To the Members of KDDL Limited
Report on the Audit of the Standalone Financial Statements
OPINION
1. We have audited the accompanying standalone financial statements of KDDL Limited (the Company), which comprise the Standalone Balance Sheet as at 31 st March 2026, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Cash Flow and the Standalone Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information.
2. In our opinion and to the best of our information and t 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 specifiedunder Accounting Standards (Ind AS) al statements of the current period. These Companies (Indian section Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 st March 2026, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
BASIS FOR OPINION
3. We conducted our audit in accordance with the Standards on Auditing specified under section143(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 standalonefinancialstatements under the provisions of the Act and the rules thereunder, and we fulfilledour other ethical responsibilities in have accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is appropriate to provide a basis for our opinion. sufficie
KEY AUDIT MATTER
4. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone 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.
5. We have determined the matter described below to be the key audit matter to be communicated in our report.
| Key audit matter | How our audit addressed the key audit matter |
| Impairment assessment of investments, loans and other balances receivable from its subsidiaries | |
| Refer note 2.2(b) for material accounting policy information and note 5, 46(a) and 46(b) in notes forming part of standalone financial statements in relation to investments, loans and other balances receivable from its subsidiaries. | Our audit procedures in relation to impairment assessment of the carrying values of investments in and loans given to subsidiary included, but were not limited to the following: |
| \u2022 Obtained an understanding of the managements process for identification of impairment indicators for investments and significant increase in credit risk of loans, and evaluated the design and tested the operating effectiveness of key internal financial controls relating to such process; | |
| As at 31 st March 2026, the Company has investments in subsidiaries of Rs. 3,869.16 lacs, net of provision for impairment of Rs. 1,957.48 lacs aggregates to Rs. 5,826.64 lacs. Such investments together constitutes 9.32% of the total assets of the Company. | |
| \u2022 Evaluated the Companys accounting policies with respect to impairment assessment and assessed its compliance with the requirements of Ind AS 36 and Ind AS 109; | |
| At each period end, the management reviews whether any impairment indicators exist in the carrying amount of investments, in accordance with the requirements of Ind AS 36, "Impairment of Assets" (Ind AS 36), and Ind AS 109, "Financial instruments" (Ind AS 109), as applicable. | |
| \u2022 Obtained the managements assessment on impairment indicators around the recoverability of investment in and loan given to subsidiary and tested the mathematical accuracy of the underlying calculations and traced such information to source financial information relating to subsidiary companies; | |
| As at 31 st March 2026, the net carrying amount of investment in 2 subsidiaries was higher than their net worth, which has been identified as an impairment indicator by the management. | |
| \u2022 For cases where impairment indicators presents, obtained the impairment assessment working from the management and tested the arithmetical accuracy of valuation model and traced the future cash flow projections used for determining recoverable; | |
| \u2022 Assessed the professional competence, objectivity and capabilities of the valuation expert used by the management for determining recoverable amount; | |
| Accordingly, management has performed impairment test by determining the recoverable amount of aforesaid balances from such subsidiaries using the Discounted Cash Flow (DCF) valuation model, which requires significant estimation and judgement around assumptions used such as projections of future cash flows, growth rates and discount rates applied etc. Changes to these assumptions could lead to material changes in estimated recoverable amounts, resulting in either additional impairment or reversals of impairment taken in prior years. | \u2022 Involved auditors valuation expert to assess the appropriateness of the valuation methodology and reasonableness of key assumptions used by managements valuation experts to determine recoverable amount; |
| \u2022 Evaluated and challenged the forecasted cash flows of subsidiaries based on our knowledge of the business and the markets in which they operate and assessed the comparability of the forecasts with historical information; | |
| \u2022 Performed sensitivity analysis of the key assumptions, including the discount rate applied in determining the recoverable value to evaluate the possible variation on the current recoverable amount; | |
| Considering the materiality and significance of the amount involved and significant estimates and judgement involved in assumptions used for the computation of the recoverable amount, we have determined this matter to be a key audit matter for the current year audit. | |
| \u2022 Reviewed the regularity of repayment of principal and payments of interest as per terms of the agreement relating to loans given to the subsidiary company; and | |
| \u2022 Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements in accordance with applicable accounting standards. |
INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON
6. The Companys Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the standalone financialstatements and our auditors report thereon. The Annual Report, is expected to be made available to us after the date of this auditors report.
Our opinion on the standalone financial statements does cover the other information and we will not express any form of assurance conclusion thereon.
In connectionwith our audit of the standalone financial statements, our responsibility is to read the other information identified so, consider whether the other information is materially inconsistent with the standalone financialstatements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE FINANCIAL
STATEMENTS
7. The accompanying standalone financial been approved by the Companys Board of Directors. The Companys Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true financial position, comprehensive income, changes in equity and cash 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 of the assets of the Company and for preventing and detecting other irregularities; selection and accountingpolicies; making judgments and estimates that are reasonable and prudent; and design, implementation above when it becomes available and, in doing and maintenance of adequate internal financial ely for ensuring the accuracy effectiv that were operating and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
8. In preparing the standalone financial of Directors is 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. statements have
9. The Board of Directors is also responsible for overseeing the Companys financial reporting process.
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
10. Our objectives are to obtain reasonable assurance about whether the standalone financial oing statements concern; 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 Standards on Auditing 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 economicdecisionsofuserstakenonthebasis cant deficienciesin internal control that of these standalone financial statements.
11. As part of an audit in accordance with Standards on Auditing, specified under section 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 for our opinion. The risk of not detecting misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentionalomissions, 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
143(3) appropriate in the circumstances. Under section (i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness 197(16) of theof 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 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 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 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 and as a whole Companytoceasetocontinue as a
Evaluate the overall presentation, structure and content of the standalone financial disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieveswill always detect fair presentation. material 12. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and identifyany during our audit.
13. We also provide those charged with governance with a statement143(10) that weof havethe Act compliedwe exercise 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.
14. From the matters communicated with those charged with governance, we determine those matters that were of to mostprovide significance basis 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 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 (OTHER MATTER PARAGRAPHS) based on our audit, 15. Asrequiredby section we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule
V to the Act.
16. As required by the Companies (Auditors Report) Order, 2020 (the Order) issued by the Central Government of India in terms of section in paragraphs I statementonthe matters specified 3 and 4 of the Order, to the extent applicable. doubt on the Companys 17. Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, that: a) We have sought and obtained all the information statements or, if explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the accompanying standalone financial statements; b) Except for the matters stated in paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended), 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 financial report are in agreement with the books of account; d) In our opinion, the aforesaid standalone financial statements comply with Ind AS specified 133 of the Act; s identified e) On the basis of the written representations received from the directors or provide any and taken on record by the Board ate of Directors, none of the directors is disqualified as on
31 st March 2026 from being appointed as a director in terms of section 164(2) of the Act; f) The qualification accounts and other matters connected therewith are as stated in paragraph 17(b) above on reporting section 143(3)(b) of the Act and paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended); g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 st March 2026 and the operating effectiveness of such controls, in anyrefer manner to our separate report in Annexure II wherein we have expressed an unmodified opinion; or provide 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 (as amended), in our opinion and to the best of our given to information and according to the explanations us: i. The Company, as detailed in note 36 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31st March 2026; ii. The Company did not have any long-term contracts including there were any material foreseeable losses as at 31 st March 2026; iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 st March 2026; iv. a. The management has represented that, to the best of its knowledge and belief, as disclosed in note 45(5) to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any persons or entities, including entities foreign statements dealt with by this intermediaries), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, under section directly or indirectly lend or invest in other personsorin any manner whatsoever by or on behalf of the Company
UltimBeneficiaries) (the guarantee, security or the like on behalf the Ultimate Beneficiaries; b. The management has represented that, relating to the best of its knowledge and belief, as the maintenance of disclosed in note 45(6) to the standalone under financial statements, received by the Company from any persons or 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 whatsoever by or on behalf of the Funding
Party (Ultimate Beneficiaries) any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe the management representations under sub-clauses (a) and (b) above contain any material misstatement. v. a. The final dividend paid by the Company during the year ended 31 st March 2026 in contracts for which respect of such dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend. b. The interim dividend declared and paid by the Company during the year ended 31 st March
2026 and until the date of this audit report is c. As stated in Note 35(ii) to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 st March 2026 which is subject to the approval of the members at the ensuing Annual
General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration software dividend. vi. As stated in Note 50 to the standalone financial statements and based on our examination included test checks, except for instances/matters mentioned below, the financial year commencing on 1 st April 2025, has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with other than the consequential impact of the exception the audit trail has been preserved by the Company as per the statutory requirements for record retention.
| Nature of exception noted | Details of Exception |
| Instances of accounting software for maintaining books of account for which ofthe feature of recording audit trail (edit log) facility was not operated throughout the year for all relevant transactions recorded in the software in respect of | The audit trail feature was not enabled at the database level for accounting to log any direct data changes, used for maintenance of all accounting records which by the Company. |
| For Walker Chandiok & Co LLP | |
| Chartered Accountants | |
| Firm\u2019s Registration No.: | |
| Rohit Arora | |
| Partner | |
| Place: Pune | Membership No.: 504774 |
| Date: 19 givenbelow. Furthermore, th May 2026 UDIN: 26504774LDAPQL7398 | |
ANNEXURE I REFERRED TO IN PARAGRAPH 16 OF THE INDEPENDENT AUDITORS REPORT OF EVEN
DATE TO THE MEMBERS OF KDDL LIMITED ON THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED
31 ST MARCH 2026
In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that: (i) (a) (A) The Company has maintained proper records showing full particulars, including details and situation of property, plant and equipment, capital work in progress, investment property and relevant details of right-of-use assets.
(B) The Company has maintained proper records showing full (b) The Company has a regular programme of physical verification of its property, plant and equipment, capital work in progress and relevant details of right-of-use assets under which the assets are physically verifiedin a phased manner 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.
In accordance with this programme, certain property, plant and equipment, capital work in progress and relevant details of right-of-use assets were verified during the year and no material discrepancies were noticed on such verification.
(c) The title deeds of all the immovable properties including investment properties held by the (other than properties where the Company is a lessee), disclosed in Note 3 and 41 ofintangibleassets. to the standalone financial statements, are held in the name of the Company. For properties where the Company is a lessee, the lease arrangements have been duly executed in favour of the Company except in following cases:
| Description of property | Right- of-Use Asset Value (Rs.) | Location | Details of Lessor | Period held | Reason for non-execution agreement |
| Land | 5,67,000 | Parwanoo, Himachal Pradesh | M/s Himanchal Fine Blanks Limited | 12-13 years | Company is in process of completing formalities for transferring the title deed in its own name. Currently, the lease agreement is in the name of M/s Himanchal Fine Blanks Limited which got amalgamated with the Company in January 2013. |
(d) The Company has not revalued its property, plant and equipment including right-of-use assets or intangible assets during the year.
(e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended) and rules made thereunder.
(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year, except for goods-in- transit. In our opinion, the coverage and procedure of such verification by the management is appropriate and no discrepancies of 10% or more in the aggregate for each class of inventory were noticed as compared to book records. In respect of goods-intransit, these have been confirmed from corresponding receipt and/or dispatch inventory records.
(b) As disclosed in Note 17 to the standalone financial statements, the Company has been sanctioned a working capital limit in excess of Rs. 5 crores by banks based on the security of current assets. The quarterly statements, in respect of the working capital limits have been filed by the Company with such banks and such statements are in agreement with the books of account of the Company for the respective periods, which were subject to audit/review.
(iii) The Company has not provided security or granted any advances in the nature of loans to companies, firms and limited liability partnerships during the year. Further, the Company has made investments in, provided guarantee and granted unsecured loans to other parties during the year, in respect of which: (a) The Company has provided loans to others during the year as per details given below: (Rs in lacs)
| Particulars | Loans |
| Aggregate amount provided during the year (Rs.): | |
| - Others (Employees) | 28.05 |
| Balance outstanding as at balance sheet date (Rs.): | |
| - Others (Employees) | 27.70 |
(b) In our opinion, and according to the information and explanations given to us, the investments made, guarantees provided and terms and conditions of the grant of all loans and guarantees provided are, given prima facie, not prejudicial to the interest of the Company.
Further, the Company has not given any security or granted any advances in the nature of loans during the year.
(c) In respect of (1) of section loans granted by the Company, the schedule of repayment products of the Company. principal and For such payment of interest has been stipulated and the repayments/ receipts of principal and interest are regular.
(d) There is no overdue amount in respect of loans granted to such other parties.
(e) The Company has not granted any loans or advances in the nature of loans which has fallen due during the year. Further, no fresh loans were granted to any party to settlethe overdue loans/advances in nature of loan that existed as at the beginning of the year.
(f) The Company has not granted any loans or advances in the nature of loans, which are repayable on demand or without specifying any terms or period of repayment.
(iv) In our opinion, and according to the information and explanations given to us, the Company has complied with and 186 of the Act in respect the provisions of sections by the of loans and investments made and guarantees and security provided by it, as applicable.
(v) In our opinion, and according to the information and explanationsgiven to us, the Company has complied with the directives issued by the Reserve Bank of India (the RBI), the or other relevant provisions of provisionsofsections the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended) as applicable, with regard to the deposits accepted or amounts which have been considered as deemed deposit. According to the information and explanations to us, no order has been passed by the Company Law Board or National Company Law Tribunal or RBI or any Court or any other Tribunal, in this regard.
(vi) The Central Government has specified maintenance of cost records under 148 of the Act only sub-section in respect of specified products, we have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost and are of the opinion records under the aforesaid section, that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
(vii) (a) In our opinion and according to the information and explanations given to us, undisputed statutory dues including goods and services tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, have generally been regularly deposited with the appropriate authorities though there have been slight delays in a few cases. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us, we report that there are no statutory dues which have not been deposited with the appropriate authorities on account of any dispute except for the following:
| Name of the statute | Nature of the dues | Gross Amount (Rs. in lacs) | Amount paid under Protest (Rs. in lacs) | Period to which the amount relates* | Forum where dispute is pending |
| Income Tax Act, 1961 | Disallowance u/s 43B | 45.77 | - | 2023-24 | Commissioner of Income-Tax (Appeals) |
| Income Tax Act, 1961 | Disallowance u/s 43B | 2.91 | - | 2019-20 | Commissioner of Income-Tax (Appeals) |
| Income Tax Act, 1961 | Disallowance u/s 43B | 39.38 | - | 2018-19 | Assessing Officer |
| Goods and Service Tax, 2017 | Goods and Service tax | 21.12 | - | 2022-23 | Additional / Joint Commissioner of CGST, Shimla Commissionerate, Shimla |
*Note: All the period mentioned above are financial year except for Income Tax Act,
(viii) According to the information and explanations given to us, we report that no transactions were surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961) which have not been previously recorded in the books of accounts.
(ix) (a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of its loans or borrowings or in the payment of interest thereon to any lender.
(b) According to the information and explanations given to us including confirmations received from banks and representation received from the management of the
Company, and on the basis of our audit procedures, we report that the Company has not been declared a willful defaulter by any bank or financial institution government or any government authority.
(c) In our opinion and according to the information and explanations loans were applied for the purposes for which these were obtained.
(d) In our opinion and according to the information and explanations given to us, the Company has not raised any funds on short term basis during the year.
Accordingly, reporting under clause 3(ix)(d) of the Order is not applicabletotheCompany. 177 and 188 of the Act, where
(e) In our opinion and according to the information and explanations given to us and on an overall examination the of the financial Company has not taken any funds from any entity or person on account of or to meet the obligations subsidiaries.
(f) In our opinion and according to the information and us, the Company has not raised explanations any loans during the year on the pledge of securities held in its subsidiaries.
(x) (a) The Company has not raised any money by way of initial public instruments), during the year. Accordingly, reporting under clause 3(x)(b) of the Order is not applicable to the Company.
(b) According to the informationand explanations given to us and examinationof the records the basis our of the Company, the Company has not made any preferential allotment or private placement 192 of of shares optionally) convertible or (fully, debentures partially under clause during the year. Accordingly, reporting 3(x)(b) of the Order is not applicable to the Company.
(xi) (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no fraud on the Company has been noticed or reported during the period covered by our audit.
(b) According to the information and explanations given to us including the representation made to us by the management of the Company, no report under subsection the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014, with the Central Government for the period covered by our audit.
(c) According to the information and explanations to us including the representation made to us by the management of the Company, there are no whistle-blower complaints received by the Company during the year. given to us, money raised by way of term (xii) The Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to reportingunder it. Accordingly, clause 3(xii) of the Order is not applicable to the Company. (xiii) In our opinion and according to the information and explanations given to us, all transactions entered into by the Company with the related partiesare in compliance with . Further, sections the details of such related party transactions have been disclosed in the standalone financialstatements, as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specifiedin Companies (Indian Accounting Standards) Rules 2015 as prescribed under section of its
Act.
(xiv) (a) In our opinion and according to the information and explanations given to us, the Company has an internal audit system which is commensurate with the size and nature of its business as required under the provisions of section 138 of the Act. offer or furtherpublicoffer(includingdebt (b) We have considered the reports issued by the Internal Auditors of the Company till date for the period under audit.
(xv) According to the information and explanation given to us, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, reporting respect to compliance with the provisions of section the Act are not applicable to the Company.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, reporting under clauses 3(xvi)(a), (b)and(c)oftheOrderare falling due within a period of not applicable to the Company.
(d) Based on the information and explanations given to us and as represented by the management of the in Core Investment Company, the Group (as defined does not Companies (Reserve Bank) Directions, have any CIC.
(xvii) The Company has not incurred any cash losses in the current financial year as well as the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting 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 dates of realisation offinancialassets and payment of financial liabilities, other information in the standalone knowledge of the plans of the Board financial of Directors and management and based on our examination of the evidence assumptions,nothing has supportingthe 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 and when liabilities 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 the audit report and we neither give any guarantee nor any one assurance that all liabilities year from the balance sheet date, will get discharged by the company as and when they fall due.
(xx) According to the information and explanations given to us, the Company does not have any unspent amounts towards Corporate Social Responsibility in respect of any ongoing or other than ongoing project as at the end of the financial Accordingly, reporting 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 of the
Company.underclause3(xviii)of Accordingly, no comment has been included in respect of said clause under this report.
ratios, ageing and expected
| For Walker Chandiok & Co LLP | |
| Chartered Accountants | |
| Firm\u2019s Registration No.: 001076N/N500013 | |
| Rohit Arora | |
| Partner | |
| Place: Pune | Membership No.: 504774 |
| Date: 19 th May 2026 | UDIN: 26504774LDAPQL7398 |
ANNEXURE II TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF KDDL LIMITED ON THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 ST MARCH 2026
INDEPENDENT AUDITORS REPORT ON THE INTERNAL
FINANCIAL CONTROLS WITH REFERENCE TO THE
STANDALONE FINANCIAL STATEMENTS UNDER
CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (THE ACT)
1. In conjunction with our audit of the standalone financial statements of KDDL Limited (the Company) as at and for the year ended 31 st March 2026, we have audited the internal financial controls with reference to financial statements of the Company as at that date.
RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR INTERNAL FINANCIAL CONTROLS
2. The Companys Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to standalone financial statements established by the Company considering the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI) ("the Guidance Note"). These implementationresponsibilities and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly efficient conduct of the Companys business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and accuracy and completeness of the accounting the timely preparation of reliable financial required under the Act.
AUDITORS RESPONSIBILITY FOR THE AUDIT OF THE
INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
STANDALONE FINANCIAL STATEMENTS
3. Our responsibility is to express an opinion on the Companys internal financial controls with reference to financial statements based on our audit. We conducted our audit in of of accordance with the StandardsonAuditingissued by the ICAI to the extentprescribed under Section applicable to an audit of internal financialcontrols with reference to financial statements, and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financialstatements were established and maintained and if such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financial obtaining an understanding of such internal financialcontrols, 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.
5. We believe that the audit evidence we have obtained is t and appropriate to provide a basis for our audit nsufficie opinion on the Companys internal financial controls with reference to financial statements .
MEANING OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO STANDALONE FINANCIAL STATEMENTS
6. A companys internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financialcontrols with reference to financial statements include those policies the and procedures that (1) pertain to the maintenance of records that, in reasonable detail, records, accuratelyandand fairly as 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 unauthorised acquisition, use, or disposition detection the companys assets that could have a material effect on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS
7. Because of the inherent limitations of internal financial controls with reference to financialstatements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions,or that the degree of compliance with the policies or procedures may deteriorate.
OPINION
8. In our opinion, the Company has, in all material respects, adequate internal financial controls statements and such controls were operating effectively as at 31 st March 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 Walker Chandiok & Co LLP | |
| Chartered Accountants | |
| Firm\u2019s Registration No.: 001076N/N500013 | |
| Rohit Arora | |
| Partner | |
| Place: Pune | Membership No.: 504774 |
| Date: 19 th May 2026 | UDIN: 26504774LDAPQL7398 |
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