To the Members of Jain Resource Recycling Limited
(Formerly known as Jain Resource Recycling Private Limited)
Report on the Audit of the Standalone Financial Statements
OPINION
We have audited the accompanying standalone financial statements of Jain Resource Recycling Limited Formerly known as Jain Resource Recycling Private Limited) (the Company), which comprise the Balance Sheet as at March 31, 2026, and the Statement of Profit and Loss, including Other Comprehensive loss, Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including material accounting policies and other explanatory information (hereinafter referred to as the standalone financial statements).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015, as amended (Ind AS) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, and profit (including other comprehensive loss), changes in equity and its cash flows for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the standalone financial statements 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 for the Audit of the Standalone 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 (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.
| Sr. No | Key Audit Matters | How the Key Audit Matters was addressed in our audit | |||
| 1 | Revenue Recognition from Sale of Metals and Metal Products Description of the matter: The Company\u2019s revenue arises primarily from the sale of lead, copper and aluminium, together with their related products, to customers across diverse contract arrangements. Revenue is recognised at a point in time upon transfer of control of goods to the customer, measured at the transaction price allocated to each performance obligation, net of price adjustments and quality claims. | Our audit procedures in respect of revenue recognition included the following: Obtained an understanding of the Company\u2019s revenue recognition policies, end-to-end order-to- cash process, and controls over contract review and revenue cut-off. Evaluated the design and tested the operating effectiveness of key internal controls over revenue recognition, including authorisation of customer contracts, dispatch and delivery confirmation, and recording of price and quality claims. | |||
| Sr. No | Key Audit Matters | How the Key Audit Matters was addressed in our audit | |||
| We identified revenue recognition as a Key | Tested a sample of revenue transactions by agreeing | ||||
| Audit Matter for the following reasons: | recorded revenues to underlying customer contracts, | ||||
| The Company operates under diverse contractual arrangements with customers, involving varying delivery | sales invoices, dispatch records, lorry receipts/bill of lading, and customer acknowledgements, to verify that control had transferred at the point of recognition. | ||||
| terms, price adjustment clauses, and | Performed cut-off testing around the financial year- | ||||
| quality claim provisions, each of which | end to assess whether revenues were recognised in | ||||
| affects the timing and quantum of | the correct accounting period, including review of | ||||
| revenue recognised. | goods dispatched but not yet delivered and goods | ||||
| Revenue recognition requires | returned post year-end. | ||||
| management judgement in | Assessed the appropriateness ofvariable consideration | ||||
| determining: (i) the point at which | recorded, including price claim adjustments and | ||||
| control transfers to the customer; (ii) | quality deductions, by examining credit notes issued, | ||||
| the transaction price, particularly where | claim correspondence with customers, and historical | ||||
| variable consideration such as price | settlement patterns. | ||||
| claims and quality deductions applies; and (iii) the allocation of transaction price to performance obligations. | Performed analytical procedures on revenue by product line (lead, copper, aluminium) and compared recognised volumes and realisations against market | ||||
| Given the materiality of revenues | price indices and prior period trends to identify | ||||
| to the financial statements and the | unexpected movements warranting further inquiry. | ||||
| judgement involved in applying Ind AS 115 - Revenue from Contracts with Customers, this area carries significant risk of misstatement, whether due to error or otherwise. | Assessed whether the disclosures in the financial statements in respect of revenue recognition policies, significant judgements, and disaggregation of revenue are in accordance with the requirements of Ind AS 115. | ||||
| (Refer Note 22 to the standalone financial statements) | |||||
INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON
The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Directors report, Management Discussion and Analysis including annexures to the Board Report, Corporate Governance and Business Responsibility and Sustainability Reporting but does not include the financial statements and our auditors report thereon. The Directors report, Management Discussion and Analysis including annexures to the Board Report, Corporate Governance and Business Responsibility and Sustainability Reporting is expected to be made available to us after the date of this auditors report.
Our opinion on the financial statements does not cover the other information and we will 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 identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the Directors report, Management Discussion and Analysis including annexures to the Board Report, Corporate Governance and Business Responsibility and Sustainability Reporting, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance under SA 720 The Auditors responsibilities Relating to Other Information.
RESPONSIBILITIES OF MANAGEMENT AND BOARD OF DIRECTORS FOR THE STANDALONE FINANCIAL STATEMENTS
The Companys Management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, 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 is also responsible for overseeing the Companys financial reporting process.
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the standalone 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 standalone financial statements.
We give in Annexure A a detailed description of Auditors responsibilities for Audit of the Standalone Financial Statements.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2020 (the Order), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) 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) 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 except that in the absence of Independent Auditors SOC 2 report for the period March 01, 2026 to March 31, 2026, we are unable to comment whether back-up of the books of account and other books and papers maintained in electronic mode, have been kept in servers physically located in India on a daily basis for the period March 01, 2026 to March 31, 2026 and matters stated in paragraph 2(h) (vi) below on reporting under Rule 11(g).
(c) The Balance Sheet, the Statement of Profit and Loss including other comprehensive loss, the Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the financial statements.
(d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2026 taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) The reservation relating tothe maintenance of accounts and other matters connected therewith are as stated in paragraph 2(b) above on reporting under Section 143(3)(b) and paragraph 2(h)(vi) below on reporting under Rule 11(g).
(g) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure C.
(h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 36 to the standalone financial statements;
ii. The Company did not have any longterm 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, as disclosed in Note 52 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, 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, as disclosed in Note 52 to the standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, thatthe Company shall, 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 performed that have been considered reasonable and appropriate in the circumstances, and according to the information and explanations provided to us by the Management in this regard 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
v. The Company has neither declared nor paid any dividend during the year.
vi. Based on our examination, which included test checks, the Company has used two accounting softwares for maintaining its books of account, one of which is managed and maintained by a third-party software service provider and was implemented from April 01, 2025. Both the softwares have a feature of recording audit trail (edit log) facility at application level and the same has operated throughout the year for all relevant transactions recorded in the softwares at application level. Further, in respect of one accounting software there is no feature of recording audit trail(edit log) facility at database level.
In respect of the other accounting software, in absence of adequate coverage on the audit trail (edit log) in the Independent Auditors SOC 2 report for the period April 01, 2025 to
February 28, 2026 and in the absence of the Independent Auditors SOC 2 report for the period March 01, 2026 to March 31, 2026, we are unable to comment on the audit trail feature at the database level.(Refer Note 56 to the standalone financial statements)
Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail of prior years has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in prior years.
3. In our opinion, according to information, explanations given to us, the remuneration paid or provided by the Company to its directors is within the limits laid prescribed under Section 197 of the Act.
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF JAIN RESOURCE RECYCLING LIMITED (FORMERLY KNOWN AS JAIN RESOURCE RECYCLING PRIVATE LIMITED)
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE 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 standalone 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 reference to standalone 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 management and Board of Directors.
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 standalone 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 standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of 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.
ANNEXUREB TO INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF JAIN RESOURCE RECYCLING LIMITED (FORMERLY KNOWN AS JAIN RESOURCE RECYCLING PRIVATE LIMITED) FOR THE YEAR ENDED MARCH 31,2026
[Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements in the Independent Auditors Report]
i. (a) A The Company has maintained proper records showing full particulars including quantitative details and situation of property, plant and equipment and relevant details of right-of-use assets.
B The Company has maintained proper records showing full particulars of intangible assets.
(b) The Company has a phased programme designed to physically verify all items of Property, Plant and Equipment and right of use assets over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of Property, plant and equipment and right of use assets have been physically verified by Management during the year. No material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us, there are no immovable properties owned by the Company. Lease agreements for properties held by the Company under lease are duly executed in favour of the lessee. The title deeds of Lease hold immovable properties aggregating to Rs. 81.13 million as at March 31, 2026, are pledged with the banks and original copies are not available with the Company. The same has been independently confirmed by the bank to us and verified by us.
(d) According to the information and explanations given to us, the Company has not revalued its property, plant and Equipment (including Right of Use assets) and intangible assets during the year. Accordingly, the provisions stated under clause 3(i)(d) of the Order are not applicable to the Company.
(e) According to the information and explanations given to us, no proceeding has been initiated or pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988, as amended and rules made thereunder. Accordingly, the provisions stated under clause 3(i)(e) of the Order are not applicable to the Company. Refer note 46 to the standalone financial statements.
ii. (a) The inventory (excluding stocks with third parties and stocks-in-transit) has been physically verified by the management during the year. In respect of inventory lying with third parties, we have verified the records made available by the company and in respect of goods in transit, the goods have been received subsequent to the year end. In our opinion, the frequency, coverage a nd procedu re of such verification is reasonable and appropriate, having regard to the size of the Company and the nature of its operations. The discrepancies noticed on physical verification of inventory as compared to book records were not 10% or more in aggregate for each class of inventory.
(b) During any point of time of the year, the Company has been sanctioned working capital limits in excess of Rs. 50 million rupees, in aggregate from Banks and financial institutions, on the basis of security of current assets. Based on the records examined by us in the normal course of audit of the standalone financial statements, quarterly returns/statements filed with such Banks and financial institutions are in agreement with the books of accounts of the Company.
iii. (a) According to the information and explanations provided to us, the Company has not provided loans, guarantee or security or provided advances in the nature of loans to firms, limited liability partnership (LLP) or other entities. Company has provided loans and given guarantees to Companies.
(A) The details of such loans and guarantee to Subsidiaries are as follows:
| Loans | Guarantee | |
| Aggregate amount granted/provided during the year | ||
| Subsidiaries | 9,136.48 | 94.65 |
| Balance Outstanding as at balance sheet date in respect of above cases | ||
| -Subsidiaries | 2,252.24 | - |
(b) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the investments made, and terms and conditions in relation to grant of all loans, investments made, guarantee given are not prejudicial to the interest of the Company.
(c) In case of few loans, schedule of repayment of principal and payment of interest have been stipulated and the borrowers have been regular in the repayment of the principal and payment of interest. Further there are few loans to related parties which are repayable on demand and the principal and interest were repaid when demanded.
(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no amounts overdue for more than ninety days in respect of the loans, granted to Companies.
(e) According to the information explanation provided to us, there were no loans or advance in the nature of loan granted which was fallen due during the year, that have been renewed or extended or fresh loans granted to settle the overdue of existing loans or advances in the nature of loan given to the same parties.
(f) According to the information and explanations provided to us, the Company has granted loans repayable on demand. The details of the same are as follows:
| All Parties (Rs. In Millions) | Related Parties (Rs. In Millions) | |
| Aggregate amount of loans | 8,927.08 | 8,927.08 |
| - Repayable on demand | ||
| Percentage of loans/advances in nature of loans to the total loans | 97.71% | 97.71% |
iv. According to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Companies Act, 2013 in respect of loans, investments and guarantees.
v. According to the information and explanations given to us, the Company has neither accepted any deposits from the public nor any amounts which are deemed to be deposits, within the meaning of the provisions of Sections 73 to 76 of the act and the rules framed there under. Accordingly, the requirement to report under clause 3(v) of the Order is not applicable to the Company.
vi. Pursuant to the rules made by the Central Government of India, the Company is required
to maintain cost records as specified under Section 148(1) of the act in respect of its products/services. We have broadly reviewed the same, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.
vii. (a) According to the information and explanations given to us and the records examined by us, in our opinion, undisputed statutory dues including Goods and Services tax, provident fund, employees state insurance, income-tax, duty of customs, cess, and other statutory dues have generally been regularly deposited with the appropriate authorities during the year, though there has been a slight delay in a few cases. No undisputed amounts payable in respect of these statutory dues were outstanding as at March 31, 2026, for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and the records examined by us, details of statutory dues referred to in sub-clause (a) above which have not been deposited as on March 31,2026, on account of any dispute, are as follows:
| Name of the statute | Nature of dues | Amount Demanded | Amount Paid Rs. in Millions | Period to which the amount relates | Forum where dispute is pending |
| Rs. In Millions | |||||
| Central Excise Act, 1944 | Central Excise Duty | 32.28* | March 2014 to November 2014 | Customs, Excise and service tax appellate Tribunal | |
| Central Excise Act, 1944 | Central Excise Duty | 3.80* | June 2012 | Customs, Excise and service tax appellate Tribunal | |
| Customs Act, 1962 | Customs Duty | 13.35* | September 2014 to June 2017 | Customs, Excise and service tax appellate Tribunal | |
| Customs Act, 1962 | Customs Duty | 0.29 | - | FY 2023-24 | |
| Customs Act, 1962 | Customs Duty | 0.04 | - | FY 2024-25 | |
| Goods and Service Act, 2017 | Goods and Service Tax | 9.22* | - | FY 2017-18 and FY 2018-19 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 1.71* | - | FY 2017-18 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 3.15 a | - | FY 2021-22 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 23.25* | - | FY 2020-21 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 4.00* | - | FY 2020-21 to FY 2022-23 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 20.50# | - | FY 2021-22 | Customs Commissioner Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 0.11 a | - | FY 2022-23 | Commissioner of Appeals |
| Goods and Service Act, 2017 | Goods and Service Tax | 0.77 | - | FY 2020-21 | |
| Income tax Act, 1961 | Income Tax | 0.09 | - | AY 2024-25 | |
| Income tax Act, 1961 | Income Tax | 0.67 | - | AY 2023-24 |
Demand in the name of Jain Metal Rolling Mills a Demand in the name of Jain Recycling Private Limited #Demand in the name of Jain Resource Recycling Private Limited
viii. According to the information and explanations given to us and the records of the Company examined by us, the Company has surrendered or disclosed as income amounting to Rs. 138.63 million during the year in the income tax assessments under the Income Tax Act, 1961 re lati n g to assess me n t yea rs 2015-16 a n d 2020-21 as ordered by the Interim Board for settlement- 11 This income has not been accounted in the books of account of the Company during the year. Refer Note 53 to the standalone financial statements.
ix. (a) In our opinion and according to the information and explanations given to us and the records of the Company examined by us, the Company has not defaulted in repayment of loans or borrowings or in payment of interest thereon to any lender.
(b) According to the information and explanations given to us and on the basis of our audit procedures, we report that the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority. Refer note 55 to the standalone financial statements.
(c) In our opinion and according to the information and explanations provided to us, no money was raised by way of term loans. Accordingly, the requirement to report under clause 3(ix)(c) of the Order is not applicable to the Company.
(d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the standalone financial statements of the Company, we report that no funds raised on short-term basis have been utilised for long-term purposes by the Company.
(e) According to the information and explanations given to us and on an overall examination of the standalone financial statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associate or joint venture.
(f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint venture or associate company. Accordingly, the requirement to report under Clause 3(ix)(f) of the order is not applicable to the Company.
x. (a) In our opinion and according to the information and explanations given to us, the Company has utilized the money raised byway of initial public offer for the purposes for which they were raised as explained in note 13, except for the following cases:
| Nature of the fund raised | Purpose for which funds were raised | Amount raised Rs Million | Amount utilised for the other purpose Rs. Million | Details of default | Subsequent rectification (Yes/ No) and details |
| Initial Public Offer | To meet General corporate expenses | 986.43 | 540 | Amount has been utilised for repayment of unsecured loan from promoter | Yes, subsequent rectification has been filed by obtaining Shareholders\u2019 approval vide postal ballot resolution dated April 28, 2026, ratifying utilisation of IPO proceeds under General Corporate Purposes towards repayment of unsecured loan to the promoter |
(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, partly, or optionally convertible) during the year. Accordingly, the requirements to report under clause 3(x)(b) of the Order is not applicable to the Company.
xi. (a) Based on our examination of the books and records of the Company and according to the information and explanations given to us, we report that no material fraud by the Company or on the Company has been noticed or reported during the year in the course of our audit.
(b) During the year no report under Section 143(12) of the Act, has been filed by secretarial auditor or by us in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
(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. Accordingly, the provisions stated under clause 3(xii)(a) to (c) of the Order are not applicable to the Company.
xiii. According to the information and explanations given to us and 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 Companies Act, 2013, where applicable and details of such transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards, except in case of following:
| Name of related Party | Nature of relationship | Nature of underlying transaction | Amount involved (Rs. in Millions) | Remarks |
| Kamlesh Jain | Chairman and Managing Director | Loans Taken | 7,646.47 | Company has neither obtained prior approval nor omnibus approval for these related party transactions. However, the actual transactions for the period April 01, 2025 to December 31, 2025 and for the period January 01, 2026 to March 31, 2026 were ratified in the Audit Committee meetings dated February 09, 2026 and May 18, 2026 respectively. |
| Kamlesh Jain | Chairman and Managing Director | Repayment of Loans | 8,170.94 | |
| Kamlesh Jain | Chairman and Managing Director | Interest Expense | 62.16 |
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 of the Company issued till the date of our audit report, for the period under audit.
xv. According to the information and explanations given to us, and based on our examination of the records of the Company, in our opinion during theyearthe Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, the requirement to report on clause 3(xv) of the Order is not applicable to the Company.
xvi. (a) The Company is not required to be registered under Section 45 IA of the Reserve Bank of India Act,1934 (2 of 1934) and accordingly, the requirements to report under clause 3(xvi)(a) of the Order is not applicable to the Company.
(b) The Company is not engaged in any Non- Banking Financial or Housing Finance activities during the year and accordingly, the provisions stated under clause 3 (xvi) (b) of the Order are not applicable to the Company.
(c) The Company is not a Core investment Company (CIC) as defined in the regulations made by Reserve Bank of India. Accordingly, the requirement to report under clause 3 (xvi)(c) of the Order is not applicable to the Company.
(d) The group does not have any Core Investment Company as part of its group. Accordingly, the requirement to report under clause 3(xvi)(d) of the Order is not applicable to the Company.
xvii. Based on the overall review of standalone financial statements, the Company has not incurred cash losses in the current financial year and in the immediately preceding financial year. Accordingly, the requirement to report under clause 3(xvii) of the Order is not applicable to the Company.
xviii. There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company
xix. According to the information and explanations given to us and on the basis of the financial ratios (as disclosed in note 44 to the standalone financial statements), ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone
financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that 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 audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
xx (a) There are no unspent amounts towards Corporate Social Responsibility (CSR) on other than ongoing projects requiring a transfer to a Fund specified in Schedule VII to the Companies Act, 2013 in compliance with second proviso to sub-section (5) of Section 135 of the said Act. Accordingly, reporting under clause 3(xx) (a) of the Order is not applicable for the year.
(b) There are no ongoing projects and accordingly reporting under Clause 3(xx) (b) of the Order is not applicable to the Company.
xxi. The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements. Accordingly, no comment in respect of the said Clause has been included in the report.
ANNEXURE C TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF JAIN RESOURCE RECYCLING LIMITED (FORMERLY KNOWN AS JAIN RESOURCE RECYCLING PRIVATE LIMITED)
[Referred to in paragraph 2(g) under Report on Other Legal and Regulatory Requirements in the Independent Auditors Report of even date to the Members of Jain Resource Recycling Limited (Formerly known as Jain Resource Recycling Private Limited) on the Financial Statements for the year ended March 31, 2026]
Report on the Internal Financial Controls with reference to standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act)
OPINION
We have audited the internal financial controls with reference to standalone financial statements of Jain Resource Recycling Limited (the Company) as of March 31, 2026, in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
In our opinion, and to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31, 2026, based on the internal control with reference to standalone 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 (ICAI).
MANAGEMENTS AND BOARD OF DIRECTORS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys Management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal control with reference to standalone financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by ICAI. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to
Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on the Companys internal financial controls with reference to standalone 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 Act, to the extent applicable to an audit of internal financial controls. 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 standalone 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 standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements included obtaining an understanding of internal financial controls with reference to standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the standalone 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 standalone financial statements.
MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS
A companys internal financial control with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control with reference to standalone 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 standalone 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 standalone financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS
Because of the inherent limitations of internal financial controls with reference to standalone 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 standalone financial statements to future periods are subject to the risk that the internal financial control with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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