ASSURANCE REPORT ON THE COMPILATION OF UNAUDITED PRO FORMA FINANCIAL INFORMATION COMPRISING OF UNAUDITED PRO FORMA BALANCE SHEET, UNAUDITED PRO FORMA STATEMENT OF PROFIT AND LOSS (INCLUDING OTHER COMPREHENSIVE INCOME), UNAUDITED PRO FORMA STATEMENT OF CHANGES IN EQUITY AND SELECT EXPLANATORY NOTES THERETO TO BE INCLUDED IN DRAFT RED HERRING PROSPECTUS (DRHP) IN CONNECTION WITH THE PROPOSED INITIAL PUBLIC OFFER OF HORIZON INDUSTRIAL PARKS LIMITED (FORMERLY KNOWN AS HORIZON INDUSTRIAL PARKS PRIVATE LIMITED)
To Board of Directors,
Horizon Industrial Parks Limited (formerly known as Horizon Industrial Parks Private Limited) One World Centre, Unit No 1501B, Tower 1, 841, Jupiter Textile Mills, Senapati Bapat Marg, Mumbai 400 013 Maharashtra
Report on the Compilation of Unaudited Pro Forma Financial Information as at and for the three months period ended June 30, 2025 and the years ended March 31, 2025, March 31, 2024 and March 31, 2023 to be included in the DRHP.
1. This report is issued in accordance with the terms of our engagement letter dated November 20, 2025.
2. We, M S K C & Associates LLP (formerly known as M S K C & Associates) and S G C O & Co. LLP (collectively referred to as we or us or our), have jointly completed our assurance engagement to report on the compilation of Unaudited Pro Forma Financial Information of Horizon Industrial Parks Limited (formerly known as Horizon Industrial Parks Private Limited) (hereinafter referred to as the Company or the Holding Company and together with its subsidiaries referred to as the Group), prepared by the management of the Company. The Unaudited Pro Forma Financial Information which consists of Unaudited Pro Forma Balance Sheet as at June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023, the Unaudited Pro Forma Statement of Profit and Loss (including other comprehensive income) and Unaudited Pro Forma Statement of Changes in Equity for the three months period ended June 30, 2025 and years ended March 31, 2025, March 31, 2024 and March 31, 2023 and select explanatory notes (together referred to as Unaudited Pro Forma Financial Information) is prepared for the purpose of inclusion in the DRHP in connection with proposed initial public offering (the Issue) of equity shares (the Equity Shares) of the Company as per the provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the ICDR Regulations).
3. The Unaudited Pro Forma Financial Information has been prepared by the management of the Company in accordance with the requirements of the Clause (11)(I)(B)(iii) of Part A of Schedule VI of the ICDR Regulations. The applicable criteria based on which the Company has compiled the Unaudited Pro Forma Financial information are described in Note 2 of the Unaudited Pro Forma Financial Information.
4. The Unaudited Pro Forma Financial Information has been compiled by the management of the Company to illustrate the impact of the acquisitions made by the Company (including merged entities) and/or its subsidiaries on the Groups Unaudited Pro Forma Financial Information illustrated in the following periods / years as set out in Note 2 to the Unaudited Pro Forma Financial Information:
a. For the three months period ended June 30, 2025:
(i) GoodLuck Buildtech Private Limited, Jindpur Industrial Park Private Limited (formerly known as Anant Raj Hotels Private Limited ), Pluto Valencia Business Parks Private Limited (including its subsidiary Panvel Logistics and Warehousing Solutions Private Limited), Talegaon Industrial Parks Private Limited, Juturna Developers Private Limited (including its subsidiaries namely Volumnus Developers Private Limited, Greenbase Industrial Parks Private Limited, Vadakkupattu 2 Industrial Parks Private Limited, Vadakkupattu Industrial Parks Private Limited and Oragadam Industrial & Logistics Private Limited), KCP
- 2 Industrial and Logistics Parks Private Limited, KCP-3 Industrial And Logistics Parks Private Limited, Sriperumbudur Industrial And Logistics Private Limited, XSIO Industrial Parks Private Limited and Onirique Builders and Developers Private Limited (together referred as Acquired Entities) subsequent to June 30, 2025 as set out in Note 2 to the Unaudited Pro Forma Financial Information on the Groups financial position and financial performance as at and for the three months period ended June 30, 2025 as if the acquisitions were consummated as on April 1, 2022 or from the date of incorporation of these acquired entities, whichever is later.
(ii) Everstrat Zenith Private Limited and XSIO Logistics Parks Private Limited (together referred as acquired entities) [which were consolidated in the Restated Consolidated Financial Information as at and for the three months period ended June 30, 2025, from the date of their acquisition till June 30, 2025] are included in Unaudited Proforma Financial Information from 01 April 2025 till the date of acquisition, as if the acquisition had consummated as on April 01, 2022 or from the date of incorporation of these acquired entities, whichever is later.
b. For the year ended March 31, 2025:
In addition to the impact of acquisitions set out in paragraph 4(a) above, the Unaudited Pro Forma Financial Information has been compiled by management of the Company to illustrate the impact of the acquisitions of ILV Distripark Private Limited (including its subsidiary namely, ILV Distripark (Mappedu) Private Limited), LI Industrial Parks Private Limited, ILV Distripark (MWC) Private Limited and Bhiwandi Industrial & Logistics Parks Private Limited (together referred as Acquired Entities) [which were consolidated in the Restated Consolidated Financial Information as at and for the year ended March 31, 2025 , from the date of their acquisition till March 31, 2025] as set out in Note 2 to the Unaudited Pro Forma Financial Information on the Groups financial position and financial performance as at and for the year ended March 31, 2025, as if the acquisitions were consummated as on April 1, 2022 or from the date of incorporation of these acquired entities, whichever is later.
c. For the year ended March 31, 2024:
In addition to the impact of acquisitions set out in paragraphs 4(a) and 4(b) above, the Unaudited Pro Forma Financial Information has been compiled by the management of the
Company to illustrate the impact of the acquisition of XSIO Warehousing Private Limited, Alotronix Warehousing Private Limited, FRK II Industrial Park Private Limited, Redhills Industrial Park Private Limited (formerly known as Srivatsaa Koduvalli Private Limited) and Banamakanahalli Industrial and Logistics Private Limited (all together referred as Acquired Entities) [which was consolidated in the Restated Consolidated Financial Information as at and for the year ended March 31, 2024 from the date of their acquisition till March 31, 2024] and Kothur Logistics Park Private Limited which was accounted as per equity method for the year ended March 31, 2024; as set out in Note 2 to the Unaudited Pro Forma Financial Information on the Groups financial position and financial performance as at and for the year ended March 31, 2024 as if the acquisitions were consummated as on April 1, 2022 or from the date of incorporation of these acquired entities, whichever is later.
d. For the year ended March 31, 2023:
In addition to the impact of acquisitions set out in paragraphs 4(a), 4(b) and 4(c) above, the Unaudited Pro Forma Financial Information has been compiled by the management of the Company to illustrate the impact of the acquisition of Malur Logistics & Industrial Parks Private Limited, Venkatapura Logistics & Industrial Parks Private Limited and Vidarbha Cargo Private Limited (all together referred as acquired entities) [which was consolidated in the Restated Consolidated Financial Information as at for the year ended March 31, 2023, from the date of their acquisition till March 31, 2023] (all together referred as acquired entities) as set out in Note 2 to the Unaudited Pro Forma Financial Information on the Groups financial position and financial performance as at and for the year ended March 31, 2023 as if the acquisitions were consummated as on April 1, 2022.
5. The Unaudited Pro Forma Financial Information for the years ended March 31, 2024 and March 31, 2023 have been audited solely by S G C O & Co. LLP (one of the current joint statutory auditors) and accordingly reliance has been placed by us on these Unaudited Pro Forma Financial Information for the years ended March 31, 2024 and March 31, 2023.
6. As part of this process:
a. the information about the Groups financial position and financial performance has been extracted by the management of the Company from the Groups Restated Consolidated Financial Information as at and for the three months ended June 30, 2025 and as at and for the years ended March 31, 2025, March 31, 2024 and March 31, 2023 on which we have issued an examination report dated December 22, 2025. For the purposes of such examination report, M S K C & Associates LLP (formerly known as M S K C & Associates) has placed reliance on the examination report issued by S G C O & Co. LLP, dated December 22, 2025 for the years ended March 31, 2024 and March 31, 2023 and S G C O & Co. LLP has placed reliance on the examination report issued by M S K C & Associates LLP, dated December 22, 2025 for the year ended March 31, 2025; and
b. the information about financial position and financial performance of the Acquired Entities has been extracted by management of the Company from the General Purpose Audited Financial Statements or Special Purpose Audited Financial Statements of the respective Acquired Entities as set out in Annexure A.
7. As indicated in the examination report and audit reports of acquired entities referred to in paragraph 4 above: i) For the three months period ended June 30, 2025
a. Our audit report on the Special Purpose Interim Consolidated Financial Statements of the Group as at and for the three months period ended June 30, 2025 included an Emphasis of Matter paragraph which is reproduced below:
Emphasis of Matter - Basis of Accounting and Restriction on Distribution and Use
We draw attention to Note 2.1 to the Special Purpose Consolidated Interim Financial Statements, which describe the basis of its accounting. These Special Purpose Consolidated Interim Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Restated Consolidated Financial Information of the Company for the three months period ended June 30, 2025, to be included in the Draft Red Herring Prospectus to be filed by the Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Company, as per the requirements of Section 26 of Part I of Chapter III of the Companies Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended from time to time, and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the ICAI. As a result, these Special Purpose Consolidated Interim Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. We shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our opinion is not modified in respect of this matter.
b. The audit reports on the Standalone/Consolidated Financial Statements of certain acquired entities for the three months ended June 30, 2025 referred in paragraph 4a above included the following Emphasis of Matter paragraph which is reproduced below:
For GoodLuck Buildtech Private Limited, Jindpur Industrial Park Private Limited (formerly known as Anant Raj Hotels Private Limited):-
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 2.1 to the Special Purpose Interim Financial Statements, which describe the basis of its accounting. These Special Purpose Interim Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the three months ended June 30, 2025, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial
Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Interim Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. M S K C & Associates LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of above matter.
For Pluto Valencia Business Parks Private Limited: -
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 2.1 to the Special Purpose Interim Consolidated Financial Statements, which describe the basis of its accounting. These Special Purpose Interim Consolidated Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the unaudited proforma financial information of Horizon Industrial Parks Limited (the Issuer Company) for the three months ended June 30, 2025, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Interim Consolidated Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. M S K C & Associates LLP shall not be liable to the Issuer Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of this matter.
For Talegaon Industrial Parks Private Limited: -
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 3 to the Special Purpose Interim Condensed Financial Statements, which describes the purpose and basis of preparation. The Special Purpose Interim Condensed Financial Statements have been prepared by the Company to provide information to the management of Horizon Industrial Parks Limited (the Parent or the Issuer) in relation to their proposed initial public offering and to meet the requirements of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time (the "ICDR Regulations"). As a result, the Special Purpose Interim Condensed Financial Statements may not be suitable for any another purpose. The Special Purpose Interim Condensed
Financial Statements cannot be referred to or distributed or included in any offering document or used for any other purpose except with our prior consent in writing. Our report is intended solely for the purpose of providing information to the Parent and is not to be used, referred to or distributed for any other purpose without our prior written consent.
Our opinion is not modified in respect of this matter.
For Juturna Developers Private Limited
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 3 to the Special Purpose Interim Condensed Consolidated Financial Statements, which describes the purpose and basis of preparation. The Special Purpose Interim Condensed Consolidated Financial Statements have been prepared by the Company to provide information to the management of Horizon Industrial Parks Limited (the Parent or the Issuer) in relation to their proposed initial public offering and to meet the requirements of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time (the "ICDR Regulations"). As a result, the Special Purpose Interim Condensed Consolidated Financial Statements may not be suitable for any another purpose. The Special Purpose Interim Condensed Consolidated Financial Statements cannot be referred to or distributed or included in any offering document or used for any other purpose except with our prior consent in writing. Our report is intended solely for the purpose of providing information to the Parent and is not to be used, referred to or distributed for any other purpose without our prior written consent.
Our opinion is not modified in respect of this matter.
For KCP - 2 Industrial and Logistics Parks Private Limited, KCP-3 Industrial and Logistics Parks Private Limited, Sriperumbudur Industrial And Logistics Private Limited, XSIO Industrial Parks Private Limited, Onirique Builders and Developers Private Limited, Everstrat Zenith Private Limited and XSIO Logistics Private Limited: -
Emphasis of Matter - Basis of Accounting and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Interim Financial Statements, which describe the basis of its accounting. These Special Purpose Interim Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the three months period ended June 30, 2025, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Interim Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of this matter.
ii) For the financial year ended March 31, 2025
a. Audit report issued by M S K C & Associates LLP on consolidated financial statements of the Group as at and for the year ended 31 March 2025 included an emphasis of matter paragraph which is reproduced below:
Emphasis of Matter
We draw attention to Note 40(I) to the consolidated financial statements, which describes the effect of common control business combination on the consolidated financial statements including the comparative information.
Our opinion is not modified in respect of this matter.
b. The audit reports on the financial statements of certain Acquired Entities for the year/period ended March 31, 2025 referred in paragraph 4a and 4b above included the following Emphasis of Matter paragraph which is reproduced below:
For Everstrat Zenith Private Limited, KCP - 2 Industrial and Logistics Parks Private Limited, XSIO Logistics Parks Private Limited, KCP-3 Industrial and Logistics Parks Private Limited, Sriperumbudur Industrial and Logistics Private Limited, XSIO Industrial Parks Private Limited and Onirique Builders and Developers Private Limited: -
Emphasis of Matter - Basis of Accounting and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Financial Statements, which describe the basis of its accounting. These Special Purpose Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the year ended March 31, 2025, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our opinion is not modified in respect of this matter.
For Bhiwandi Industrial & Logistics Parks Private Limited: -
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 3 to the Special Purpose Interim Condensed Financial Statements, which describes the purpose and basis of preparation. The Special Purpose Interim Condensed Financial Statements have been prepared by the Company to provide information to the management of Horizon Industrial Parks Limited (the Parent or the Issuer) in relation to their proposed initial public offering and to meet the requirements of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time (the "ICDR Regulations"). As a result, the Special Purpose Interim Condensed Financial Statements may not be suitable for any another purpose. The Special Purpose Interim Condensed Financial Statements cannot be referred to or distributed or included in any offering document or used for any other purpose except with our prior consent in writing. Our report is intended solely for the purpose of providing information to the Parent and is not to be used, referred to or distributed for any other purpose without our prior written consent. Our opinion is not modified in respect of this matter.
iii) For the financial year ended March 31, 2024
a. Audit report issued by S G C O & Co. LLP on the Special Purpose Consolidated Financial Statements of the group as at and for the year ended 31 March 2024 included an emphasis of matter paragraph which is reproduced below:
Emphasis of Matter
1. Basis of Accounting and Restriction on Distribution and Use for 31 March 2024:
We draw attention to note 2.1 to the Special Purpose Consolidated Financial Statements, which describe the basis of its accounting. These Special Purpose Consolidated Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Restated Consolidated Financial Information of the Company for the year ended March 31, 2024 to be included in the Draft Red Herring Prospectus, to be filed by the Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Company, as per the requirements of Section 26 of Part I of Chapter III of the Companies Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended from time to time (SEBI ICDR Regulations), and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by ICAI. As a result, these Special Purpose Consolidated Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of this matter.
2. We draw attention to Note 40(B) of the Special Purpose Consolidated Financial Statements, which explains the merger of BRE Asia Urban Holdings Ltd and BRE Asia III India Holdings Limited along with its subsidiaries, and the resulting accounting treatment as a common control business combination.
Our Opinion is not modified in respect of this matter.
b. The audit reports on the financial statements of certain acquired entities for year/ period ended March 31, 2024 referred in paragraph 4(a), 4(b) and 4(c) above included the following Emphasis of Matter paragraph which is reproduced below:
For ILV Distripark Private Limited, ILV Distripark (Mappedu) Private Limited, LI Industrial Parks Private Limited, ILV Distripark (MWC) Private Limited, Bhiwandi Industrial & Logistics Parks Private Limited, KCP - 2 Industrial and Logistics Parks Private Limited, XSIO Logistics Parks Private Limited, KCP-3 Industrial And Logistics Parks Private Limited, Sriperumbudur Industrial And Logistics Private Limited and Alotronix Warehousing Private Limited:-
Emphasis of Matter - Basis of Accounting and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Financial Statements, which describe the basis of its accounting. These Special Purpose Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the year ended March 31, 2024, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our opinion is not modified in respect of this matter.
For Pluto Valencia Business Parks Private Limited: -
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Consolidated Financial Statements, which describe the basis of its accounting. These Special Purpose Consolidated Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the year ended March 31, 2024, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Consolidated Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of this matter.
For Banamakanahalli Industrial and Logistics Private Limited: -
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 3 to the Special Purpose Interim Condensed Financial Statements, which describes the purpose and basis of preparation. The Special Purpose Interim Condensed Financial Statements have been prepared by the Company to provide information to the management of Horizon Industrial Parks Limited (the Parent or the Issuer) in relation to their proposed initial public offering and to meet the requirements of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time (the "ICDR Regulations"). As a result, the Special Purpose Interim Condensed Financial Statements may not be suitable for any another purpose. The Special Purpose Interim Condensed Financial Statements cannot be referred to or distributed or included in any offering document or used for any other purpose except with our prior consent in writing. Our report is intended solely for the purpose of providing information to the Parent and is not to be used, referred to or distributed for any other purpose without our prior written consent.
Our opinion is not modified in respect of this matter.
iv) For the financial year ended March 31, 2023
a. Audit report issued by S G C O & Co. LLP on Special Purpose Consolidated Financial Statements of the Group as at and for the year ended 31 March 2023 included an emphasis of matter paragraph which is reproduced below:
Emphasis of Matter
1. Basis of Accounting and Restriction on Distribution and Use
We draw attention to note 2.1 to the Special Purpose Consolidated Financial Statements, which describe the basis of its accounting. These Special Purpose Consolidated Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Restated Consolidated Financial Information of the Company for the year ended March 31, 2023 to be included in the Draft Red Herring Prospectus, to be filed by the Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Company, as per the requirements of Section 26 of Part I of Chapter III of the Companies Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended from time to time (ICDR Regulations), and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by ICAI. As a result, these Special Purpose Consolidated Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our Opinion is not modified in respect of this matter.
2. We draw attention to Note 40(B) of the Special Purpose Consolidated Financial Statements, which explains the merger of BRE Asia Urban Holdings Ltd along with its subsidiaries, and the resulting accounting treatment as a common control business combination.
Our Opinion is not modified in respect of this matter.
b. The audit reports on the financial statements of certain acquired entities for year/ period ended March 31, 2023 referred in paragraph 4(a), 4(b), 4(c) and 4(d) above included the following Emphasis of Matter paragraph which is reproduced below:
For ILV Distripark Private Limited, ILV Distripark (Mappedu) Private Limited, LI Industrial Parks Private Limited, ILV Distripark (MWC) Private Limited, XSIO Warehousing Private Limited, KCP - 2 Industrial and Logistics Parks Private Limited, XSIO Logistics Parks Private Limited, Pluto Valencia Business Parks Private Limited, Redhills Industrial Park Private Limited, Banamakanahalli Industrial And Logistics Private Limited, Bhiwandi Industrial & Logistics Parks Private Limited, Malur Logistics and Industrial Parks Private Limited and Vidarbha Cargo Private Limited :
Emphasis of Matter - Basis of Accounting and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Financial Statements, which describe the basis of its accounting. These Special Purpose Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the year ended March 31, 2023, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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.
Our opinion is not modified in respect of this matter.
For Pluto Valencia Business Parks Private Limited:
Emphasis of Matter - Basis of Preparation and Restriction on Distribution and Use
We draw attention to Note 2 to the Special Purpose Consolidated Financial Statements, which describe the basis of its accounting. These Special Purpose Consolidated Financial Statements have been prepared by the management of the Company, solely for the purpose of the preparation of the Unaudited Proforma Financial Information of Horizon Industrial Parks Limited (the Issuer Company) for the year ended March 31, 2023, to be included in the Draft Red Herring Prospectus to be filed by the Issuer Company with the Securities and Exchange Board of India (SEBI), National Stock Exchange of India Limited, and BSE Limited, in connection with the proposed Initial Public Offering of equity shares of the Issuer Company. As a result, these Special Purpose Consolidated Financial Statements may not be suitable for another purpose.
Our report is intended solely for the purpose specified above. This should not be distributed to or used by any other parties. S G C O & Co. LLP shall not be liable to the Company or to any other concerned for any claims, liabilities or expenses relating to this assignment. 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. Our opinion is not modified in respect of this matter.
For FRK II Industrial Park Private Limited:
Emphasis of Matter
We draw attention to note no. 27 & 29 to the financial statements giving details of the rectification application to the NCLT order towards correction made in the Annexure to the Demerger order & proposed divestment of 100% stake in the Company to BRE Asia Urban Holdings Limited (Blackstone) and its related impacts on the amortisation of OCD series. Our opinion is not modified in respect of this matter.
Managements Responsibility for the Unaudited Pro Forma Financial Information
8. The management of the Company is responsible for compiling the Unaudited Pro Forma Financial Information on the basis set out in the Note 2 of the Unaudited Pro Forma Financial Information. This responsibility includes the responsibility for designing, implementing and maintaining internal control relevant for compiling the Unaudited Pro Forma Financial Information on the basis set out in Note 2 to the Unaudited Pro Forma Financial Information that is free from material misstatement, whether due to fraud or error. The Management of the Company is also responsible for identifying and ensuring that the Group complies with the laws and regulations applicable to its activities, including compliance with the provisions of the laws and regulations for the compilation of Unaudited Pro Forma Financial Information. The Unaudited Pro Forma Financial Information was approved by the Board of Directors of the Company at their meeting held on December 22, 2025 for the purpose of inclusion in the DRHP.
Practitioners Responsibilities
9. Our responsibility is to express an opinion, whether the Unaudited Pro Forma Financial Information has been compiled, in all material respects, by the management on the basis set out in Note 2 to the Unaudited Pro Forma Financial Information.
10. We conducted our engagement in accordance with Standard on Assurance Engagements (SAE) 3420, Assurance Engagements to Report on the Compilation of Unaudited Proforma Financial Information Included in a Prospectus, issued by the Institute of Chartered Accountants of India. This Standard requires that the auditors comply with ethical requirements and plan and perform procedures to obtain reasonable assurance about whether the Management has compiled, in all material respects, the Unaudited Pro Forma Financial Information on the basis of set out in the Note 2 to the Unaudited Proforma Financial Information.
11. For the purposes of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical financial information used in compiling the Unaudited Pro Forma Financial Information, nor have we, in the course of this engagement, performed an audit or review of the financial information used in compiling the Unaudited Pro Forma Financial Information.
12. The purpose of Unaudited Pro Forma Financial Information to be included in the DRHP is solely to illustrate the impact of above mentioned acquisitions of acquired entities as described in Note 2 to the Unaudited Pro Forma Financial Information on the Unadjusted Financial Information of the Group as if the acquisitions has been made at an earlier date selected for purposes of the illustration. Accordingly, we do not provide any assurance that the actual outcome of the above-mentioned acquisitions would have been as presented in the Unaudited Pro Forma Financial Information.
13. A reasonable assurance engagement to report on whether the Unaudited Pro Forma Financial Information has been compiled, in all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the applicable criteria used by the Management in the compilation of the Unaudited Pro Forma Financial Information, provide a reasonable basis for presenting the significant effects directly attributable to the above mentioned acquisition, and to obtain sufficient appropriate evidence about whether:
- the related pro forma adjustments give appropriate effect to those criteria; and
- the Unaudited Pro Forma Financial Information reflects the proper application of those adjustments to the Unadjusted Financial Information.
14. The procedures selected depend on the auditors judgment, having regard to the auditors understanding of the nature of the Group, the event or transaction in respect of which the Unaudited Pro Forma Financial Information has been compiled, and other relevant engagement circumstances.
15. The engagement also involves evaluating the overall presentation of the Unaudited Pro Forma Financial Information.
16. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
17. Our work has not been carried out in accordance with auditing or other standards and practices generally accepted in other jurisdictions, including in the United States of America, and accordingly should not be relied upon as if it had been carried out in accordance with those standards and practices.
Opinion
18. In our opinion and based on the consideration of reports of other auditors as mentioned in paragraph 5 and paragraph 6 above, the Unaudited Pro Forma Financial Information has been compiled, in all material respects, on the basis set out in the Note 2 to the Unaudited Pro Forma Financial Information.
Emphasis of Matter
19. We draw attention to Note 2 to the Unaudited Pro Forma Financial Information which describes the effect of acquisitions on the Unaudited Pro Forma Financial Information including certain information being presented on a voluntarily basis as explained therein.
Our opinion is not modified in respect of this matter.
Other Matters
20. The opinion on the Unaudited Pro Forma Financial Information in so far as it relates for the years ended March 31, 2024 and March 31, 2023 is based solely on the work performed by S G C O & Co. LLP (one of the current joint statutory auditors) and accordingly reliance has been placed on the Unaudited Pro Forma Balance Sheet, Unaudited Pro Forma Statement of Profit and Loss (including other comprehensive income), Unaudited Pro Forma Statement of Changes in Equity and select explanatory notes for the year ended March 31, 2024 and March 31, 2023. M S K C & Associates LLP have not performed any work for the years ended March 31, 2024 and March 31, 2023 and are therefore not responsible for the opinion for those years. The report on the Unaudited Pro Forma Financial Information included for the year ended March 31, 2024 and March 31, 2023 is based solely on the report submitted by S G C O & Co. LLP which confirms that the Unaudited Pro Forma Financial Information for the year ended March 31, 2024 and March 31, 2023 has been compiled, in all material respects, on the basis set out in the Note 2 to the Unaudited Pro Forma Financial Information.
21. We did not jointly audit the financial statements of certain acquired entities whose total assets and total revenues, as considered in the Unaudited Pro Forma Financial Information, for periods tabulated below, which are audited by other auditors and whose reports have been furnished to us by the management of the Company and our opinion on the Unaudited Pro Forma Financial Information, in so far as it relates to the amounts and disclosures included in respect of these acquired entities is based solely on the reports of other auditors.
| Particulars | Three months ended June 30, 2025 | Year ended March 31, 2025 | Year ended March 31, 2024 | Year ended March 31, 2023 |
No. of acquired entities |
2 | 3 | 8 | 7 |
Total assets (Rs. in million) |
18,120.32 | 17,572.57 | 22,794.68 | 22,476.12 |
Total revenue (Rs. in million) |
344.20 | 1,574.75 | 1,415.85 | 1,234.25 |
22. We also did not jointly audit the financial statements of certain acquired entities whose total assets and total revenues, as considered in the Unaudited Pro Forma Financial Information, for periods tabulated below, which are audited by one of us and such reports have been furnished to us by the management of the Company and our opinion on the Unaudited Pro Forma Financial Information, in so far as it relates to the amounts and disclosures included in respect of these acquired entities is based solely on the reports of one of the current joint statutory auditors.
Audited by M S K C & Associates LLP (one of the current joint statutory auditors):
| Particulars | Three months ended June 30, 2025 | Year ended March 31, 2025 | Year ended March 31, 2024 | Year ended March 31, 2023 |
No. of acquired entities |
3 | 7 | None | None |
Total assets (Rs. in million) |
8,251.53 | 8,201.45 | Nil | Nil |
Total revenue (Rs. in million) |
Nil | 956.13 | Nil | Nil |
Audited by S G C O & Co. LLP (one of the current joint statutory auditors):
| Particulars | Three months ended June 30, 2025 | Year ended March 31, 2025 | Year ended March 31, 2024 | Year ended March 31, 2023 |
No. of acquired entities |
7 | 7 | 11 | 13 |
Total assets (Rs. in million) |
519.01 | 299.14 | 11,736.12 | 12,401.24 |
Total revenue (Rs. in million) |
Nil | Nil | 854.86 | 1,064.08 |
Restriction of use
23. Our report is addressed to and is intended solely for use of the Board of Directors for the purpose of inclusion in the DRHP, to be filed with Securities and Exchange Board of India, BSE Limited, National Stock Exchange of India Limited, in connection with the proposed Issue. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. These Unaudited Pro Forma Financial Information may not be suitable for any other purpose. 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.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.