To
The Members,
Esha Media Research Limited
Report on the Audit of the Financial Statements
Qualified Opinion
1. We have audited the accompanying financial statements of Esha Media Research Limited (the Company") which comprise the Balance Sheet as at 31st March, 2026, the 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 a summary of material accounting policies and other explanatory information (hereinafter referred to as financial statements).
2. In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matters described in the Basis for Qualified Opinion Paragraph, the aforesaid financial statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2026, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Qualified Opinion
3. As disclosed in Note 15.1 to the financial statements, the Company is in process of regularizing the non- compliances as per section 73 and 74 of the Act. The consequential financial impact of the non- compliances will be recognized in the books of account upon final resolution of the matter. This matter was also qualified in the earlier year.
4. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors Responsibilities tor 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 Act and the Rules thereunder, and we have fulfilled our ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.
Material uncertainty related to going concern
5. Attention is invited to note 51 of notes to the financial statements which indicate that the Company has accumulated losses, the net worth of the Company is fully eroded, and the Companys current liabilities exceeds its current assets. These conditions indicate there is existence of a material uncertainty that may cast doubt about entitys ability to continue as a going concern. The Company has received commitment from the promoters / management for infusing the funds as and when required for any working capital requirement or any other shortfall that may arise. Accordingly, the financial statements are prepared on a going concern basis. Our opinion is not modified in respect of the above matter. Attention was also drawn by us in our audit report for the financial year ended 31st March 2025.
6. a. Attention is invited to note 30(a) of notes to the financial statement which states that the Company
is in the process of regularizing the secretarial non-compliances mentioned in the Secretarial audit report issued by the Company Secretary on 5th September 2025 for the financial year 2024-25. In the opinion of the management, these are procedural matters and it does not expect any significant outflow on account of such regularizations. Our opinion is not modified in respect of the above matter. Attention was also drawn by us in our audit report for the financial year ended 31st March 2025.
b. Attention is invited to Note 30(b) to the financial statements, which states that the Company is in the process of regularizing certain other non-compliances relating to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations. The management is of the view that these are procedural in nature and does not expect any significant outflow arising from such regularization. Our opinion is not modified in respect of this matter.
Key Audit Matter
7. Except for the matters described in the Basis for Qualified Opinion paragraph and Material Uncertainty Related to Going Concern, we have determined that there are no key audit matters to communicate in our independent auditors report.
Information other than the financial statements and Auditors Report Thereon
8. The Companys Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Boards Report including Annexures to Boards Report and Shareholders Information but does not include the financial statements and our independent auditors report thereon. These reports are expected to be made available to us after the date of this independent auditors report.
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 financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
When we read these reports, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
Responsibilities of Management and Board of directors for the Financial Statements
9. The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of the financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and 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 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 management and the Board of Directors are 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
10. 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 Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with respect to financial statements 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 the management.
Conclude on the appropriateness of management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the 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 financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the 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 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 financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
11. As required by the Companies (Auditors Report) Order, 2020 (the Order) issued by the Central
Government of India in terms of Section 143(11) of the Act, we give in the Annexure I" a statement on
the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
12. As required by Section 143(3) of the Act, we report that:
a. Except for the matters stated in the Basis of Qualified Opinion paragraph, 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. Except for the possible effects of the matters stated in the Basis of Qualified Opinion paragraph and matters stated in the paragraph 14(j)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, 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;
c. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account;
d. Except for the possible effects of the matter stated in the Basis of Qualified Opinion paragraph, in our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 of the Act;
e. In our opinion, the matters described in the Basis for Qualified Opinion paragraph and going concern matter described in Material Uncertainty Related to Going Concern paragraph above, may have an adverse impact on the functioning of the Company.
f. Subject to the matter described in Basis for Qualified Opinion paragraph, on the basis of the written representations received from the directors as on 31st March 2026, taken on record by the Board of Directors, none of the directors are disqualified as on 31st March 2026 from being appointed as a director in terms of Section 164(2) of the Act;
g. The qualification relating to the maintenance of accounts and other matters connected therewith are already stated in the basis for qualified opinion paragraph and paragraph 14(b) above on reporting under Section 143(3)(b) of the Act and paragraph 14(j)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;
h. With respect to adequacy of internal financial controls with reference to financial statements of the Company and operating effectiveness of such controls, refer to our separate report given in Annexure II. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls with reference to financial statements;
i. With respect to the other matters to be included in the Auditors Report in accordance with the requirements of Section 197(16) of the Act:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its Whole-time director during the year is in accordance with the provisions of Section 197 read with Schedule V to the Companies Act; and
j. Wth 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 does not have any pending litigation which would impact its financial position. Also refer note 28 of notes to the 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 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 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 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;
(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11 (e), as provided under (a) and (b) above, contain any material misstatement. Also, refer note 44 of notes to the financial statements.
v. The Company has not declared or paid dividend during the year. Hence our comments on compliance with section 123 of the Companies Act, 2013 do not arise.
vi. Based on our examination which included test checks, the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility for all transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with. Since the audit trail feature was enabled w.e.f. 18th November 2024, the audit trail has been preserved post that date.
(i) In respect of Property, Plant and Equipment and Intangible Assets:
a) (A) The Company has maintained proper records showing full particulars, including quantitative details and location of Property, Plant and Equipment and relevant details of Right-of-Use assets. However, the Company is in the process of tagging its Property, Plant and Equipment as at 31st March 2026.
(B) The Company does not have any intangible assets.
b) The Company has a program for conducting physical verification to cover all the items of property, plant and equipment and right of use assets in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, the assets were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
c) The Company does not own any immovable property other than properties where the Company is the lessee, and the lease agreements are duly executed in the favor of the Company. Thus, paragraph 3 (i)(c) of the Order is not applicable.
d) The Company has not revalued any of its Property, Plant and Equipment (including right of use assets) during the year. The Company does not have any intangible assets. Accordingly, clause (i)(d) of paragraph 3 of the Order is not applicable to the Company.
e) According to the information and explanation given to us, no proceedings have been initiated during the year or are pending against the company as at 31st March, 2026 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) (a) The Company does not hold any inventory. Therefore clause (ii)(a) of paragraph 3 of the Order relating to inventory is not applicable.
(b) According to the information and explanations given to us, the Company has not been sanctioned any working capital limits at any point of time during the year from banks or financial institutions and hence reporting under clause (ii)(b) of paragraph 3 of the Order is not applicable.
(iii) The Company has not made any investments, provided any guarantee or security, granted any loans or advances in the nature of loan, secured or unsecured, to companies, firms, limited liability partnerships or any other parties. Therefore, clause (iii) of paragraph 3 of the Order is not applicable to the Company.
(iv) The Company has not granted any loans, made investments, given any guarantee or provided security in connection with any loan for which compliance under section 186 is required. Further, as per information and explanation given to us, there are no transactions during the year which are covered by section 185 of the Act. Therefore, paragraph 3(iv) of the Order is not applicable to the Company.
(v) Read with the matter described in the basis of qualified opinion paragraph, in our opinion and according to the information and explanation given to us, the Company has not accepted any amounts which are deemed to be deposits. We are informed that no order relating to the Company 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.
(vi) The Central Government has not prescribed maintenance of cost records under section 148(1) of the Act for any of the activities of the Company. Accordingly, clause (vi) of paragraph 3 the Order is not applicable to the Company.
(vii) In respect of statutory dues:
(a) According to the information and explanations given to us and on the basis of our examination of records of the Company, in respect of amounts deducted / accrued in the books of account, the Company has been generally regular in depositing undisputed statutory dues including provident fund, employees state insurance, income-tax, goods and services tax, cess and any other statutory dues, as applicable to the Company, during the year with the appropriate authorities except for minor delays in payment of income tax deducted at source, provident fund, employees state insurance and significant delays in payment of goods and service tax. There are no undisputed statutory dues payable in respect to above statutes, outstanding as at 31st March 2026, for a period of more than six months from the date they became payable except as mentioned below:
| Name of the Statute | Nature of Statutory Dues | Rs in lakhs | Period to which it relates | Due date | Date of payment |
| The Finance Act, 1994 (Service tax) | Service tax, Krishi Kalyan Cess and Swachh Bharat Cess | 29.73 | Since July 2017 | Multiple dates | Unpaid as on 31st March 2026 |
| The Central Goods & Service Tax Act, 2017 | Goods and Service Tax | 7.20 | Since Feb 2025 | 20th March 2025 | Unpaid as on 31sl March 2026 |
Note: Above amount does not include interest on above delay.
(b) According to the records of the Company and information and explanations given to us, there are no disputed statutory dues as covered in sub-clause (a) above which have not been deposited with appropriate authorities on account of any dispute.
Notes:
As per the Income Tax portal there is outstanding demand of Rs. 133.55 lakhs (excluding interest) pertaining to assessment years 2012-13, 2014-15 and 2017-18. Out of the above, (a) Rs. 85.23 lakhs is payable based on the application filed under Form 1 DTVSV 2024 which will be paid on receipt of Form 2 from the tax authorities and (b) Rs. 29.78 lakhs is subject to correction on income tax portal. Further, refund of Rs. 18.54 lakhs pertaining to assessment year 2025-26 has been adjusted by the income tax authorities against the outstanding demand for assessment year 2012-13. Accordingly, it is not reported in the above clause. (Refer note 28 of notes to the financial statements).
As per the traces portal there is outstanding demand of Rs. 5.75 lakhs pertaining to assessment years 2013-14 to 2019-20. The Company is in the process of filing rectification with income tax authorities and is subject to correction on traces portal. Accordingly, it is not reported in the above clause. (Refer note 28 of notes to the financial statements).
(viii) According to the information and explanations given by the management and based on the procedures carried out during the course of our audit, we have not come across any transactions 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.
(ix) (a) According to the information and explanations given to us, the Company had availed interest free unsecured loans from directors / ex-directors of the Company and the terms & conditions for repayment of loans were not stipulated. The Company has repaid the loans as and when demanded by the directors / ex-directors. During the year, the Company has availed inter-corporate deposits from two companies which are repayable with interest in next year. Other than this, the Company has not availed any other borrowings during the year.
(b) According to the information and explanations given to us, we report that the Company has not been declared wilful defaulter by any bank or financial institution or government or any other lender.
(c) Read with para (ix)(a) above, in our opinion and according to the information and explanations given to us, the Company has not obtained any term loan during the year and there are no outstanding term loans at the beginning of the year. Therefore, the paragraph 3(ix)(c) of the order is not applicable to the Company.
(d) According to the information and explanations given to us, the procedures performed by us, and on an overall examination of the financial statements of the Company, we report that the Company has used funds raised on short-term basis aggregating to Rs. 619.98 lakhs for funding losses of the Company.
(e) The Company does not have any subsidiary, associates and joint ventures. Hence, reporting under clause (ix)(e) and (ix)(f) of paragraph 3 of the Order is not applicable to the Company.
(x) (a) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) during the year ended 31st March 2026. Therefore, the paragraph 3(x)(a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us and based on our examination of the records of the Company, 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 paragraph 3(x)(b) of the Order is not applicable. Also refer note 12.3 of notes to financial statements.
(xi) (a) Based upon the audit procedures performed and according to the information and explanations given by the management, we report that no fraud by the Company or no fraud on the Company has been noticed or reported during the year.
(b) No report under section 143(12) 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 independent auditors report.
(c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year.
(xii) The Company is not a Nidhi company. Therefore, the paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable Indian accounting standards.
(xiv) (a) In our opinion and based on our examination, the Company has an internal audit system commensurate with the size and nature of its business.
(b) We have considered the internal audit reports for the year under audit, issued to the Company during the year and till the date of our independent audit report, in determining the nature, timing and extent of our audit procedures.
(xv) According to the information and explanations given to us and in our opinion, during the year, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence provisions of section 192 of the Act are not applicable to the Company.
(xvi) (a) In our opinion, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a), (b) and (c) of the Order is not applicable to the Company.
(b) Based on the information and explanation given to us and in our opinion, there is no Core Investment Company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly, reporting under clause 3(xvi)(d) of the Order is not applicable to the Company.
(xvii) The Company has not incurred any cash losses in the current financial year. However, there is a cash loss of Rs. 88.79 lakhs in the immediately preceding financial year (without considering the possible effects of qualifications mentioned in basis of qualification paragraph).
(xviii) There has been no resignation of the statutory auditors during the year. Therefore, clause (xviii) of paragraph 3 of the Order is not applicable to the Company.
(xix) 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 and 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 independent audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the independent 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. Also refer our comment given in independent audit report under section titled Material uncertainty related to going concern.
(xx) The Company is not required to spend on CSR as per section 135 of the Act. Therefore, clause (xx) of paragraph 3 of the Order is not applicable to the Company.
Report on the Internal Financial Controls under Section 143(3)(i) of the Companies Act, 2013 (the Act)
Opinion
We have audited the internal financial controls with reference to financial statements of Esha Media Research Limited (the Company), as of 31st March, 2026, in conjunction with our audit of the financial statements of the Company for the year ended on that date.
In our opinion, the Company has, in all material respects, an adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31st March, 2026 based on the internal control with reference to financial statements 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").
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control with reference to financial statements 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 (the Guidance Note), issued by the Institute of Chartered Accountants of India. 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 with reference to the financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the ICAI. 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 with reference to financial statements 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 with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of such internal financial controls, 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 judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls with reference to financial statements.
Meaning of Internal Financial Controls with reference to financial statements
A Companys internal financial control with reference to financial statements 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 with reference to financial statements 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 with reference to financial statements
Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Bhavin Kapadia |
| Partner |
| Membership No.: 118991 |
| UDIN: 26118991EEZXKF4450 |
| Place: Mumbai |
| Date: 14th May 2026 |
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