Magnum Ventures Ltd Auditor Reports

Manish Pandey & Associates Chartered Accountants B-102, First Floor, Sector-6, Noida (U.P.)

INDEPENDENT AUDITORS REPORT

To The Members of M/s MAGNUM VENTURES LIMITED Report on the Audit of the Standalone Financial Statements

Opinion: We have audited standalone financial statements of MAGNUM VENTURES LIMITED, comprising Balance Sheet as at March 31, 2026, Statement of Profit and Loss (including Other Comprehensive Income), Statement of Cash Flow for year ended, Statement of Changes in Equity and notes to financial statements including summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to explanations given to us, aforesaid standalone financial statements give information required by Companies Act, 2013 in manner so required and give true and fair view in conformity with accounting principles generally accepted in India including Indian Accounting Standards (Ind AS) specified under Section 133 of Act, of state of affairs (financial position) of company as at March 31, 2026 and profit and its cash flows and statement of changes in equity for year ended on that date.

Basis of Opinion: We conducted our audit in accordance with Standards on Auditing (SAs) specified under Section 143(10) of Act. Our responsibilities under those SAs are further described in Auditors Responsibilities for Audit of Standalone Financial Statements section of our report. We are independent of Company in accordance with Code of Ethics issued by Institute of Chartered Accountants of India together with ethical requirements relevant to our audit of standalone financial statements under provisions of Act and Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and Code of Ethics. We believe audit evidence we have obtained is sufficient and appropriate to provide 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 standalone financial statements of current period. These matters were addressed in context of our audit of standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinion on these matters.

(a) We refer to note number 14 of financial statements; company has availed secured Term Loan from Tourism Finance Corporation India Limited to tune of Rs. 15000 lacs for repayment of listed, secured, redeemable, non-convertible debentures of Rs. 15000 lacs.

Emphasis of Matter:

(a) Balance of Debtors, Creditors & Advances as at March 31, 2026 subject to confirmation and reconciliation consequential effect (if any) on financial statement remains unascertained.

(b) Inventory physically verified by management, being technical matter we are unable to comment upon quantity, pricing and method being used for valuation of inventory and have relied upon value and quantity certified by management.

(c) We have observed company has made deposits amounting to Rs. 300.00 lakhs with Bank of Baroda. Company informed such payment made to cover expenses to be incurred by Bank of Baroda in order to withdraw cases filed by them against company at various forums.

(d) Honble Executive Director of SEBI passed order dated May 31, 2023 (bearing No. QIA/SP/CFID/FID-SEC4/26875/2023-24) in matter of M/s Magnum Ventures Limited imposing penalty under section 15HA & 15HB of SEBI Act, 1992 amounting to Rs. 12,00,000 on company and collectively Rs. 54,00,000 on directors and KMPs of Company, restrained from accessing securities market and prohibited from buying, selling or dealing in securities for period of one year. Provision of Rs. 12,00,000 made in books. Subsequent to said order, Company appealed before Honble Securities Appellate Tribunal, Mumbai (Honble SAT), however Honble SAT vide order dated July 13, 2023 did not provide interim relief and directed Company to deposit penalty amount subject to result of appeal. We observe company duly deposited penalty amount in compliance to order of Honble SAT and matter was listed for April 24, 2026 wherein matter further adjourned to July 7, 2026.

(e) Trade Receivables amounts to Rs. 6051.20 lakhs, out of which trade receivables amounting to Rs. 333.30 lakhs outstanding for more than six months. Trade receivable of Rs. 46.04 lakhs outstanding for more than six months, under litigation.

Our opinion is not modified in respect of above emphasis.

Other Information: Companys Management and Board of Directors responsible for other information. Other information comprises information included in Companys annual report, but does not include financial statements and auditors report thereon. Our opinion on standalone financial statements does not cover other information and we do not express any form of assurance conclusion thereon. In connection with our audit, our responsibility is to read other information and, in doing so, consider whether other information materially inconsistent with standalone financial statements or our knowledge obtained in audit or otherwise appears materially misstated. If, based on work performed, we conclude material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Managements and Board of Directors Responsibilities for Standalone Financial Statements: Companys Management and Board of Directors responsible for matters stated in Section 134(5) of Act with respect to preparation of these standalone financial statements that give true and fair view of state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of Company in accordance with accounting principles generally accepted in India, including Indian Accounting Standards (Ind AS) specified under Section 133 of Act.

Respective Management and Board of Directors of companies responsible for maintenance of adequate accounting records in accordance with provisions of Act for safeguarding of assets of each company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, operating effectively for ensuring accuracy and completeness of accounting records, relevant to preparation and presentation of standalone financial statements that give true and fair view and free from material misstatement, whether due to fraud or error.

In preparing standalone financial statements, respective Management and Board of Directors responsible for assessing ability of each company to continue as going concern, disclosing, as applicable, matters related to going concern and using going concern basis of accounting unless respective Board of Directors either intends to liquidate company or to cease operations, or has no realistic alternative but to do so.

Respective Board of Directors responsible for overseeing financial reporting process of each company.

Auditors Responsibility for Audit of Standalone Financial Statements: Our objectives are to obtain reasonable assurance about whether standalone financial statements as a whole free from material misstatement, whether due to fraud or error, and to issue auditors report that includes our opinion. Reasonable assurance is high level of assurance, but not guarantee that audit conducted in accordance with SAs will always detect material misstatement when it exists. Misstatements can arise from fraud or error and considered material if, individually or in aggregate, they could reasonably be expected to influence economic decisions of users taken on basis of these standalone financial statements.

As part of audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout audit. We also:

? Identify and assess risks of material misstatement of standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence sufficient and appropriate to provide basis for our opinion. Risk of not detecting material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or override of internal control.

? Obtain understanding of internal control relevant to audit in order to design audit procedures appropriate in circumstances. Under Section 143(3)(i) of Act, we also responsible for expressing our opinion on whether company has adequate internal financial controls with reference to financial statements in place and operating effectiveness of such controls.

? Evaluate appropriateness of accounting policies used and reasonableness of accounting estimates and related disclosures made by Management and Board of Directors.

? Conclude on appropriateness of Management and Board of Directors use of going concern basis of accounting in preparation of standalone financial statements and, based on audit evidence obtained, whether material uncertainty exists related to events or conditions that may cast significant doubt on Companys ability to continue as going concern. If we conclude material uncertainty exists, we required to draw attention in our auditors report to related disclosures in standalone financial statements or, if such disclosures inadequate, to modify our opinion. Our conclusions based on audit evidence obtained up to date of our auditors report. However, future events or conditions may cause Company to cease to continue as going concern.

? Evaluate overall presentation, structure and content of standalone financial statements, including disclosures, and whether standalone financial statements represent underlying transactions and events in manner that achieves fair presentation.

We communicate with those charged with governance of Company and such other entity included in standalone financial statements of which we are independent auditors regarding, among other matters, planned scope and timing of 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 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 matters communicated with those charged with governance, we determine those matters that were of most significance in audit of standalone financial statements of current period and are therefore key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about matter or when, in extremely rare circumstances, we determine matter should not be communicated in our report because adverse consequences of doing so would reasonably be expected to outweigh public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements:

1. As required by Companies (Auditors Report) Order, 2020 (the Order), issued by Central Government of India in terms of sub-section (11) of Section 143 of Companies Act, 2013, we give in Annexure-A, statement on matters specified in paragraph 3 and 4 of Order, to extent applicable.

A. Further to our comments in Annexure-A, as required by Section 143(3) of Act, we report that:

1. We have sought and obtained all information and explanations which to best of our knowledge and belief were necessary for purposes of our audit.

2. In our opinion, proper books of accounts as required by law have been kept by Company so far as it appears from examination of those books.

3. Balance Sheet, Statement of Profit and Loss, and Cash Flow statement dealt with by this Report are in agreement with books of account.

4. In our opinion, aforesaid financial statements comply with Ind AS specified under Section 133 of Act.

5. On basis of written representation received from directors as on 31st March 2026 and taken on record by Board of Directors, none of directors is disqualified as on 31st March 2026 from being appointed as director in terms of Section 164(2) of Act.

6. We have also audited internal financial controls over financial reporting for Company as on 31st March 2026 with respect to adequacy of internal financial controls over financial reporting of company and operating effectiveness of such control. Refer to our separate Report in Annexure-B

B. With respect to other matters to be included in Auditors Report in accordance with Rule 11 of Companies (Audit and Auditors) Rules, 2014, in our opinion and to best of our information and according to explanations given to us:

a. Company, as detailed in Note 32(B) to Financial Statements, has disclosed impact of pending litigations on its financial position as at 31st March 2026.

b. Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses as at 31st March 2026.

c. There were no amounts required to be transferred to Investor Education and Protection Fund by Company during year ended 31st March 2026.

d. (i) Management has represented that, to best of its knowledge and belief, other than as disclosed in notes to accounts, no funds have been advanced or loans or invested (either from borrowed funds or share premium or any other sources or kind of funds) by company to or in any other person(s) or entity(ies), including foreign entities (Intermediaries), with understanding, whether recorded in writing or otherwise, that Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of company (Ultimate Beneficiaries) or provide any guarantee, security or like on behalf of Ultimate Beneficiaries;

(ii) Whether management has represented, that to best of its knowledge and belief, other than as disclosed in notes to accounts, no funds have been received by company from any person(s) or entity(ies), including foreign entities (Funding Parties), with understanding, whether recorded in writing or otherwise, that company shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or like on behalf of Ultimate Beneficiaries; and (iii) Based on such audit procedures that auditor has considered reasonable and appropriate in circumstances, nothing has come to their notice that has caused them to believe that representations under sub-clause (i) and (ii) contain any material misstatement. e. Company has not declared or paid any dividend during year in contravention of provisions of Section 123 of Companies Act, 2013.

f. Reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 applicable from April 1, 2023. Based on our examination which included test checks, Company has used accounting software for maintaining books of accounts, which have feature of recording audit trail (edit log) facility and same operated throughout year for all relevant transactions recorded in software. Further, during course of our audit we did not come across any instance of audit trail feature being tampered with, where such functionality was enabled and logs maintained.

C. With respect to matter to be included in Auditors Report under Section 197(16) of Act: In our opinion and according to information and explanations given to us, remuneration paid by Company to its directors during current year is in accordance with provisions of Section 197 of Act. Remuneration paid to any director not in excess of limit laid down under Section 197 of Act. Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of Act which are required to be commented upon by us.

For Manish Pandey and Associates Chartered Accountants FRN.019807C

Sd/- CA Ravinder Panwar Partner MRN.:549996 UDIN:26549996DAPF0I3719

Place: Ghaziabad Date:27/05/2026

Annexure A to Independent Auditors Report

3(i) - FIXED ASSETS: (a) Company maintained proper records showing full particulars including quantitative details and situation of Property, Plant and Equipment & intangible assets. (b) Property, Plant and Equipment physically verified by management on annual basis. Frequency reasonable having regard to size of company and nature of assets. No material discrepancies noticed. (c) Title deeds of immovable properties disclosed in financial statements and held as Property, Plant and Equipment. We express no opinion on validity of title. (d) Company has not revalued its property, plant and equipment (including right of use assets) or intangible assets during year. (e) No proceedings initiated or pending against company for holding any benami property under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.

3(ii) - INVENTORIES: (a) Inventory physically verified by management at reasonable intervals. Being technical matter, unable to comment upon quantity, pricing and method being used for valuation, relied upon value and quantity certified by management. (b) During any point of time of year, company has not been sanctioned any working capital limits from banks or financial institutions on basis of security of current assets.

3(iii) - LOANS OR ADVANCE IN NATURE OF LOANS: Company has not made any investment in, provided any guarantee or security or any loans or advance in nature of loans, secured or unsecured to companies, firms, Limited Liability Partnerships or any other parties. Requirements of this clause do not apply.

3(iv) - COMPLIANCE OF SECTIONS 185 AND 186: Company has complied with provisions of section 185 and 186 of Companies Act, 2013 in respect of loans, investments, guarantees, and security.

3(v) - ACCEPTANCE OF PUBLIC DEPOSITS: Company has not accepted any loans or deposits which are deposits within meaning of section 73 & 76 and Rule 2(b) of Companies (Acceptance of Deposits) Rules, 2014.

3(vi) - COST RECORDS: Company has prepared and maintained cost records as prescribed by Central Government under section 148(1) of Companies Act, 2013.

3(vii) - STATUTORY DUES: (a) Company generally regular in depositing undisputed statutory dues including Provident Fund, ESI, Income-tax, TDS, TCS, Professional Tax, Sales Tax, VAT, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess, GST and other material statutory dues, subject to few delays. (b) No undisputed amounts payable in respect of above statutory dues outstanding as at 31 March, 2026 for period of more than six months from date they became payable. (c) No statutory dues mentioned in clause (b) not deposited on account of any dispute except following:

Name of Statute	Nature of Dues	Assessment Year	Amount Involved (Rs)	Forum where dispute pending
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2018-19	1,61,05,700/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2019-20	5,54,92,195/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2020-21	5,34,11,702/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2021-22	4,22,16,307/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2022-23	2,23,74,507/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)
Income Tax Act,1961	Assessment Order passed by Assessing Officer	2023-24	3,59,65,550/- (Plus interest and penalty)	Appeal filed by company with CIT (Appeals)

3(viii) - TRANSACTIONS NOT RECORDED IN BOOKS: Company has not surrendered or disclosed any transaction previously unrecorded in books of account in tax assessments under Income Tax Act, 1961 as income during year. Requirement to report on clause 3(viii) not applicable.

3(ix) - DEFAULT IN REPAYMENT OF LOANS/OTHER BORROWINGS/IN PAYMENT OF INTEREST TO ANY LENDER:

(a) Company has not defaulted in repayment of loans and borrowings from financial institutions and banks.

(b) Company has not been declared willful defaulter by bank or financial institution or government or any government authority.

(c) No term loans availed by company during year.

(d) No funds raised on short term basis have been used for long-term investment by company. (e) Company has not taken any funds from any entity or person on account of or to meet obligations of its subsidiary.

(f) Company has not raised loans during year on pledge of securities held in its subsidiary.

3(x) - END USE OF MONIES RAISED BY WAY OF IPO/FPO: (a) Company has not raised any moneys by way of initial public offer or further public offer (including debt instrument). Clause 3(x)(a) not applicable. (b) Company has made preferential allotment or private placement of shares to following persons:

S.No Name of person	Nature of Instrument	Number allotted	Value per instrument including	Total Amount received
1 Neo Special credit opportunity fund	Equity Shares	20,00,000	30/-	600.00/-

Company complied with provisions of Section 42 of Companies Act, 2013 and funds raised used for purpose for which funds were raised.

3(xi) - FRAUD NOTICED OR REPORTED:

(a) No fraud on or by company noticed or reported during course of our audit.

(b) No report under sub-section (12) of section 143 of Companies Act filed by auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with Central Government.

(c) No whistleblower complaints received by company during year.

3(xii) - REPORTING OF COMPLIANCES BY NIDHI COMPANY: Company is not a Nidhi Company. Clause 3(xii) not applicable.

3(xiii) - RELATED PARTY TRANSACTIONS: Transactions with related parties in compliance with Section 177 and 188 of Act, where applicable, and details disclosed in standalone financial statements as required by applicable accounting standard.

3(xiv) - INTERNAL AUDIT: (a) Company has internal audit system commensurate with size and nature of its business. (b) Report of Internal Auditors for period under audit considered by us.

3(xv) - NON CASH TRANSACTIONS INVOLVING DIRECTORS OR CONNECTED PERSONS: Company has not entered into non-cash transactions with directors or persons connected with him. Clause not applicable.

3(xvi) - REGISTRATION OF NBFC UNDER SECTION 45-IA OF RBI ACT, 1934: Company not required to be registered under section 45-IA of Reserve Bank of India Act 1934. Company not a Core Investment Company (CIC) as defined in regulations made by Reserve Bank of India.

3(xvii) - WHETHER COMPANY HAS INCURRED CASH LOSS: Company has not incurred any Cash Losses in financial year and immediately preceding financial year.

3(xviii) - RESIGNATION OF STATUTORY AUDITORS: No such resignation during financial year, clause not applicable.

3(xix) - MATERIAL GOING CONCERN UNCERTAINTY: According to information and explanations given and on basis of financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying financial statements, our knowledge of Board of Directors and management plans and based on examination of evidence supporting assumptions, nothing has come to our attention which causes us to believe that any material uncertainty exists as on date of audit report that company is not capable of meeting its liabilities existing at date from balance sheet date. However, this is not an assurance as to future viability of company. Reporting based on facts up to date of audit report, we neither give any guarantee nor any assurance that all liabilities falling due within period of one year from balance sheet date will get discharged by company as and when they fall due.

3(xx) - TRANSFER OF UNSPENT CSR FUNDS: No unspent amount under sub-section (5) of Section 135 of Act.

For Manish Pandey and Associates Chartered Accountants FRN.019807C

Sd/- CA Ravinder Panwar Partner MRN.:549996 UDIN:26549996DAPFOI3719

Place: Ghaziabad Date:27/05/2026

Annexure B - Internal Financial Controls

Report on Internal Financial Controls with reference to Standalone Financial Statements under clause (i) of sub section 3 of section 143 of Companies Act, 2013

We have audited internal financial control over financial reporting of Magnum Ventures Limited as of 31st March, 2026 in conjunction with our audit of standalone financial statements of Company for year ended on that date.

Managements Responsibility for Internal Financial Controls: Companys management responsible for establishing and maintaining internal financial controls based on Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by Institute of Chartered Accountants of India. Responsibilities include design, implementation and maintenance of adequate internal financial controls operating effectively for ensuring orderly and efficient conduct of business, including adherence to companys policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, timely preparation of reliable financial information, as required under Companies Act, 2013.

Auditors Responsibility: Our responsibility is to express opinion on Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with Guidance Note on Audit of Internal Financial Controls over Financial Reporting and Standards on Auditing, issued by ICAI and deemed prescribed under Section 143(10) of Companies Act, 2013 to extent applicable to audit of internal financial controls. Those Standards and Guidance Note require that we comply with ethical requirements and plan and perform 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 adequacy of internal financial controls over financial reporting and their operating effectiveness. Our audit included obtaining understanding of internal financial controls over financial reporting, assessing risk that material weakness exists, and testing and evaluating design and operating effectiveness of internal control based on assessed risk. Procedures selected depend on auditors judgment, including assessment of risks of material misstatement of financial statements, whether due to fraud or error.

We believe audit evidence we have obtained is sufficient and appropriate to provide basis for our audit opinion on Companys internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting: Companys internal financial controls over financial reporting is process designed to provide reasonable assurance regarding reliability of financial reporting and preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Companys internal financial control over financial reporting includes policies and procedures that:

1. Pertain to maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets of 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 company are being made only in accordance with authorization of management and directions of Company;

3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Companys assets that could have material effect on financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting: Because of inherent limitations of internal financial controls over financial reporting, including 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 internal financial controls over financial reporting to future periods subject to risk that internal financial controls over financial reporting may become inadequate because of changes in conditions, or degree of compliance with policies or procedures may deteriorate.

Opinion: In our opinion, to best of our information and according to information and explanations given to us, in all material respects, adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2026, based on Internal Control over Financial Reporting criteria established by Company considering essential components of internal controls stated in Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by Institute of Chartered Accountants of India.

For Manish Pandey and Associates Chartered Accountants FRN: 019807C

Sd/- CA. Ravinder Panwar Partner MRN: 549996 UDIN: 26549996DAPFOI3719

Date: 27/05/2026 Place: Ghaziabad