MAS Financial Services Ltd Auditor Reports

TO THE MEMBERS OF MAS Financial Services Limited

Report on the Audit of the Standalone Financial Statements
OPINION

We have audited the accompanying Standalone Financial
Statements of MAS Financial Services Limited (the
Company), which comprise the standalone Balance Sheet
as at March 31, 2026, the standalone Statement of Profit
and Loss (including Other Comprehensive Income), the
standalone Statement of cash flows and the standalone
Statement of Changes in Equity for the year then ended, and
notes to the Standalone Financial Statements, including
material accounting policies and other explanatory
information ("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, as amended, (Ind AS) and other
accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2026, and
its profit, total comprehensive income, cash flows and the
changes in equity for the year then ended.

BASIS FOR OPINION

We conducted our audit of the Standalone Financial
Statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described
in the Auditors Responsibilities for the Audit of the
Standalone Financial Statements section of our report. We
are independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants
of India (ICAI) together with the ethical requirements
that are relevant to our audit of the Standalone Financial
Statements under the provisions of the Act and the Rules
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 opinion on the Standalone Financial
Statements.

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 year. These
matters were addressed in the context of our audit of the
Standalone Financial Statements as a whole and in forming
our opinion thereon, we do not provide a separate opinion on
these matters. We have determined the matters described
below to be the key audit matters to be communicated in
our report.

Sr. Key Audit Matters No.	Auditors Response
1 Impairment of Loans:	Principal Audit Procedures
Charge: INR 44.58 Crore for the year ended March 31,2026 Provision: INR 214.30 Crore as at March 31,2026	Procedures performed by us have been enumerated herein below:
Under Ind AS 109, Financial Instruments, allowance for loan losses is determined using expected credit loss (ECL) estimation model. The estimation of ECL on financial instruments involves significant judgement and estimates. The key areas where we identified greater levels of management judgement and therefore increased levels of audit focus in the Companys estimation of ECLs are:	We performed end to end process walkthroughs to identify the key systems, applications and controls used in ECL processes. We tested the relevant manual (including spreadsheet controls), general IT and application controls over key systems used in ECL process.
- Data inputs - The application of ECL model requires several data inputs. This increases the risk of completeness and accuracy of the data that has been used to create assumptions in the model.	Key aspects of our controls testing involved following: - Testing the design and operating effectiveness of the key controls over the completeness and accuracy of the key inputs, data and assumptions into the Ind AS 109 impairment models.
- Model estimations - Inherently judgmental models are used to estimate ECL which involves determining Probabilities of Default ("PD"), Loss Given Default ("LGD"), and Exposures at Default ("EAD"). The PD and the LGD are the key drivers of estimation complexity in the ECL and as a result are considered the most significant judgmental aspect of the Companys modelling approach.	- Testing the Governance Framework controls over validation, implementation and model monitoring in line with Reserve Bank of India guidance.
- Economic scenarios - Ind AS 109 requires the Company to measure ECLs on an unbiased forward-looking basis reflecting a range of future economic conditions. Significant management judgement is applied in determining the economic scenarios used and the probability weights applied to them especially when considering the current uncertain economic environment.	- Testing the design and operating effectiveness of the key controls over the application of the staging criteria.
- Qualitative adjustments - Adjustments to the model-driven ECL results are recorded by management to address known impairment model limitations or emerging trends as well as risks not captured by models. They represent approximately 8.21% of ECL balances as at March 31, 2026. These adjustments are inherently uncertain and significant management judgement is involved considering internal assessment of emerging forward looking economic factors and related uncertainties. The underlying forecasts and assumptions used in the estimates of impairment loss allowance are subject to uncertainties which are often outside the control of the Company. Given the size of loan portfolio relative to the balance sheet and the impact of impairment allowance on the Standalone Financial Statements, we have considered this as a key audit matter.	- Testing key controls relating to selection and implementation of material macro-economic variables and the controls over the scenario selection and application of probability weights.
Disclosures: The disclosures regarding the Companys application of Ind AS 109 are key to explaining the key judgements and material inputs to the Ind AS 109 ECL results.	- Testing managements controls over authorisation and calculation of post model adjustments and management overlays.
	- Testing managements controls on compliance with Ind AS 109 disclosures related to ECL.
	- Testing key controls operating over the information technology system in relation to loan impairment including system access and system change management, program development and computer operations.
	Test of details:
	Key aspects of our testing included:
	- Sample testing over key inputs, data and assumptions impacting ECL calculations to assess completeness, accuracy and relevance of data and reasonableness of economic forecasts, weights, and model assumptions applied.
	- Model calculations testing through re-performance, where possible.
	- Test of details of post model adjustments, considering the size and complexity of management overlays, to assess the reasonableness of the adjustments by challenging key assumptions, inspecting the calculation methodology and tracing a sample of the data used back to source data.
	Assessing disclosures - We assessed whether the disclosures appropriately disclose and address the uncertainty which exists when determining ECL. In addition, we assessed whether the disclosure of the key judgements and assumptions made was sufficiently clear.
2 Information Technology:	In course of audit, our focus was on user access management, change management, segregation of duties, system reconciliation controls and system application controls over key financial accounting and reporting systems. We performed a range of audit procedures, which included:
IT Systems and controls
The Companys key financial accounting and reporting processes are highly dependent on the automated controls in information systems, such that there exists a risk that gaps in the IT control environment could result in the financial accounting and reporting records being materially misstated.	- Review of the report of IS Audit carried during the year by an independent firm pertaining to IT systems general controls including access rights over applications, operating systems and databases relied upon for financial reporting.
IT general and application controls are critical to ensure that changes to applications and underlying data are made in an appropriate manner. Adequate controls contribute to mitigating the risk of potential fraud or errors as a result of changes to the applications and data.
Due to the pervasive nature of role of information technology systems in financial reporting, in our preliminary risk assessment, we planned our audit by assessing the risk of a material misstatement arising from the technology as significant for the audit, hence the Key Audit Matter.	- Our other processes include: o selectively recomputing interest calculations and maturity dates
	-Selectively re-evaluating masters update, interface with resultant reports.
	-Testing of the system generated reports and accounting entries manually for core financial reporting matters (i.e. verification around the computer system).
	- Evaluating the design, implementation and operating effectiveness of the significant accounts-related IT automated controls which are relevant to the accuracy of system calculation, and the consistency of data transmission.
	Other areas that were independently assessed included password policies, system configurations, system interface controls, controls over changes to applications and databases.

INFORMATION OTHER THAN THE STANDALONE
FINANCIAL STATEMENTS AND AUDITORS
REPORT THEREON

The Companys Board of Directors is responsible for the
preparation of the other information. The other information
comprises the information included in the Management
Discussion and Analysis, Boards Report including Annexures
to Boards Report, Business Responsibility Report, Corporate
Governance and Shareholders Information, but does not
include the Standalone Financial Statements and our audit
reports thereon.

Our opinion on the Standalone Financial Statements does
not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the Standalone 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 Standalone Financial Statements or
our knowledge obtained during the course of our audit or
otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that
there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report
in this regard.

MANAGEMENTS RESPONSIBILITY FOR THE
STANDALONE FINANCIAL STATEMENTS

The Companys 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, cash flows and changes in equity of the
Company in accordance with the Ind AS 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 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 financial statement that give
a true and fair view and are free from material misstatement,
whether due to fraud or error.

In preparing the Standalone Financial Statements,
management 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 management
either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the
Companys financial reporting process.

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF
THE STANDALONE FINANCIAL STATEMENTS

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

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

- Identify and assess the risks of material misstatement
of the Standalone Financial Statements, whether due
to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or
the override of internal control.

- Obtain an understanding of internal 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 report.
However, future events or conditions may cause the
Company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content
of the Standalone Financial Statements, including the
disclosures, and whether the Standalone Financial
Statements represent the underlying transactions and
events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the
Standalone Financial Statements that, individually or in
aggregate, makes it probable that the economic decisions
of a reasonably knowledgeable user of the Standalone
Financial Statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning
the scope of our audit work and in evaluating the results
of our work; and (ii) to evaluate the effect of any identified
misstatements in the Standalone Financial Statements.

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
of India in terms of sub-section (11) of section 143 of
the Act, we give in the "Annexure A" a statement on the
matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

2. As required by Section 143(3) of the Act, 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 Balance Sheet, the standalone
Statement of Profit and Loss including Other
Comprehensive Income, the standalone Cash
Flow Statement and standalone Statement of
Changes in Equity 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 Rule 7 of
the Companies (Accounts) Rule, 2014.

e) On the basis of the written representations
received from the directors as on March 31,2026,
taken on record by the Board of Directors, none of
the directors is disqualified as on March 31,2026,
from being appointed as a director in terms of
section 164(2) of the Act.

f) 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 other matters to be included
in the Auditors Report in accordance with the
requirements of section 197(16) of the Act, as
amended, in our opinion and to the best of our
information and according to the explanations
given to us, the remuneration paid by the Company
to its directors during the year is in accordance
with the provisions of section 197 of the Act.

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
information and according to the explanations
given to us:

i. t he Company has disclosed the impact of
pending litigations as at March 31, 2026,
on its financial position in its Standalone
Financial Statements.

ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses.

iii. There have been no amounts required to be
transferred to the Investor Education and
Protection Fund by the Company.

iv. (a) The management has represented that,

to the best of its knowledge and belief,
no funds have been advanced or loaned
or invested (either from borrowed funds
or share premium or any other sources or
kind of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities ("Intermediaries"),
with the understanding, whether
recorded in writing or otherwise, that
the Intermediary shall, whether, directly
or indirectly lend to or invest in other
persons or entities identified in any
manner whatsoever by or on behalf of
the Company ("Ultimate Beneficiaries")
or provide any guarantee, security
or the like on behalf of the Ultimate
Beneficiaries;

(b) The management has represented
that, to the best of its knowledge
and belief, no funds have been
received by the Company from any
persons 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

(c) Based on such audit procedures

conducted by us, nothing has come to
our notice that has caused us to believe
that the representations under sub-

clause (a) and (b) above, contain any
material misstatements.

v. As stated in Note no. 21.2 of the Standalone
Financial Statements

- The final dividend proposed in the

previous year, declared and paid

during the year by the Company is in
compliance with section 123 of the Act.

- The interim dividend declared and paid
by the Company during the year and until
the date of this report is in compliance
with section 123 of the Act.

- The Board of Directors of the Company
has proposed final dividend for the year
which is subject to the approval of the
members in the ensuing Annual General
Meeting. The amount of proposed
dividend is in accordance with section
123 of the Act.

vi. Based on our examination, which included test
checks, the Company has used accounting
software systems for maintaining its books
of account for the financial year ended March
31, 2026 which have the feature of recording
audit trail (edit log) facility and the same
has operated throughout the year for all
relevant transactions recorded in the software
systems.

Further, during the course of our audit we
did not come across any instance of the
audit trail feature being tampered with and
the audit trail has been preserved by the
Company as per the statutory requirements
for record retention.

For Sorab S. Engineer & Co.

Chartered Accountants
Firms Registration No. 110417W

CA. Chokshi Shreyas B.

Partner

Ahmedabad Membership No. 100892

April 29, 2026 UDIN: 26100892JEJDCT6785

Annexure "A" to the Independent Auditors Report

(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report to the Members
of MAS Financial Services Limited of even date)

The Annexure referred to in Independent Auditors Report to
the members of the Company on the standalone financial
statements for the year ended March 31,2026.

Based on the audit procedures performed for the purpose
of reporting a true and fair view on the Standalone Financial
Statements of the Company and taking into consideration
the information and explanations given to us and the books
of account and other records examined by us in the normal
course of audit, we report that:

(i) In respect of the Companys fixed assets:

(a) A. The Company has maintained proper

records showing full particulars, including
quantitative details and situation of Property,
Plant and Equipment and relevant details of
right-of-use assets.

B. The Company has maintained proper records
showing full particulars of intangible assets.

(b) The Company has a program of physical verification
of its Property, Plant and Equipment and right of
use assets so as to cover all the items of Property,
Plant and Equipment in a phased manner. In our
opinion, this periodicity of physical verification
is reasonable having regard to the size of the
Company and the nature of its assets. Pursuant to
the program, certain Property, Plant and Equipment
and right of use assets were physically verified
by the Management during the year. 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 and based on the examination of the
registered sale deed / transfer deed / conveyance
deed provided to us, we report that, the title deeds,
comprising all the immovable properties of land
and buildings which are freehold, are held in the
name of the Company as at the balance sheet
date. In respect of the immovable properties taken
on lease and disclosed under "Right of use assets"
in the financial statements, the lease agreements
are in the name of the Company, where the
Company is lessee in the agreement.

(d) According to the information and explanations
given to us and the records examined by us and
based on the examination, the Company has not
revalued any of its property, plant and equipment
(including Right of Use assets) and intangible
assets during the year.

(e) According to the information and explanations
given to us and the records examined by us and
based on the examination, 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 Benami
Transactions (Prohibition) Act, 1988 (as amended
in 2016) and rules made thereunder. Refer Note
45.1 to the Standalone Financial Statements

(ii) In respect of Companys Inventories:

(a) The Company is a Non-Banking Finance Company
(NBFC) and does not hold any inventories.
Accordingly, reporting under clause 3(ii)(a) of the
Order is not applicable.

(b) During the year, the Company has availed
sanctioned working capital limit in excess of Rs.
5 Crores from banks on the basis of security of
current assets. Based on our examination of the
records of the Company, the quarterly returns/
statements filed by the Company with the said
bank are materially in agreement with the books
of accounts maintained by the Company

(iii) (a) Since the Companys principal business is to give

loans. Accordingly, the reporting under clause
3(iii)(a) of the Order is not applicable to it.

(b) I n our opinion and according to the information
and explanations given to us, the investments
made, guarantees provided, security given and the
terms and conditions of the grant of all loans and
advances in the nature of loans and guarantees,
provided during the year are, prima facie, not
prejudicial to the Companys interest.

(c) The Company, being a Non-Banking Financial
Company (NBFC), registered under provisions
of RBI Act, 1934 and rules made thereunder, in
pursuance of its compliance with provisions
of the said Act/Rules, particularly, the Income
Recognition, Asset Classification and Provisioning
Norms, monitors repayments of principal and
payment of interest by its borrowers as stipulated.
In our opinion and according to the information
and explanations given to us, in respect of
loans and advances in the nature of loans, the
schedule of repayment of principal and payment
of interest has been stipulated and in cases where
repayment of principal and payment of interest
is not received as stipulated, the cognizance
thereof is taken by the Company in course of its
periodic regulatory reporting. Refer note 8.1 to the
Standalone Financial Statements for summarised

details of such loans/ advances which are not
repaid by borrowers as per stipulations. According
to the information and explanations given to us,
reasonable steps are taken by the Company for
recovery thereof.

(d) The Company, being a Non-Banking Financial
Company (NBFC), registered under provisions
of RBI Act, 1934 and rules made thereunder, in
pursuance of its compliance with provisions
of the said Act/Rules, particularly, the Income
Recognition, Asset Classification and Provisioning
Norms, monitors and report total amount overdue
including principal and /or payment of interest
by its customers for more than 90 days. In cases
where repayment of principal and payment
of interest is not received as stipulated, the
cognizance thereof is taken by the Company in
course of its periodic regulatory reporting. Refer
note 8.1 and note 42.1 to the Standalone Financial
Statements for summarised details of such loans/
advances which are not repaid by borrowers as per
stipulations for more than ninety days under the
title "stage 3" loans. According to the information
and explanations given to us, reasonable steps are
taken by the Company for recovery thereof.

(e) Since the Companys principal business is to give
loans, the reporting under clause 3(iii)(e) of the
Order are not applicable to it.

(f) Based on our audit procedures and the information
and explanation made available to us, the
Company has not granted any loans or advances
in the nature of loans either repayable on demand
or without specifying any terms or period of
repayment.

(iv) According to the information and explanations given to
us and on the basis of examination of the records, the
Company has not granted any loans, made investments
or provided guarantees in contravention of the provisions

of Section 185 of the Act and has complied with the
applicable provisions of Section 186(1) of the Act.

(v) The Company has not accepted any deposits within
the meaning of the provisions of section 73 to 76 of
the Act or any other relevant provisions of the Act and
the rules framed thereunder. Further, according to the
information and explanations given to us, no order has
been passed by the Company Law Board or National
Company Law Tribunal or Reserve Bank of India or any
court or any other Tribunal, in this regard.

(vi) The Central Government has not prescribed the
maintenance of cost records under sub-section (1)
section 148 of the Act for any of the services rendered
by the Company. Accordingly, reporting under clause
3(vi) of the Order is not applicable to the Company.

(vii) According to the information and explanations given to
us, in respect of statutory dues:

(a) The Company has been generally regular in
depositing the amounts deducted / accrued in
the books of account, in respect of undisputed
statutory dues including Goods and Services
tax, Provident Fund, Employees State Insurance,
Income-tax, Cess and any other material statutory
dues applicable to the Company.

(b) There were no material undisputed amounts
payable in respect of Goods and Service Tax,
Provident Fund, Employees State Insurance,
Income-tax, Cess and any 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.

(c) There are no statutory dues referred in above
subclause, which have not been deposited with
the appropriate authorities on account of any
disputes except for the following:

Sr. No. Name of Statue	Nature of Dues	Amount (Rs. in Crores)	Period to which the amount relates	Forum where dispute is pending
1 Goods and Service Tax	GST	0.87	2018-19	Appellate Authority, Gujarat

(viii) In our opinion and according to the information and
explanations given to us and on the basis of our
examination of the records of the Company, there were
no transactions relating to previously unrecorded income
that were surrendered or disclosed as income in the tax
assessments under the Income Tax Act, 1961 (43 of 1961)
during the year.

(ix) According to the information and explanations given to
us and on the basis of our examination of the books of
account, we report that

(a) The Company has not defaulted in repayment of
loans or borrowings or interest thereon from any

financial institution, banks, government or due to
debenture holders during the year.

(b) The Company has not been declared wilful
defaulter by any bank or financial institution or
other lender.

(c) The Company has utilised the money obtained by
way of term loans from banks and other financial
institutions during the year for the purposes for
which they were obtained. Unutilised funds are
held by the Company in the form of deposits or
in current accounts till the time of subsequent
utilisation.

(d) The funds raised on short term basis have not
been utilized for the long-term purpose.

(e) The Company has not taken any funds from any
entity or person on account of or to meet the
obligations of its subsidiaries.

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

(x) (a) The Company did not raise any money by way of

initial public offer or further public offer (including
debt instruments) and hence 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 based on our examination of
the records of the Company, the Company has
not made any preferential allotment or private
placement of shares or convertible debentures
(fully, partly, or optionally convertible) during the
year. Accordingly, the requirements to report under
clause 3(x)(b) of the Order is not applicable to the
Company.

(xi) (a) To the best of our knowledge and according to the

information and explanations given to us, there are
no instances of fraud by the Company or on the
Company by its customers relating to availment
of loans by falsifying the records and documents
are reported during the period. Refer note 49 to the
Standalone Financial Statements.

(b) According to the information and explanations
given to us, no report under sub-section (12) of
section 143 of the Companies Act has been filed
by the auditors in Form ADT-4 as prescribed under
rule 13 of Companies (Audit and Auditors) Rules,
2014 with the Central Government, during the year.

(c) According to the information and explanations
given by management/Audit Committee, there
were no whistle blower complaints received by the
Company during the year.

(xii) The Company is not a Nidhi Company and hence
reporting under clause 3(xii) of the Order is not
applicable to the Company.

(xiii) According to the information and explanations given to
us and based on our examination of the records of the
Company, the Company is in compliance with section
177 and 188 of the Act, where applicable, for all the
transactions with the related parties and details of such
transactions have been disclosed in the Standalone
Financial Statements as required by the applicable
accounting standards.

(xiv) (a) In our opinion and based on our examination,

the Company has an internal audit system
commensurate with the size and nature of its
business.

(b) We have considered, during the course of our
audit, the reports of the internal auditor issued till
date for the period under audit in accordance with
the guidance provided in SA 610 "Using the work
of Internal Auditors".

(xv) According to the information and explanations given
to us and based on our examination of the records of
the Company, the Company has not entered into non-
cash transactions with directors or persons connected
with them. Accordingly, paragraph 3(xv) of the Order is
not applicable to the Company and hence provisions
of section 192 of the Act are not applicable to the
Company.

(xvi) According to the information and explanations given to
us and based on the examination of the records of the
Company, we report that

(a) The Company is required to be registered under
section 45-IA of the Reserve Bank of India Act,
1934 and the Company has obtained such
registration.

(b) The Company has not conducted any Non-Banking
Financial activities without obtaining a valid
Certificate of Registration (CoR) from the Reserve
Bank of India as per the Reserve Bank of India Act,
1934.

(c) The Company is not a Core Investment Company
(CIC) as defined under the Regulations by the
Reserve Bank of India. Accordingly, reporting
under clause 3(xvi)(c) of the Order is not applicable
to the Company.

(d) As per information provided in course of our audit,
the group to which the Company belongs does not
have any CIC.

(xvii) According to the information and explanations given to
us, the Company has not incurred cash losses in the
current financial year and in the immediately preceding
financial year.

(xviii) According to the information and explanations given
to us, there has been no resignation of the statutory
auditors during the year. Accordingly, clause 3(xviii) of
the Order is not applicable.

(xix) On the basis of the financial ratios, ageing and expected
dates of realization 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) In respect of the Companys Corporate Social
Responsibility (CSR):

(a) According to the information and explanations
given to us, there are no unspent amount towards
Corporate Social Responsibility (CSR) in respect
of other than ongoing projects that are required to
be transferred to a fund specified in Schedule VII
to the Act.

(b) According to the information and explanations
given to us and based on our examination of
the records of the Company, the Company has
transferred the amount remaining unspent
in respect of ongoing projects, to a Special
Account (as required) till the date of our report in
compliance with provision of sub section (6) of
section 135 of the Act. Relevant disclosures are
made in Note 33(c) of the Standalone Financial
Statement of the Company.

For Sorab S. Engineer & Co.

Chartered Accountants
Firms Registration No. 110417W

CA. Chokshi Shreyas B.

Partner

Ahmedabad Membership No. 100892

April 29, 2026 UDIN: 26100892JEJDCT6785

Annexure "B" to the Independent Auditors Report

(Referred to in paragraph 2(f) under Report on Other Legal and Regulatory Requirements section of our report to the
Members of MAS Financial Services Limited of even date)

REPORT ON THE INTERNAL FINANCIAL CONTROL
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 MAS Financial Service Limited ("the Company")
as of March 31, 2026, in conjunction with our audit of the
Standalone Financial Statements of the Company for the
year ended on that date.

MANAGEMENT RESPONSIBILITY FOR INTERNAL
FINANCIAL CONTROLS

The Companys management is responsible for establishing
and maintaining internal financial control 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 ["ICAI"].
These responsibilities include the design, implementation
and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly
and efficient conduct of its business, including adherence
to Companys policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely
preparation of reliable financial information, as required
under the Act.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the Companys
internal financial controls 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 Act, to the extent applicable to an
audit of internal financial controls. Those Standards and
the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal
financial controls 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
control 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 material misstatement of the Standalone
financial statements, whether due to fraud or error.

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

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 fairly reflect the transactions and
dispositions of the assets of the Company;

2. provide reasonable assurance that transactions
are recorded as necessary to permit preparation of
financial statements in accordance with generally
accepted accounting principles, and that receipts and
expenditures of the Company are being made only in
accordance with authorizations of management and
directors of the Company; and

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

LIMITATIONS OF INTERNAL FINANCIAL
CONTROLS OVER FINANCIAL REPORTING

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, to the best of our information and according
to explanations given to us, the Company has, in all material
respects, an 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 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.

For Sorab S. Engineer & Co.

Chartered Accountants
Firms Registration No. 110417W

CA. Chokshi Shreyas B.

Partner

Ahmedabad Membership No. 100892

April 29, 2026 UDIN: 26100892JEJDCT6785