To, The Members,
Jhaverl Credits & Capital Limited
AhcntttiteA
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS OPINION
We have audited the accompanying standalone financial statements of Jhaveri Credits & Capital Limited ("the Company*), which comprise the Balance Sheet as at March 31, 2026, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes In Equity and the Statement of Cash Flows for the year ended on that date, and notes to the financial statements, including a summary of the significant accounting policies and other explanatory Information (hereinafter collectively 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 the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
BASIS FOR OPINION
Wc conducted our audit of the standalone financial statements In accordance with the Standards on Auditing specified under section 143(10) of the Companies Act, 2013 (SAs). Our responsibilities under those Standards arc 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 (ICA!) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities In accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained Is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
EMPHASIS OF MATTER
We draw attention to Note 46 to the standalone financial statements regarding the Scheme of Amalgamation of UR Energy (India) Private Limited ("Transferor Company") with Jhaveri Credits and Capital Limited ("Transferee Company") under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Scheme has been accounted for under the Pooling of Interests Method in accordance with Appendix C to Ind AS 103 Business Combinations. Consequently, the accompanying standalone financial statements, including comparative information, have been restated to give effect to the amalgamation from the appointed date of April 1,2024. Our opinion is not modified in respect of this matter.
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.
| 1) Accuracy of recognition, measurement, presentation and disclosures of revenues and other related Ind AS 115 "Revenue from Customers*:- | How our audit addressed this matter. |
| The revenue recognition involves certain key judgements such as identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue rccognised over a period as per Ind AS 115 and Its presentation In financial statements. | > We assess the companys process to identify distinct performance obligations, transaction price and appropriateness of the basis used to measure revenue recognized. Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing as follows: |
| > We evaluated the design of internal controls relating to revenue recognition. In the process, we selected samples of continuing and new contracts, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price & basis of measurement. We carried out a combination of procedures involving enquiry and observation, re-performance, assessment of basis of judgement and inspection of evidence in respect of operation of these controls. | |
| > Selected a sample of continuing and new contracts and performed the following procedures: | |
| - Identification and assessment of the distinct performance obligations in various contracts with customers. | |
| - Compared these performance obligations with that assessed and recorded by the Company In books of accounts. | |
| - We tested the samples selected depending upon the risk parameters, type and nature of revenue and compared with the performance obligations specified In the under dying contracts. | |
| - Evaluated the contracts on the basis of whether the contract h Fixed Price or Variable price contract, terms of obligation fulfillment, duration of contract and accrual points of revenue from such contracts. | |
| We verified the proof of performance vis-a-vis obligation of performance as per the contracts and have compared the revenue recognized In accordance with that. |
INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON
The Companys Management and Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report but does not include the standalone financial statements and our auditors report thereon.
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.
The other Information Including Directors Report is expected to be made available to us after the date of this auditors report. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance. We have nothing to report In this regard at present.
MANAGEMENTS RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
The Companys Management and Board of Directors is 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, total comprehensive income, changes in equity and cash Rows of the Company in accordance with the Ind AS specified under section 133 of the act and other accounting principles generally accepted in India. This responsibility also Includes maintenance of adequate accounting records In accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements 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 Management and 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are 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.
As part of an audit in accordance with SAs, we exercise professional Judgment and maintain professional scepticism 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 controls.
Obtain an understanding of Internal financial controls 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 system in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention In our auditors report to the related disclosures In the 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 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 the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when. In extremely rare circumstances, we determine that a matter should not be communicated In our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2020 (the Order*) Issued by the Central Government In terms of Section 143(11) of the Act, we give In Annexure A a statement on the matters specified In paragraphs 3 and 4 of the Order, to the extent applicable.
2. A) As required by Section 143(3) of the Act, based on our audit 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.
c) The Standalone 8alancc Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive Income, the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
c) 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 is disqualified as on March 31,2026 from being appointed as a director in terms of Section 164 (2) of the Act.
d) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report In Annexure- B\ Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys Internal financial controls over financial reporting.
g) With respect to the matter to be included in the Auditors Report under Section 197(16) of the Act:
In our opinion and according to the Information and explanations given to us, the remuneration paid by the Company to its directors during the current year is In accordance with the provisions of Section 197 read with schedule S of the Act.
B) 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, as amended, in our opinion and to the best of our information and according to the explanations given to us:
a) The Company has disclosed the Impact of pending litigations as at March 31, 2026 on Its financial position In Its standalone financial statements - Refer Notes 40 to the standalone financial statements.
b) The Company did not have any long-term contracts Including derivative contracts for which there were any material foreseeable losses;
c) There has been no amount required to be transferred to the Investor Education and Protection Fund by the Company.
d) (I) the management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts -Note No.60 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 pcrson(s) or entity(les), including foreign entities (intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall. whether, directly or Indirectly lend or Invest In other persons or entitles Identified In any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(ii) the management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, -Note No.61 to the standalone financial statements, no funds have been received by the company from any person(s) or entities), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(in) Based on such audit procedures that we have considered reasonable and appropriate in the circumstances; nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (il) contain any material mis-statement.
e) The Company did not propose or dedare any final dividend in respect of the previous financial year. Accordingly, the provisions of Section 123 of the Companies Act, 2013 relating to payment of such dividend are not applicable.
f) Based on our examination, which include test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2026 which has a feature of recording audit trail (edit log) facility and same has been operated for the period throughout the year for all relevant transactions recorded in the software and No instances of the audit trail feature being tampered with has been noticed.
Annexure -A
To the best of our Information and according to the explanations provided to us by the Company and the books of account and records examined by us In the normal course of audit, we state that:
I. In respect of the Companys Property, Plant and Equipment and Intangible Assets:
a) (A)The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.
(8) The Company has maintained proper records showing full particulars of intangible assets.
b) According to the information and explanations given to u$, the Company has a program of physical verification to cover all the Items of Property, Plant and Equipments In a phased manner. In our opinion, it Is reasonable having regard to the size of the Company and the nature of its assets. According to the Information and explanations given to us, no material discrepancies were noticed on such verification.
c) According to the information and explanations given to us, the records examined by us and based on the examination of the conveyance deeds / registered sale deed provided to us, we report that, the title deeds of immovable properties (other than immovable properties where the Company is the lessee and the leases agreements are duly executed in favour of the lessee) as disclosed In the standalone financial statements which are freehold are held in the name of Company.
d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not revalued any of Its Property, Plant and Equipment and Intangible assets during the year.
e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, no proceedings have been Initiated during the year or are pending against the Company as at March 31, 2026 for holding any benami property under the Benaml Transactions (Prohibition) Act, 1988 (as amended) and rules made thereunder.
II. In respect of the Inventory:
a) As explained by the management, it has conducted physical verification of Inventory at reasonable Intervals during the year. In our opinion, the coverage and procedure of such verification by the management Is appropriate. No discrepancies were noticed on verification between the physical stocks and book records that were more than 10% In aggregate of each class of Inventory.
b) According to the Information and explanations given to us and as disclosed in Note No. 24.1 to the standalone financial statements, the Company has been sanctioned working capital limits In excess of Rs.S crores In aggregate (fund based and non-fund based) from bank during the year on the basis of security of current assets of the Company. Based on the records examined by us in the normal course of audit of the financial statements, the quarterly returns/statements submitted by the Company with such banks are in agreement with the audited/ unaudited books of accounts of the Company. Trade Receivables were Rs. 1,789.98 lakhs (without giving effect of expected credit loss) and Inventory were Rs. 1,179.35 lakhs.
iii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has made investments In, provided unsecured loans to its subsidiary Companies during the year, in respect of which -
(a) (A) The Company has provided loans to its subsidiary are as under.
| Particulars | Loans (Rs. In Lakhs) |
| Aggregate amount granted/provided during the year | |
| Subsidiary | 0.00 |
| Balance outstanding as at balance sheet date | |
| Subsidiary | 18.02 |
- As informed to us, the Company has not provided any guarantee or provided security to Its subsidiary during the year.
(8) The aggregate amount of loans or advances, guarantees or security provided to parties other than subsidiary during the year, and the balance outstanding in respect thereof as at the Balance Sheet date, arc as follows:
| Particulars | Loans (Rs. In Lakhs) |
| Aggregate amount granted/provlded during the year | 4825.00 |
| Balance outstanding as at balance sheet date | 1281.77 |
(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the investments made and the terms and conditions of the grant of loans to the subsidiary and other parties are, in our opinion, prima facie, not prejudicial to the Companys interest.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in respect of loans granted to the subsidiary and other entities, no schedule has been stipulated for repayment of principal or payment of interest. In respect of other loans where repayment schedules have been stipulated, there have been defaults in the repayment of principal and payment of interest.
(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in respect of loans where repayment schedules have been stipulated, there are overdue amounts aggregating to Rs.5.S6 Lakh (including interest) which have remained outstanding for more than ninety days as at the balance sheet date. However, based on the information and explanations provided to us, the Company has taken reasonable steps for recovery of the overdue amounts.
(c) No loan granted by the Company which has fallen due during the year, has been renewed or extended or fresh loans granted to settle the over dues of existing loans given to the same parties.
(0 According to the Information and explanations given to us and on the basis of our examination of the records of the Company, the Company has granted loans repayable on demand or without specifying any terms or period of repayment aggregating to Rs.46.13 crore, representing 78.26% of the total loans granted during the year. Out of the above, loans aggregating to Rs.33.96 crore, representing 57.60% of the total loans granted, have been granted to related parties as defined in da use (76) of section 2 of the Companies Act, 2013. No loans or advances In the nature of loans have been granted to promoters.
Iv. In our opinion and according to the Information and explanations given to us, the Company has compiled wtth the provisions of Sections 185 and 186 of the Act in respect of grant of loans, making Investments In subsidiary.
v. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2026 and accordingly, the provisions of the clause 3 (v) of the Order are not applicable to the Company.
vi. According to the information and explanations given to us, the maintenance of cost records has not been specified by the Central Government under section 148{1) of the Companies Act, 2013 for services of the Company, and accordingly, reporting under clause 3(vi) of the order is not applicable to the Company.
v.ii. In respect of statutory dues:
a) According to the Information and explanations given to us and on the basis of our examination of the records of the Company, the Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, and other material statutory dues as applicable to it with the appropriate authorities. There were no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, Cess and other material statutory dues in arrears as at March 31,2026 for a period of more than six months from the date they became payable.
b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there arc no undisputed statutory dues relating to Goods and Services Tax, Provident Fund, Employees State Insurance, Income-tax, Sales Tax, Service Tax, Duty of Customs, Value Added Tax, Cess or any other statutory dues outstanding on account of any dispute as at March 31,2026. Accordingly, reporting under clause 3(vii)(b) of the Order is not applicable.
v.iii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income In the books of account. In the tax assessments under the Income Tax Act, 1961 as income during the year.
lx. In respect of loans from banks and financial Institutes:
a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not defaulted In repayment of dues to financial Institutions, banks, debenture holders or government, and accord>r>gly reporting under clause 3 (?x)(a) of the Order is not applicable to the Company.
b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not been declared wilful defaulter by any bank or financial Institution or other lender.
c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, No new term loans have been taken during the year, and accordingly, reporting under clause 3(lxXc) of the Order is not applicable.
d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, no funds raised on short-term basis were used for long-term purposes by the Company, and accordingly, reporting under ciause 3{ix)(d) of the Order is not applicable.
e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, and on an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary, and accordingly, reporting on dause 3(ix}(c) of the Order is not applicable.
f) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not raised any loans during the year on the pledge of securities held In its subsidiary, joint ventures or associate companies and accordingly, reporting on clause 3(ix)(f) of the Order is not applicable.
x. In respect of money raised:
a) In our opinion and according to information and explanation given to us and based on our examination of the records of the Company, during the year the Company has not raised any money by way of initial public offer (Including debt instruments) and further public offer during the year, and accordingly, reporting under clause 3{x)(a) of the Order is not applicable.
b) During the year, the Company has made preferential allotment of shares and converted warrants Into equity share for which the requirements of section 62 of the Companies Act, 2013 have been compiled with and the funds raised have been used for the purposes for which the funds were raised.
I) During the year company has converted 5,00,000 warrants of Rs.1425.00 Lakhs into 5,00,000 Equity 5hares of face value of Rs. 10/- each fully paid-up on a preferential of basis at R$.285/-each (including premium of Rs.275/- each share).
xl. In respect of fraud:
a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company has been noticed or reported during the year, except as stated below
I) Based on the Information and explanations given to us, the Company was a victim of cyber fraud during the year Involving fraudulent RT6S transfers aggregating to Rs.90.00 lakhs, pursuant to Impersonation of one of the Directors through fraudulent WhatsApp communication. The Company lodged a cybctcrimc complaint and subsequently registered an FIR with the Cyber Crime Police Station, Ahmedabad City, on 17 October 2025. Pursuant to the Investigation, Rs.5.08 lakhs were frozen by the investigating authorities and has been directed to be released and remitted to the Companys bank account pursuant to the order of the competent court, subject to prescribed formalities. The balance amount of Rs.84.92 lakhs remain unrccovered and Is subject to ongoing investigation and recovery proceedings. The Company has recognised the unrccovered amount as an exceptional Item In the Statement of Profit and Loss for the year. (Refer Note 47 to the financial statements)
a) According to the information and explanations given to us, no report under sub-section (12) of Section 143 of the Act has been filed by the auditors In Form ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules, 2014 with the Central Government.
b) We have been Informed by management that no whistle-blower complaints were received by the company during the financial period under audit Accordingly, the consideration of such complaints for the purpose of adjusting the scope or findings of our audit does not arise.
xii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company is not a Nidhi Company and accordingly reporting under clause 3 (xii) of the Order Is not applicable to the Company.
xiii. In our opinion and according to information and explanation given to us and based on our examination of the records of the Company, transactions with the related parties are In compliance with Section 177 and 188 of the Act where applicable and details of such transactions have been disclosed in standalone financial statements as required by the applicable accounting standards.
xiv. In respect of Internal Audit:
a) In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business.
b) We have considered the internal audit reports of the Company issued till date for the period under audit.
xv. In our opinion and according to Information and explanation given to us and based on our examination of the records of the Company, the Company has not entered into any non cash transactions with directors or persons connected with them, and accordingly reporting under dause 3{xv) of the Order Is not applicable.
xvi. (a) According to the Information and explanations given to us, the Company Is not required to be registered under section 45-lA of the Reserve Bank of India Act, 1934, and accordingly reporting under clause 3(xv1)(a) of the Order Is not applicable.
(b) According to the information and explanations given to us. The Company is not engaged In any Non- Banking Financial or Housing Finance activities. Accordingly, the requirement to report on clause (xvi)(b) of the Order is not applicable.
(c) The Company Is not a Core Investment Company as defined In the regulations made by Reserve Bank of India. Accordingly, the requirement to report on dause 3(xvt)(c) of the Order is not applicable to the Company.
(d) In our opinion, there Is no core Investment company within the Group (as defined In the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi)(d) of the Order Is not applicable.
xvii. In our opinion and according to information and explanation given to us and based on our examination of the records of the Company, the Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.
xviii. There has been a resignation of the statutory auditors during the year. Based on the information and explanations given to us and the records made available to us, including the resignation letter and Form ADT-3 filed by the outgoing statutory auditors, no issues, objections or concerns were raised by the outgoing statutory auditors which require consideration in the conduct of our audit
xlx. According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
xx (a) According to the Information and explanations given to us and based on our examination of the records of the Company, the provisions of Section 13S of the Companies Act, 2013 relating to Corporate Social Responsibility arc not applicable to the Company. Accordingly, reporting under dause 3(xx)(a) of the Order Is not applicable.
(b) Since the provisions of Section 13S of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to the Company, reporting under dause 3(xx)(b) of the Order Is not applicable.
ANNEXURE--B" TO THE INDEPENDENT AUDITORS REPORT
REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING UNDER CLAUSE (I) OF SUB- SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (THE ACT)
We have audited the internal financial controls over Financial reporting of Jhaveri Credits & Capital Limited ("the Company^) as of 31* March, 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys Management and the Board of Directors of the Company are responsible for establishing and maintaining Internal financial controls based on the Internal control over financial reporting criteria established by the Company considering the essential components of Internal control stated In the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities Indude 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 respective 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 Companies Act, 2013.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, 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 over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting Included obtaining an understanding of Internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors Judgement, Including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting of the Company.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A companys Internal financial control over financial reporting Is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes In accordance with generally accepted accounting principles. A companys Internal financial control over financial reporting Includes those policies and procedures that
(1) pertain to the maintenance of records that. In reasonable detail, accurately and early reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only In accordance with authorisations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING WITH
REFERENCE TO THESE STANDALONE FINANCIAL STATEMENTS
Because of the Inherent limitations of Internal financial controls over financial reporting. Including the possibility of collusion or Improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the Internal financial controls over financial reporting to future periods are subject to the risk that the Internal financial control over financial reporting may become inadequate because of changes In conditions, or that the degree of compliance with the policies or procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, 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 over financial reporting criteria established by the Company considering the essential components of internal control stated In the Guidance Note issued by the ICAI.
| For, B.K. PATEL & CO | |
| Chartered Accountants | |
| firm Regn No. 112647W | |
| B. 1C Patel | |
| Partner | |
| Ahmadabad | Membership No.032199 |
| 30-05-2026 | UDIN: 26032199HNPYHH9332 |
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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, 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

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