To the Members of Earkart Limited [Formerly known as EARKART PRIVATE LIMITED]
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial statements of Earkart Limited (the Company), which comprise the Balance Sheet as at 31st March 2026, the statement of profit and loss, 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.
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, as amended, (the Act) 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 March 31,2026, and its profit, 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 of 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 Act, 2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these 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
SA-701 requires communicating Key Audit Matters in the Independent Auditors Report.
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 including explanatory notes forming part of the Financial Statements, 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 management and board of directors are responsible for the preparation of the other information. The other information comprises the information included in the Boards Report including Annex- ures to Boards Report, Business Responsibility 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 the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information obtained prior to the date of this auditors report, we conclude that there is a material misstatement therein, we are required to report that fact to those charged with governance and take necessary actions - It is hereby mentioned 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 the matters stated in section 134(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 of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
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.
The Board of Directors are also responsible for overseeing the Companys financial reporting process. Auditors Responsibilities for the Audit of the 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 the 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 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.
- 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 the 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. 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 financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.
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.
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companys preparation of the standalone financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Our opinion is not modified in respect of this matter.
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 (11) of section 143 of the Companies Act, 2013, we give in Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based on our audit, we report, to the extent applicable, that:
I. 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.
II. In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
III. The company does not have any other branch office of the company audited under sub-section 143(8) of the Act.
IV. The Balance Sheet and the Statement of Profit and Loss and the statement of cash flow dealt with by this Report are in agreement with the books of account.
V. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
VI. In our opinion, there were no financial transactions or the matters which have any adverse effect on the functioning of the company;
VII. On the basis of the written representations received from the director as on 31 March 2026 taken on record by the Board of Directors, the director is not disqualified as on 31 March 2026 from being appointed as a director in terms of Section 164 (2) of the Act;
VIII. In our opinion there is no adverse remark relating to the maintenance of accounts and other matters connected therewith;
IX. With respect to the matter to be included in the Auditors Report in accordance with the requirements of section 197 of the Act, as amended, in our opinion and according to the information and explanations given to us, the remuneration paid by the company to its directors during the year is in accordance with the provisions of section 197 of the Act.
X. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such control, refer to our separate report in Annexure B. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the companys internal financial controls over financial reporting.
XI. 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:
a) The Company does not have any pending litigations, which would impact its financial position.
b) The Company does not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
c) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
d) (i) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, 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, 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;
(ii) The management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), including foreign entities (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
(iii) Based on audit procedures which we 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) contain any material mis-statement.
e) The company has not declared or paid any dividend during the year, hence provisions of section 123 of the Companies Act, 2013 is not applicable.
f) Based on our examination, which included test checks, the Company has used accounting softwares for maintaining its books of account for the financial year ended March 31,2026 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares. Further, during the course of our audit we did not come across any instance of the audit trail feature being tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention.
| For TIMSI & ASSOCIATES |
| CHARTERED ACCOUNTANTS |
| FRN: 020141C |
| PEER REVIEW CERTIFICATE NO. 025242 |
| UDIN: 26535006KENILQ6450 |
| Sd/- |
| CA TIMSI SHARMA |
| PROPRIETOR |
| M. NO.: 535006 |
| Date: 29.05.2026 |
| Place: NOIDA |
ANNEXURE- A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under Report on other legal and regulatory requirements section our report to the members of EARKART LIMITED [Formerly known as EARKART PRIVATE LIMITEDl of even date
Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial statements of the company and taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit, and to the best of our knowledge and belief, in accordance to clause 3 of Companies (Auditors Report) Order, 2020, we report that:
(i) In respect of its Property, Plant & Equipment:
a) (A) The company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment (B) The company has maintained proper records showing full particulars of intangible assets.
b) The Property, Plant & Equipment have been physically verified by the management on yearly basis for the year under consideration. According to the information and explanations given to us, discrepancies, if any, arising from such physical verification have been suitably accounted for in the books of accounts.
c) The company does not own any immovable property as at March 31 st , 2026. There are no Title deeds in respect of immovable property (other than properties where the company is the lessee, and the lease agreements are duly executed in favour of the lessee) not held in the name of the company.
If not, provid
e the details thereof in the format below: -
| Descripti on of Property | Gross Carryi ng Value | Held in Name of | Whether Promoter Director or their relative or employee | Period held indicate range where appropriate | Reason for not being Held in Name of company, |
| Not applicable |
d) The company has not revalued any of its Property, Plant & Equipment (including Right of Use assets) or Intangible assets during the year.
e) According to the information and explanation given to us, no proceedings have been initiated or are pending against the company as at March 31,2026 for holding any benami property under The Benami Transactions (Prohibition) Act, 1988 (45 of 1988) (as amended in 2016) and rules made thereunder.
(ii) (a) The Physical verification of inventory has been conducted on yearly basis for the year under consideration by the management and in our opinion, the coverage and procedure of such verification by the management is appropriate for the year under consideration. As per information and explanation given to us by the company, no
discrepancy of 10% or more in the aggregate for each class of inventory were noticed. Other discrepancies were properly dealt with in the books of account.
(b) The Company has been sanctioned working capital limits in excess of five crores rupees during the year from Punjab National Bank [Sanctioned Limit = Eight crores], in aggregate, from bank on the basis of security of current assets. As per information and explanations given to us, primarily the monthly returns or statements filed by the company with such banks or financial institutions are in agreement with the books of account of the company and no material discrepancies were noticed / except for certain variances arising from the filing of statements based on provisional, unaudited figures. The details of such differences are summarized below:
Amount in Lakhs
| Period | Bank name | Nature of statement | Statement value | Book Value | Difference | Reason for variance |
| 30-Sep-25 | PNB | Debtors | 2224.41 | 2224.11 | 0.30 | Figures reported in the statements filed with the banks are unreconciled balances on the basis of Unaudited statements. Though, Figures report on 30.09.2025 as per Limited Review report and in Financial statements as on 31.03.2026 represent the overall financial position on the basis of reconciled balances or balances having realizable value. The difference in stock as on 31.03.2026 of Rs 24.81 lakhs is primarily on account of Goods in transit shown separately in financial statements. |
| 31-Mar-26 | PNB | Stock | 1093.16 | 1068.35 | 24.81 | |
| 31-Mar-26 | PNB | Debtors | 2119.67 | 2113.85 | 5.83 | |
| 31-Mar-26 | PNB | Creditors | 136.32 | 136.34 | (0.01) |
(iii) According to the information and explanations given to us and on the basis of our examination of the records of the Company:
(a) The Company has not made any investments in, provided guarantees or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships, or other parties during the year. (A) Details with respect to investments, loans or advances and guarantees or
security to subsidiaries, joint ventures and associates;
| Description | Investments | Guarantee | Loans or advances | Security |
| Aggregate amount given during the year | Nil | Nil | Nil | Nil |
| Balance o/s at the Balance sheet date | Nil | Nil | Nil | Nil |
(B) Details with respect to investments, loans or advances and guarantees or security to parties other than subsidiaries, joint ventures and associates;
| Description | Investments | Guarantee | Loans or advances | Security |
(b)
| Aggregate amount given during the year | Nil | Nil | Nil | Nil |
| Balance o/s at the Balance sheet date | 14,95,949/- (opening Balance) | Nil | Nil | Nil |
n our opinion, the terms and conditions of the investments held by the Company
are, prima facie, not prejudicial to the companys interest.
(c) to (f) According to the information and explanations given to us, the Company has not granted any loans or advances in the nature of loans during the year. Accordingly, reporting under clauses 3(iii)(c), (d), (e), and (f) is not applicable.
(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 Companies Act, 2013, except for the instance detailed below:
During the financial year, the Company completed an Initial Public Offering (IPO) which included an Offer for Sale (OFS) by the promoters. On October 08, 2025, the Company remitted the gross OFS proceeds to the promoters without deducting their proportionate share of the issue expenses, amounting to Rs 56,34,340/-.
This transaction constituted an advance in the nature of a loan to a promoter in contravention of Section 1 85 of the Companies Act, 201 3. The Company has subsequently recovered the entire proportionate expense amount from the promoters via cheque deposit on May 27, 2026. Consequently, there is no outstanding balance due from the promoters as on the date of this report subject to realization, and interest has also been charged and accrued on the said temporary advance.
(v) In our opinion and according to the information and explanations given to us, the Company has complied with the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder, where applicable, with regard to deposits accepted and amounts deemed to be deposits. According to the information and explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal against the Company in this regard
(vi) In our opinion, having regard to the nature of the companys business activities, the maintenance of cost records has been specified by the Central Government under subsection (1) of Section 148 of the Companies Act, 2013. However, since the Company is registered as a Small Enterprise under the Micro, Small and Medium Enterprises Development Act, 2006, it is exempt from the applicability of the Companies (Cost Records and Audit) Rules, 2014. Hence, the accounts and cost records have not been specified for maintenance, and reporting under Clause 3(vi) of the Order is not applicable
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees State Insurance, Income-tax, Duty of Customs, Cess and
other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.
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, Duty of Customs, Cess and other material statutory dues were in arrears as at March 31, 2026 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us there are no statutory dues which have not been deposited on account of any dispute.
(viii) As per information and explanation given to us and on the basis of our examination of the records of the Company, there were no transactions relating to previous unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
(ix) As per Information and explanation given to us and on the basis of our examination of the records of the Company,
(a) The company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender. Accordingly, reporting the format of period and amount of default under this sub-clause is not applicable
(b) The company has not been declared willful defaulter by any bank or financial institution or government or any government authority.
(c) As per Information and explanation given to us and in our opinion, the term loans were applied for the purpose for which the loans were obtained.
(d) On an overall examination of the financial statements of the company, funds raised on short- term basis have, prima facie, not been used during the year for long term purposes by the company.
(e) 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, associates or joint ventures. However, in respect of promoters, the Company temporarily funded the promoters proportionate share of IPO/OFS expenses amounting to Rs 56,34,340/- from October 8, 2025, to May 27, 2026, which has since been fully recovered by the Company via cheque deposit on May 27, 2026. Consequently, there is no outstanding balance due from the promoters as on the date of this report subject to realization, and interest has also been charged and accrued on the said temporary advance.
(f) The company has not raised any loans during the year on the pledge of securities held in its subsidiaries, Joint ventures or associate companies.
(x) (a) In our opinion and according to the information and explanations given to us, the moneys raised by way of Initial Public Offer (IPO) during the year were applied by the Company for the purposes for which they were raised, except for a temporary administrative oversight where the Company remitted the gross Offer for Sale (OFS) proceeds to the promoters on October 08, 2025, without deducting their proportionate
share of issue expenses amounting to Rs 56,34,340/-. We further report that this amount was subsequently regularized and fully recovered by the Company from the promoters via cheque deposit on May 27, 2026 and interest has also been charged and accrued on the said temporary advance. Aside from this temporary delay in expense allocation, there are no unrectified as of the date of authorization of these financial statements.
Out of the 2025raised through the fresh issue component of the IPO, an amount of Rs 30.63 crores has been utilized during the year for the specified objects. The remaining unutilized balance of Rs 14.12 crores as of March 31,2026, has been temporarily parked / maintained in the companys Escrow Account, in line with the monitoring policies stated in the Prospectus. Thus, reporting of the details together with delays or default and subsequent rectification, if any, 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 made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year therefore, the provisions of, section 42 and section 62 and other relevant sections of the companies Act 2013 are not applicable. Hence reporting under clause 3(x)(b) of the Order is not applicable.
(xi) According to the information and explanations given to us and on the basis of our examination of the records of the Company:
(a) No fraud by the company and no fraud on the company has been noticed or reported during the year.
(b) 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) No whistle blower complaints have been received by the company during the year (and upto the date of this report).
(xii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company is not a Nidhi Company. Accordingly, reporting for clauses 3 (xii) (a) to (c) of the Order are not applicable to the company.
(xiii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, transactions with the related parties are in compliance with section 177 to 188 of the Act where applicable and the necessary details have been made disclosed in the explanatory notes forming part of the financial Statements, as required by the applicable accounting standards.
(xiv) In our opinion and according to the information and explanations given to us:
(a) The Company has an internal audit system which is commensurate with the size of the Company and the nature of its business.
(b) We have considered the internal audit reports issued by the internal auditors of the Company for the period under audit, in determining the nature, timing, and extent of our statutory audit procedures.
(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 with its directors during the year. Hence, the provisions of section 192 of the companies Act, 2013 have been complied with. Accordingly, reporting under Clause 3(xv) of the Order is not applicable.
(xvi) According to the information and explanations given to us and on the basis of our examination of the records of the Company:
(a) The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance activities during the year without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934.
(c) As per Information and explanation given to us, the company does not have any Core Investment Company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directors, 2016).
(xvii) According to the information and explanations given to us and based on the audit procedures conducted, the company has not incurred cash losses during the Financial Year covered by our audit and the immediately preceding Financial Year.
(xviii) There has been no resignation of the statutory auditors of the Company during the year. Accordingly, the reporting requirement under Clause 3(xviii) of the Order is not applicable.
(xix) According to the information and explanations given to us 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 Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that the Company is not capable of meeting its liabilities existing at the date of the 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.
(xx) (a) 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 unspent amount relating to other than ongoing projects that is required to be transferred to a Fund specified in
Schedule VII to the Companies Act, 2013 in compliance with the second proviso to sub-section (5) of Section 135 of the said Act.
(b) According to the information and explanations given to us, there is no amount remaining unspent under sub-section (5) of Section 135 of the Companies Act, 2013 pursuant to any ongoing project that is required to be transferred to a special account in compliance with the provisions of sub-section (6) of Section 135 of the said Act.
(xxi) According to the information and explanations given to us and based on the Companies (Auditors Report) Order (CARO) report issued by us for the Parent Company included in the consolidated financial statements, there are no qualifications or adverse remarks reported in the CARO reports of the companies included in the consolidated financial statements, except for the Parent Company. The standalone CARO report of the Parent Company contains the following factual disclosures/remarks:
| Name of the Entity | Relationship | Clause Number of CARO | Brief Details of the Remark |
| Earkart Limited | Parent Company | Clause 3 (iv) | The Company temporarily funded the promoters share of IPO expenses, which was recovered on May 27, 2026 via cheque deposit subject to realization, interest has also been charged and accrued on the said temporary advance. |
| Earkart Limited | Parent Company | Clause 3(x)(a) | Represents a temporary delay in regularizing the allocation and recovery of the promoters proportionate share of IPO expenses. |
| Earkart Limited | Parent Company | Clause 3(ix)(e) | The Company temporarily funded the promoters share of IPO expenses, which was recovered on May 27, 2026 via cheque deposit subject to realization. |
| (Note: The | Wholly Owned Subsidiary incorporated in the USA is a foreign component | ||
and is not subject to reporting under CARO; hence, no remarks are applicable for that component)
| For TIMSI & ASSOCIATES |
| CHARTERED ACCOUNTANTS |
| FRN:020141C |
| PEER REVIEW CERTIFICATE NO. 025242 |
| UDIN: 26535006KENILQ6450 |
| Sd/- |
| CA TIMSI SHARMA |
| PROPRIETOR |
| M. NO.: 535006 |
| Date: 29.05.2026 |
| Place: NOIDA |
Annexure B to the Independent Auditors
Report on the Internal Financial Controls with reference to financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of Earkart Limited [Formerly known as EARKART PRIVATE LIMITEDl as on 31st March 2026 in conjunction with our audit of the standalone financial statements of the Company for the period 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 Act.
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 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 procedures selected depend on the auditors judgement, 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 31st March 2026, 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.
| For TIMSI & ASSOCIATES | |
| CHARTERED ACCOUNTANTS | |
| FRN:020141C | |
| PEER REVIEW CERTIFICATE NO. 025242 | |
| UDIN: 26535006KENILQ6450 | |
| Sd/- |
| CA TIMSI SHARMA |
| PROPRIETOR |
| M. NO.: 535006 |
| Date: 29.05.2026 |
| Place: NOIDA |
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