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GK Energy Ltd Auditor Reports

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GK Energy Ltd Share Price Auditors Report

of Assets and Liabilities as at September 30, 2024, September 30, 2023, March 31, 2024, March 31, 2023 and March 31, 2022 and Restated Statement of Profit and Loss (including other comprehensive income), Restated Statement of Changes in Equity, Restated Statement of Cash Flows for six months period ended September 30, 2024, September 30, 2023 and for years ended March 31, 2024, March 31, 2023 and March 31, 2022 along with the Statement of Material Accounting Policies ,Other Explanatory Information and Statement of Adjustment to Restated Financial Information of GK Energy Limited (Formerly known as GK Energy Marketers Private Limited, GK Energy Private Limited) (herein after collectively, the "Restated Financial Information")

To,

The Board of Directors GK Energy Limited

(Formerly known as GK Energy Private Limited,

GK Energy Marketers Private Limited)

802, 8th Floor, Suyog Center,

Market Yard Gultekdi Pune,

Maharashtra 411037

Dear Sirs,

1. We, Bharat J Rughani and Co, Chartered Accountants ("we"," or us"), have examined the Restated Financial Information of GK Energy Limited (Formerly known as GK Energy Marketers Private Limited, GK Energy Private Limited) (hereinafter referred as "the Company"), annexed to this report, which have been prepared in accordance with the requirements of:

1) Section 26 of Part I of Chapter III of the Companies Act, 2013 (hereinafter referred to as the "Act")

2) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations") issued by the Securities and Exchange Board of India ("SEBI") and amendments made thereto;

3) The terms of reference to our engagement with the Company requesting us to examine financial statements referred to above and proposed to be included in the Draft Red Herring Prospectus/Red Herring Prospectus /Prospectus being issued by the Company for the proposed initial public offering of its equity shares ("IPO"); and

4) The (Revised) Guidance Note on Reports in Company Prospectus issued by the Institute of Chartered Accountants of India ("ICAI") ("Guidance Note").

2. Managements Responsibility for the Restated Financial Information

The Restated Financial Information of the Company have been prepared by the Companys management from the Special Purpose Interim Financial Statements (as defined below) as at and for the six-month periods ended September 30, 2024 and September 30, 2023 and the Special Purpose Ind AS Financial Statements (as defined below) of the Company as at and for the years ended March 31, 2024, March 31, 2023 and March 31, 2022, and based on the preparation stated in Note 2 to the Restated Financial Information. The Restated Financial Information have been approved by the Board of Directors in the meeting held on December 10, 2024 for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") to be filed with SEBI, BSE Limited and National Stock Exchange of India Limited ("NSE" and together, with BSE Limited, the "Stock Exchanges") in connection with the IPO.

The responsibility of the Board of Directors of the Company includes designing, implementing, and maintaining adequate internal control relevant to the preparation and presentation of the respective restated financial information, which have been used for the purpose of preparation of these Restated Financial Information by the management of the Company, as aforesaid. The Board of Directors of the Company are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note, as applicable

3. Auditors Responsibilities

We have examined the Restated Financial Information taking into consideration:

a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated September 01, 2024, in connection with the proposed IPO of equity shares of the Company;

b) The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.

c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Information; and

d) The requirements of Section 26 of the Act, and the ICDR Regulations.

Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the proposed IPO.

4. Restated Financial Information

The Restated Financial Information have been prepared by the management from:

a) the audited special purpose Ind AS interim financial statements of the Company as at and for the six months period ended September 30, 2024, and September 30, 2023, prepared in accordance with Indian Accounting Standard (Ind AS) 34 "Interim Financial Reporting" prescribed under section 133 of the Act (the "Special Purpose Interim Financial Statements"), which have been approved by the Board of Directors at their meeting held on November 29, 2024;

b) the audited special purpose Ind AS financial statements of the Company as at and for the years ended March 31, 2024, March 31, 2023 and March 31, 2022 prepared in accordance with the Ind AS specified under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on November 29, 2024 (collectively, the "Special Purpose Ind AS Financial Statements").

As informed to us by the management, M/s Brijesh S. Chandak & Co, Chartered Accountants having Firm Registration Number (FRN) 125296 W, statutory auditors for the years ended March 31, 2022 and March 31, 2023 ("Previous Auditor") does not hold a peer review certificate as issued by the ICAI. Hence, in accordance with ICDR Regulations, we have audited the Special Purpose Ind AS Financial Statements referred to above and issued our special purpose audit reports thereon, which have been based on the previously issued statutory financial statements with adjustments made to align with Ind AS requirements during the transition. However, we have relied on the audit reports for the years ended March 31, 2023, and March 31, 2022 dated September 21, 2023 and dated September 01, 2022, respectively, issued by the Previous Auditors.

We audited the financial statements of the Company as at and for the financial year ended March 31, 2024, prepared in accordance with Generally accepted accounting principles in India ("Fiscal 2024 Previous GAAP Financial Statements"). The adjustments made to the Fiscal 2024 Previous GAAP Financial Statements for alignment to Ind AS have been audited by us.

5. For the purpose of our examination, we have relied:

a) Auditors report issued by us dated November 29, 2024, on the Special Purpose Interim Financial Statements of the Company as at and for the six-month periods ended September 30, 2024, and September 30, 2023, as referred in Paragraph 4(a) above. The auditors report on the Special Purpose Interim Financial Statements of the Company as at and for the six-month periods ended September 30, 2024, and September 30, 2023 included the following Emphasis of Matter paragraph

i. Emphasis of Matter

We draw attention to Note No 2 to the Special Purpose Interim Financial Statements, which describes the basis of preparation. As explained therein, these Special Purpose Interim Financial Statements have been prepared by the Company for the purpose of preparation of the Restated Financial Information, which will be included in the Draft Red Herring Prospectus in connection with the proposed issue of equity shares of the Company and an offer for sale of equity shares by certain existing shareholders by way of an initial public offering in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations"). Accordingly, the attached Special Purpose Interim Financial Statements may not be suitable for any other purpose and this report should not be used, referred to or distributed for any other purpose.

Our opinion is not modified in respect of this matter.

b) on the auditors report issued by us on November 29, 2024, on the Special Purpose Ind AS Financial Statements of the Company as at and for each of the years ended March 31, 2023 and March 31, 2022, audit report dated September 21, 2023 and dated September 01, 2022, respectively issued by M/s Brijesh S Chandak & Co, Chartered Accountants for the year ended March 31, 2023 and March 31,2022 as referred in paragraph 4(b) above

6. Based on our examination and according to the information and explanations given to us, we report that the Restated Financial Information:

have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the years ended March 31, 2024, March 31, 2023 and March 31, 2022 and the six months period ended September 30, 2023 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the six months period ended September 30, 2024, as more fully described in Note No 55: STATEMENT OF RESTATEMENT ADJUSTMENTS TO AUDITED FINANCIAL STATEMENTS.

a) there are no qualifications in the auditors reports issued on the Special Purpose Ind AS Financial Statements of the Company as at and for the years ended March 31, 2024, March 31, 2023, and March 31, 2022, which require any adjustments to the Restated Financial Information;

b) there are no qualifications in the auditors report issued on the Special Purpose Interim Financial Statements of the Company as at and for the six-month period ended September 30, 2024 and September 30, 2023 , which require any adjustments to the Restated Financial Information; and

c) have been prepared in accordance with the Act, SEBI ICDR Regulations and the Guidance Note, as applicable.

7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.

8. We have not audited any financial statements of the Company as of any date or for any period subsequent to September 30, 2024. Accordingly, we express no opinion on the financial position, results of operations, cash flows and statement of changes in equity of the Company as of any date or for any period subsequent to September 30, 2024.

9. The Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the Special Purpose Interim Financial Statements and Special Purpose Ind AS Financial Statements mentioned in paragraph 4 above, except for the impact on earnings per share (EPS) as disclosed in Note No. 49 of the following events:

a) On November 29, 2024, the Board of Directors and on December 2, 2024, the shareholders at the EGM, approved the subdivision of the equity shares, reducing the nominal value from Rs10/- to Rs2/- per share. Consequently, the authorized share capital increased from Rs7,50,00,000 equity shares of Rs10/- each to Rs 37,50,00,000 equity shares of Rs2/- each.

b) The members of the company approved a bonus issue in the ratio of 25:1 (25 fully paid-up equity shares of Rs2/- each for every 1 equity share held) at the EGM on December 2, 2024. The record date for eligibility was December 6, 2024, and on the same day, 16,24,98,750 bonus shares were allotted, increasing the issued share capital from Rs1,29,99,900 to Rs 33,79,97,400.

10. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.

11. We have no responsibility to update our report for events and circumstances occurring after the date of the report.

12. Our report is intended solely for use of the Board of Directors for inclusion in the DRHP to be filed with SEBI, the Stock Exchanges and the Registrar of Companies, Pune situated in Maharashtra, in connection with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.

For Bharat J. Rughani & Co.
Chartered Accountants
FRN: 101220 W
CA. Akash Rughani
Partner
Mem. No.: 139664
Date: December 10,2024
Place: Mumbai
UDIN: 2413 9664BKEPWL7 515

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