Compuage Infocom Ltd Auditor Reports

TO, The Members of Compuage Infocom Limited

Report on the Audit of the Standalone Financial Statements Disclaimer of Opinion

We were engaged to audit the accompanying standalone financial statements of Compuage Infocom Limited ("the Company"), which comprise the Standalone Balance Sheet as at 31st March, 2024, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

We do not express an opinion on the accompanying standalone financial statements of the Company. Because of the significance of the matters described in the Basis for Disclaimer of Opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements.

Basis for Disclaimer of Opinion

(a) As explained in note 1 to the financial statements, all the directors of the company except two directors, and Company Secretary have resigned from their positions in the Company prior to commencement of the Corporate Insolvency Resolution Process ("CIRP") on 2^nd November 2023 Upon commencement of the CIRP, the powers of the Board of Directors of the Company stand suspended and are exercised by the Resolution Professional ("RP"). Since these financial statements belong to the period comprising of both pre and post CIRP and hence, as infoinied to us, these financial statements have been prepared with the same "basis of preparation" as adopted by the erstwhile Board of Directors as enumerated upon the Board under Section 134(5), of the Companies Act, 2013 and related regulations, while highlighting/addressing any material departures as per the current conditions and events which occurred subsequent to the balance sheet date. We have been informed that for the closing balances as on 31^st March 2023 and period prior to initiation of CIRP, the RP has relied on the representations and statements made by existing staff/heads of the departments and accounts, Finance and Tax team of the Company. We have been given to understand that RP has signed the attached financial statements solely for the purpose of compliance and discharging his duty under the CIRP, governed by the Insolvency and Bankruptcy Code, 2016 (the "Code").

(b) As mentioned in note 39 to the financial statements, pursuant to the commencement of CIRP of the Company under Insolvency and Bankruptcy Code, 2016, there are various claims submitted by the financial creditors, operational creditors, employees and other creditors to the RP. The balances of financial creditors in the books have been adjusted to match the claims submitted by them. The overall obligations and liabilities including interest on loans and the principal amount of loans shall be determined upon the successful resolution of the Company. Pending final outcome of the CIRP, no accounting impact in the books of accounts has been made in respect of excess or short claims or non-receipt of claims for operational and financial creditors. Hence, consequential impact, if any, is currently not ascertainable and we are unable to comment on possible financial impact of the same.

(C) On the basis of information and explanations provided to us, as part of RPs responsibility under the CIRP, the RP has sent recovery notices to certain parties having outstanding trade receivables, has filed applications under section 138 of the Negotiable Instruments Act, 1881 to the extent of cheques available with the erstwhile management, and has also filed applications under section 9 of the Insolvency and Bankruptcy Code, 2016 as the case may be. The RP has been partially successful in recovery of some monies through settlements.

(d) As required by Standards on Auditing (SAs), we could not carry out certain mandatory audit procedures like attending physical verification of inventories, obtaining direct confirmations from banks / trade receivables / trade and other creditors etc. due to various factors. Accordingly, we could not obtain sufficient and appropriate evidence for adequacy and reasonableness of management estimates for various provisions, fair valuation / net realizable value of various assets etc. These matters can have material and pervasive impact on the financial statements. Consequential impact, if any, of matters described below, on recognition of certain components in financial statements including its presentation / disclosure is currently not ascertainable.

(e) Books of Accounts

As stated in note 1 to the accompanying standalone financial statements, the books of accounts maintained on SAP for the previous year ended 31^st March 2023 were not accessible due to corruption of the data which could not be retrieved till the time of signing of the financial statements and therefore we are unable to obtain sufficient and appropriate audit evidence with respect to the opening balances. Any changes to the opening balances would materially impact the financial statements including but not limited to the resultant accounting treatment thereof.

(f) Property, plant and equipment

Pending outcome of CIRP, the Company has not carried out impairment testing of these assets as at the balance sheet date.

During the year, the Company has closed down all its branches in India. However, the written down values of Property, plant and equipment located at these branches and which have ceased to be in the possession of the Company have not been written off. Impact on the balances of Property, plant and equipment and consequential impact on depreciation is not ascertainable.

(g) Inventories

Inventories are being carried at Rs. 9,359.07 lakhs out of which Rs. 2,379.70 lakhs are located at Singapore Branch which is not audited by us. The management was of the view that these inventories continue to remain marketable. However, due to ongoing default in payment to lenders who hold a hypothecation charge on these inventories, certain sale restrictions have been imposed. As most of the inventories remain unsold, the realizable value of the inventories is in doubt. We have been informed that the valuation report obtained by the HP is confidential and cannot be made available to us. In the absence of sufficient and appropriate evidence to support the managements assessment with respect to realizable value of the inventories, we are unable to comment on whether the inventories are being carried at cost or realizable value, whichever is lower as required by Ind AS 2 and the consequent impact, if any, on the carrying value of the aforesaid inventories.

(h) Trade Receivables and Provision for Doubtful Debts

Trade Receivables are being carried at Rs. 44,297.22 lakhs out of which Rs. 171.01 lakhs are of Singapore Branch which is not audited by us. Provision for Expected Credit Loss on Trade Receivables of Rs. 44,297.22 Lakhs has not been made. Furthermore, the said amount has not been debited to the Profit and Loss Account and has not been reduced from Trade Receivables in the Balance Sheet which is not in accordance with Ind AS. As stated in note 1 due to restrictions imposed by lenders on inventory sales, the Company is currently unable to make further supplies to customers. This disruption in the purchase-sales-collection cycle has posed challenges in debt collection and recovery. The expected realization of the amounts outstanding from customers is uncertain. Due to unavailability of confirmations, we are unable to comment on the impact, if any, on the carrying value of the aforesaid Trade Receivables, its Ageing Schedule and the adequacy of Provision for Expected Credit Loss. Further, as Provision for Expected Credit Loss of Rs._44,297.22_has not been made and not debited to the Profit and Loss Account, the loss has been understated to that extent.

(i) Balances with Government Authorities

Balances with Government Authorities are being carried at Rs. 5,456.11 lakhs. This balance comprises of VAT paid on account of disputed cases of Rs. 56.64 lakhs, Customs Duty Refund of Rs. 193.73 lakhs, Unjust Enrichment of Rs. 47.82 lakhs and GST Input Credit Available of Rs. 5,157.92 lakhs. The recoverability of VAT Refund, Customs Duty Refund and Unjust Enrichment depends on the outcome of the cases filed with the respective government departments. Availability and Utilization of GST Input Credit depends on the outcome of the CIRP and whether the Company is able make payments to its suppliers and to sell products in the future. Accordingly, we are unable to comment on the impact, if any, on the carrying value of the aforesaid Balances with Government Authorities.

(j) Trade Payables & Other Payables

Trade Payables are being carried at Rs. 28,740.29 lakhs and Other Payables are being carried at Rs. 546.80 lakhs. Certain parties have submitted their claims under CIRP amounting to Rs. 54,091.96 lakhs. Pending final outcome of the CIRP, no adjustments have been made in the books for the differential amount in the claims admitted. Accordingly, we are unable to ascertain the impact on the carrying value of the aforesaid Trade Payables and Other Payables, its ageing schedule and corresponding impact, on Purchase of stock- in-trade, if any.

(k) Advance to Suppliers

Advances to Suppliers are being carried at Rs. 40.06 lakhs. Due to unavailability of confirmations, we are unable to comment on the impact, if any, on the carrying value of the aforesaid Advances to Suppliers.

(l) Expenses

Expenses have been verified to the extent supporting evidences and documents were made available at the time of audit.

(m) We have been informed that the report submitted by the Forensic Auditor appointed by Committee of Creditors is confidential. Further, we have been informed by the Interim Resolution Professional & Resolution Professional that certain information including the minutes of meetings of the Committee of Creditors and the outcome of certain procedures carried out as part of the CIRP are confidential in nature and could not be shared with anyone other than the Committee of Creditors and NCLT. Accordingly, we are unable to comment on the possible financial impact, presentation and disclosures, if any, that may arise if we had been provided access to such information.

Material uncertainty related to Going Concern

The financial statements are presented with the assumption that the Company will be able to continue its operations and that it has the ability to meet its financial obligations and liabilities in the normal course of business. As stated in note 1 to the accompanying standalone financial statements, the business of the Company has been severely disrupted on account of extremely tight liquidity situation and inadequate support from major vendors and lenders, who have recalled the credit facilities. This situation has been further aggravated by high level of manpower attrition resulting in serious gaps in maintenance of IT systems and records. The Company has defaulted in respect of instalments and payment of interest on term loans and dues on account of cash credits from Banks. The Company is undergoing the Corporate Insolvency Resolution Process as explained in detail in note 39.

The Resolution Professional has prepared these financial statements using going concern basis of accounting based on their assessment of the successful outcome of the ongoing CIRP and accordingly no adjustments have been made to the carrying value of the assets and liabilities and their presentation and classification in the Balance Sheet.

Such events and conditions, along with the matters described in the section of Disclaimer of Opinion in our report, and their possible impact on erstwhile managements assumptions, and other matters as set forth in note 1, indicate that material uncertainty exists that may cast significant doubt on the Companys ability to continue as a going concern. In the absence of sufficient and appropriate evidence, we are unable to comment as to whether the going concern basis for the preparation of these financial statements taken by the Resolution Professional is appropriate.

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 standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Except for the matters discussed in the Basis for Disclaimer of Opinion Paragraph, there are no other Key Audit Matters to be communicated in the Auditors Report.

Responsibility of Management for the standalone financial statements

The Company has been under the Corporate Insolvency Resolution Process ("CIRP") under the provisions of the Insolvency and Bankruptcy Code, 2016 ("the Code") vide order dated 2^nd November 2023 passed by the National Company Law Tribunal ("NCLT"). The powers of the Board of Directors stand suspended as per Section 17 of the Code and such powers were being exercised by the Interim Resolution Professional (IRP) appointed by the NCLT by the said order under the provisions of the Code. As per Section 20 of the Code, the management and operations of the Company were being managed by the Interim Resolution Professional Mr. Arun Kapoor upon commencement of CIRP. Subsequently, vide order dated 29^th April 2024 passed by NCLT, the IRP Mr. Arun Kapoor was replaced by Resolution Professional (RP) Mr. Gajesh Labhchand Jain who is now responsible for the management and operations of the Company.

The management 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, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, including the Accounting Standards specified 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 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 standalone financial statements, management 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Under Section 20 of the Code, it is incumbent upon the Resolution Professional to manage the operations of the Company as a going concern upon initiation of CIRP and the financial statements which have been prepared on going concern basis have been considered by the Resolution Professional accordingly.

The management is also responsible for overseeing the Companys financial reporting process.

Auditors responsibilities for the audit of the Standalone Financial Statements

Our responsibility is to conduct an audit of the accompanying standalone financial statements in accordance with Standards on Auditing specified under section 143(10) of the Act, and to issue an auditors report. However, because of the matters described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements. 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 Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.

Other Matter

We have not audited the financial statements and other financial information of one of the branches located outside India.

These financial statements and financial information have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the standalone financial statements, in so far as it relates to the amounts and disclosures included in respect of the foreign branch and our report in terms of section 143 (3) of the Act, insofar as it relates to the aforesaid foreign branch is based solely on the reports of the other auditors. The auditors of the branch have expressed a disclaimer of opinion for the financial statements of the branch.

The financial statements and other financial information of the foreign branch which is located outside India whose financial statements and other financial information has been prepared in accordance with accounting principles generally accepted in that country and which has been audited by other auditors under generally accepted auditing standards applicable in that country The Companys management has converted the financial statements of this branch located outside India from accounting principles generally accepted in its respective country to accounting principles generally accepted in India We have audited these conversion adjustments made by the Companys management. Our opinion in so far as it relates to the balances and affairs of the branch located outside India is based on the reports of other auditors and the conversion adjustments prepared by the Management of the Company and audited by us.

Our opinion on the standalone financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

Report on legal and other 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 (11) of section 143 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, which is subject to the possible effects of the matters described in the Basis for Disclaimer of Opinion section above and the Basis for Disclaimer of Opinion in our separate Report on the Internal Controls over Financial Reporting.

2. As required by section 143 (3) of the Act, based on our audit and on the consideration of the report of the other auditors on separate financial statements and the other financial information of its foreign branch, as noted in the "other matters" paragraph, we report, to the extent applicable that:

(a) except as described in the Basis for Disclaimer of Opinion section above, 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) the Company has maintained books of account. However due to conditions and the possible effects of the matters described in the Basis for Disclaimer of Opinion section above, we are unable to state whether proper books of account as required by law have been kept by the Company;

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

(d) due to the possible effects of the matters described in the Basis for Disclaimer of Opinion section, we are unable to state whether the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) the matters described in the Basis for Disclaimer of Opinion and in the Material Uncertainty related to Going Concern section above, in our opinion, may have an adverse effect on the functioning of the Company.

(f) on the basis of written representations received from the suspended directors as on 31^st March 2024, none of the suspended directors are disqualified as on 31^SI March 2024 from being appointed as a director in terms of Section 164(2) of the Act;

(g) the reservation relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Disclaimer of Opinion section above

(h) with respect to the adequacy of the internal financial controls over financial reporting of the Company and operating effectiveness of such controls, refer to our separate report in Annexure B. Our report expresses disclaimer opinion on the Companys internal financial controls over financial reporting for the reasons stated therein;

(i) with respect to the other matter to be included in the Auditors Report in accordance with the requirements of section 197(16) of the Act as amended, during the year, the Company has accrued an amount of Rs. 65.83 lakhs in the books of account without making payment of remuneration to its directors. Considering unavailability of requisite documents, we are unable to comment on compliance of provisions of section 197 of the Act;

(j) other than the possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph above, 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 :

(i) the Company has disclosed the impact on pending litigations on its financial position in its standalone 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 has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

(iv) (a) 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 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 or entity, including foreign entity (Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 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 on behalf of the Ultimate Beneficiaries; and

(c) Based on the audit procedures that we have considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under subclause (a) and (b) above, contain any material mis-statement.

(v) The Company has not declared any dividend during the year;

(vi) Based on our examination which included test checks, the Company has not used accounting software for maintaining its books of account for the financial year ended 31st March, 2024 which has a feature of recording audit trail (edit log) facility.

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

The Annexure A referred to in our Independent Auditors Report to the members of the Company on the standalone financial statements for the period ended 31^st March 2024, we report that:

(i) (a) (A) As stated in note 1 to the accompanying standalone financial statements, the books of accounts aintained on SAP were not accessible due to high level of manpower attrition resulting in serious gaps in maintenance of IT systems and records.

In view of the above, we are unable to comment on whether the Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment.

(B) Due to the reasons stated in (A) above, we are unable to comment on whether the Company has maintained proper records showing full particulars of intangible assets.

(b) During the year, the Company has closed down all its branches in India. However, the written down values of Property, plant and equipment located at these branches and which have ceased to be in the possession of the Company have not been written off.

As explained to us, RP has not carried out physical verification of the Property, Plant & Equipment Considering unavailability of requisite documents, we are unable to report on clause 3(i)(b) of the Order with regard to frequency, discrepancies, if any, and its treatment in the books of account.

(c) As explained to us, the title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statements are held in the name of the Company.

(d) As explained to us, the Company has not revalued its Property, Plant & Equipment or intangible assets during the year. Therefore, the provisions of clause 3(i)(d) of the Order are not applicable to the Company.

(e) As explained to us, no proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder. Therefore, the provisions of clause 3(i)(e) of the Order are not applicable to the Company.

(ii) (a) As explained to us, prior to the CIRP period, all the inventories from all the branches in India have een brought to one goodwill audited Bhiwandi, Maharashtra. Since then, physical verification of inventory has been conducted only once prior to commencement of CIRP by the erstwhile suspended management. In the absence of proper documentation, we are unable to comment whether the frequency of verification by the management is reasonable and the coverage and procedure of such verification by the management is appropriate, and whether discrepancies of 10% or more in the aggregate for each class of inventory were noticed.

(b) As explained to us, the Company has not been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets in the current year. Further, working capital limits in excess of five crore rupees sanctioned by banks or financial institutions in earlier years had become NPA Hence, no quarterly returns or statements have been filed by the Company with such banks or financial institutions. Therefore, the provisions of clause 3(ii)(b) of the Order are not applicable to the Company.

(iii) The Company has not made 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 during the year Therefore, the provisions of clause 3(iii) of the Order are not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Act in respect of loans, investments, guarantees and security, as applicable.

(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public during the year within the meaning of Sections 73 and 76 of the Act. In respect of unclaimed deposits, the Company has complied with the provisions of Sections 74 and 75 or any other relevant provisions of the Act We are informed by the management that no order has been passed by the Company Law Board, National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vi) As explained to us, the Central Government has not prescribed the maintenance of Cost Records under section 148(1). Therefore, the provisions of clause 3(vi) of the Order are not applicable to the Company.

(vii) (a) According to the information and explanations given to us, the Company has been generally regular

in depositing undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and any other statutory dues to the appropriate authorities during the year except for Income Tax

According to the information and explanations given to us, no undisputed amounts payable in respect of Goods and Services Tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and any other material statutory dues were in arrears, as at 31" March 2024 for a period of more than six months from the date they became payable except for Profession Tax amounting to Rs 96,178/- and Income Tax for A. V. 2021-22 amounting to Rs. 3,41,69,670/- and Income Tax for A. Y. 2022-23 amounting to Rs. 3,30,81,600/-. The Company has made an application to the Income Tax Department to adjust this tax payable for A Y. 2021-22 against refund due for A. Y. 2020-21 amounting to Rs. 4,29,62,590/- as determined by Intimation u/s 143(1) of the Income Tax Act, 1961

(b) According to the information and explanations given to us, the amounts which have not been deposited as on 31^st March 2024 on account of any dispute, are as follows :

Name of the statute	Nature of Dues	Amount (Rs. in lakhs)	Period to which the amount relates	Forum where the dispute is pending
Sales Tax & Entry Tax Acts of respective states	Sales Tax and Entry Tax	3.67	2014-2015	A.C. Appeal
		18.94	2007-2013	D.C Appeal
		4.82	2009-2010	D C. Appeal
		9.82	2010-2011	D.C. Appeal
		24.50	2011-2012	D C. Appeal
		8.08	2012-2013	D.C. Appeal
		15.00	2013-2014	D.C. Appeal
		31.71	2014-2015	D.C. Appeal
		6.42	2015-2016	D.C. Appeal
		4.10	2016-2017	D.C. Appeal
		36.43	2015-2016	J.C Appeal
Goods and Service Tax Act, 2017	Goods and Service Tax	82.30	2017-2018
The Customs Act, 1962	Custom Duty	1,088.93	2009-2022	Departmental Authorities / CESTAT
Income Tax Act, 1961	Income Tax	6,554.45	2019-20	CIT (Appeals)

(viii) As explained to us, there are no transactions which were not recorded in the books of account which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

(ix) (a) In our opinion and according to the information and explanations given to us, the Company has defaulted in repayment of loans and other borrowings and in the payment of interest thereon to lenders as stated below (details provided to the extent available):

Nature of borrowing	Name of Lender	Amount not paid on due date (Rs. in lakhs)	Whether principal or interest	No. of days delay or unpaid (upto 31.3.2023)
1. Unsecured Loan	Arka Fincap Limited	216.88	Principal	6
2. Unsecured Loan	Arka Fincap Limited	24.77	Principal	5
3. Unsecured Loan	Arka Fincap Limited	121.64	Principal	2
4. GECL Loan	Bandhan Bank	12.41	Both	26
5. GECL Loan	Central Bank of India	57.38	Both	42
6. GECL Loan	Central Bank of India	57.38	Both	14
7. GECL Loan	Indian Bank	34.71	Both	31
8 GECL Loan	Indian Bank	34.12	Both	2
9. Unsecured Loan	Livfin India Pvt. Ltd.	76.95	Principal	5
10. Unsecured Loan	Livfin India Pvt. Ltd.	49.99	Principal	3
11. Unsecured Loan	Livfin India Pvt. Ltd.	79.96	Principal	2
12 Term Loan	Mahindra & Mahindra Financial Services Ltd.	7.48	Principal	25
13. Working Capital Loan	Equentia Financial Service Pvt Ltd	59.99	Principal	2
14. Working Capital Loan	Equentia Financial Service Pvt Ltd	234.99	Principal	1
15. Working Capital Loan	Profectus Capital Pvt Ltd	139.91	Principal	7
16. Working Capital Loan	Profectus Capital Pvt Ltd	359.43	Principal	6
17. Unsecured Loan	Siemens Factoring Pvt. Ltd.	397.32	Principal	26
18. Unsecured Loan	Siemens Factoring Pvt. Ltd.	198.62	Principal	22
19 GECL Loan	Tata Capital Ltd.	15.07	Principal	54
20. GECL Loan	Tata Capital Ltd.	14.56	Principal	26
21 Working Capital Loan	Eight Finance Pvt. Ltd.	500.00	Principal	23

(b) As explained to us, 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, the Company has not taken any term loans during the year. Therefore, the provisions of clause 3(ix)(c) of the Order are not applicable to the Company.

(d) In our opinion and according to the information and explanations given to us, funds raised on short erm basis have not been utilized for long term purpose.

(e) In our opinion and according to the information and explanations given to us, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.

(f) In our opinion and according to the information and explanations given to us, the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

(x) (a) The Company has not raised moneys by way of initial public offering or further public offer (including debt instruments) during the year. Therefore, the provisions of clause 3(x)(a) of the Order are not applicable to the Company.

(b) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year. Therefore, the provisions of clause 3(x)(b) of the Order are not applicable to the Company.

(xi) (a) According to the information and explanations given to us, no material fraud by the Company or on he Company has been noticed or reported during the year.

(b) According to the information and explanations given to us, 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) As represented to us by the management, there were no whistle-blower complaints received during the year by the Company.

(xii) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company.

(xiii) To the best of our knowledge and belief and according to the information and explanations given to us, all transactions with related parties are in compliance with Sections 177 and 188 of the Act where applicable and details have been disclosed in the financial statements, as required by the applicable accounting standards.

(xiv) (a) To the best of our knowledge and belief and according to the information and explanations given to

us, the Company does not have an internal tiudil system commensurate with the size and nature of its business since currently there are no significant ongoing business activities.

(b) As stated in (a) above, since the Company does not have an internal audit system, there are no internal audit reports issued by the Company and hence, question of considering the internal audit reports does not arise.

(xv) To the best of our knowledge and belief and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with them. Therefore, the provisions of clause 3(xv) of the Order are not applicable to the Company.

(xvi) (a) To the best of our knowledge and belief and according to the information and explanations given to us the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Therefore, the provisions of clause 3(xvi)(a) of the Order are not applicable to the Company.

(b) To the best of our knowledge and belief and according to the information and explanations given to us, the Company has not conducted any Non-Banking Financial or Housing Finance activities. Therefore, the provisions of clause 3(xvi)(b) of the Order are not applicable to the Company.

(c) To the best of our knowledge and belief and according to the information and explanations given to us, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Therefore, the provisions of clause 3(xvi)(c) of the Order are not applicable to the Company.

(d) To the best of our knowledge and belief and according to the information and explanations given to us, there is no CIC as part of the Group. Therefore, the provisions of clause 3(xvi)(d) of the Order are not applicable to the Company.

(xvii) To the best of our knowledge and belief and according to the information and explanations given to us, the Company has incurred cash loss of Rs 37,205.32 lakhs in the financial year and has incurred cash loss of Rs. 20,095.12 lakhs in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year. Therefore, the provisions of clause 3(xviii) of the Order are not applicable to the Company.

(xix) As referred to in "Material uncertainty related to Going Concern" paragraph in our main audit report and as disclosed in Note 1 to the accompanying standalone financial statements and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the erstwhile Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, there exists a material uncertainty as on the date of the audit report that Company may not be 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.

(xx) (a) To the best of our knowledge and belief and according to the information and explanations given to

us, the unspent amount under sub-section (5) of Section 135 of the Act in respect of other than ongoing projects has not been transferred to a Fund specified in Schedule VII of the Companies Act within a period of six months of the expiry of the financial year in compliance with second proviso to sub-section (5) of section 135 of the said Act,

(b) To the best of our knowledge and belief and according to the information and explanations given to us, the unspent amount under sub-section (5) of Section 135 of the Act pursuant to any ongoing projects has not been transferred to special account in compliance with provision of sub section (6) of section 135 of the Companies Act.

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

Disclaimer of Opinion

We were engaged to audit the internal financial controls over financial reporting of Compuage Infocom Limited ("the Company") as of 31st March 2024 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

We do not express an opinion on the internal financial controls over financial reporting of the Company. Because of the significance of the matters described in the "Basis for Disclaimer of Opinion" section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on internal financial controls over financial reporting of the Company.

Basis for Disclaimer of Opinion

The system of internal financial controls over financial reporting with regard to the Company were not made available to us to enable us to determine if the Company has established adequate internal financial controls over financial reporting and whether such internal financial controls were operating effectively as at 31^s1 March 2024 due to reasons as stated in Note 1 of the financial statements.

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 conducted in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") and the Standards on Auditing, 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 the Institute of Chaileied Accountants of India.

However, because of the matters described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an 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

For Bhogilal C. Shah & Co.

Chartered Accountants

Firms registration No. 101424W

Suril Shah

Partner

Membership No. 42710

UDIN: 25042710BMIZKL7502

Mumbai, January 3, 2025