Company has nol incurred cash losses in the current but the company has incurred cash losses including investment losses in the immediately preceding financial year due to provision of Investment in equip share in M/s Kohinoor Taper it News Print Trivate l imited and M/s Kohinoor Pulp and Paper private I imited as the companies are under liquidation.

(xviii) there has been no resignation of the statutory auditors during the year. I Icncc. the provisions stilted in paragraph clause M xviii) of the Order is not applicable.

(xix) According to the Information and explanations given to us and on the basis of the financial rating ageing and expected dates of realization of financial assets and payment of financial liabilities, olfm? information accompanying the financial statements, our knowledge of the Board of Directors f$p

management plans and based on our examination of the evidence supporting t]ie assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of tlie audit report that the Company is not capable of meeting its liabilities existing at the dale 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 anv guarantee nor any assurance that all liabilities falling due within a period of one vear from the balance sheet date, will get discharged by die Company os and when they fall due.

(xx) In our opinion and according to the information and explanations given to us, there is no unspent amount under sub-section (5) of Section 135 of the Companies Act, 2013 pursuant to any project. Accordingly, clauses 3(xx)(a) and 3(xx)(b) of the Order ore not applicable.

(xxi) According to the information and explanations given to us by the management, (he provisions of clause 3{xxi) of die Order is not applicable to die company.

{Referred to in Paragraph 2(f) under Report on Other Legal and Regulators Requirements section of our report of

even date)

We have audited the internal financial controls over financial reporting of Classic Leasing & Finance Limited ("the Company") as of 31* March, 2026 in conjunction with our audit of the financial statements of tire Company for Uie year ended on that date.

Managements Responsibility for Internal Financial Controls

TIu¹ 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 essentia! 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. These responsibilities include the design, implementation and maintenance of adequate internal financial controls dial were operating effectively tor ensuring the orderly and efficient conduct of its business, including adherence to companys policies, (he safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of die accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 201 3.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We have 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 intern.il 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 it 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 anil 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 financ ial statements, whether due to fraud or error.

We believe that tin* audit evidence we have obtained is sufficient and appropriate to provide a basis lor 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 dial, 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 Ihe 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, Ihe 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, 2026, based on tire 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.