Neptune Logitek Ltd Auditor Reports

To,

The Members

Neptune Logitek Limited

(Formerly known as Neptune Logitek Private Limited) Gandhidham.

Report on the audit of the financial statements

OPINION

We have audited the accompanying financial statements of Neptune Logitek Limited (Formerly known as Neptune Logitek Private Limited) (the Company), which comprise the Balance sheet as at March 31, 2026 and the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (Act) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026 its profit and its cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the standards on Auditing (SAs) specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the auditors responsibilities for the audit of the 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 together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the code of ethics.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

KEY AUDIT MATTERS:

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

INFORMATION OTHER THAN THE 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 Boards Report including Annexures to Boards Report, Business Responsibility Report but does not include the financial statements and our auditors report thereon.

Our opinion on the 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 financial statements, our responsibility is to read the other information 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.

When we read the above mentioned reports, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate actions as per the applicable laws and regulations.

MANAGEMENTS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS:

The Companys Board of Directors are responsible for the matters stated in section 134 (5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the 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 are also responsible for overseeing the Companys financial reporting process.

influence the economic decisions of users taken on the basis of these 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 financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

? Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, 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 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.

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

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence,

OTHER MATTERS

? We were not physically present during the physical verification of inventories conducted by the management. We have performed alternative audit procedures, including verification of inventory records and other relevant documents made available to us, and obtained sufficient appropriate audit evidence regarding existence and condition of inventory.

Our opinion is not modified in respect of this matter

? We draw attention to Note No. I.27(7) of the financial statements regarding managements assessment of useful lives of certain property, plant and equipment which are different from those prescribed under Schedule II to the Companies Act, 2013, based on technical evaluation carried out by an external Chartered Engineer. Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

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 Companies Act, 2013, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

As required by Section 143 (3) of the Act, we report that:

? 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;

? 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;

? The Balance Sheet, the Statement of Profit and Loss A/c and the Cash Flow Statement dealt with by this report are in agreement with the books of account

? In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014;

? 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

In our opinion, to the best of our knowledge and based on the explanations provided to us, the Company has paid remuneration to its directors in compliance with the provisions of Section 197 of the Act

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

The Company has disclosed the impact of pending litigations, on its financial position in its financial statements in Note no. I 27 (33).

The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts; and

There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

? The Management has represented that, to the best of their 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 entities, including foreign entities (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or 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;

? The management has represented, that, to the best of their knowledge and belief, no funds have been received by the company from any person(s) or entity (ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, 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

(B) contain any material mis- statement.

? During the financial period under audit, no dividend has been declared, or paid by the Company.

? Based on our examination of the books of account and information provided to us, the Company has used an accounting software that has an audit trail (edit log) feature as required under Rule 3(1) of the Companies (Accounts) Rules, 2014, as amended. The audit trail feature has been operated throughout the year for all transactions recorded in the books of account, and the audit trail has not been tampered with and has been retained as per the statutory requirements.

For J S Maheshwari & Co. Chartered Accountants FRN-001318C

CA Dilip Maliwal Partner

Membership No. 148387 UDIN: 26148387FHGZIM2104

Date: June 6, 2026 Place: Ahmedabad

(Referred to in paragraph 1 under Report on Other Legal and Regulatory requirements section of Our Report to The Members of Neptune Logitek Limited of even date)

In terms of the information and explanations sought by us and given by the Company as certificate and the books of account made available to us in the normal course of audit and to the best of our knowledge and belief, we report that, in our opinion:

? In respect of the Companys Property, plant and equipment:

? (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, plant and equipment.

(B) The company has maintained proper records showing full particulars of intangible assets.

? As explained to us, he management during the period has physically verified the Property, plant and equipment in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification

? According to the information and explanations provided to us, and based on the records examined, we report that, the title deeds for all immovable properties of land and buildings, which are freehold, are held in the name of the Company as of the Balance Sheet date. In respect of immovable properties of land and buildings that have been taken on lease and are disclosed as fixed assets in the financial statements, the title agreements are in the name of the Company.

? The Company has revalued neither its Property, Plant & Equipment nor Intangible Assets.

? No proceedings have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

? In respect of Inventory and Working Capital

? As explained to us, in our opinion, the management has physically verified inventories (Consumables) at reasonable intervals during the period and there were no material discrepancies noticed on such physical verification as compared to the book records.

? The Company has been sanctioned working capital limits in excess of ?5 crore, in aggregate, from banks during the financial year on the basis of security of current assets.

In accordance with the requirements of clause 3(ii)(b) of the Companies (Auditors Report) Order, 2020, we have compared the quarterly/monthly returns or statements filed by the Company with such banks with the books of account of the Company. We observed that certain differences exist between the amounts of current assets as per the statements submitted to the banks and the corresponding amounts as per the books of account, details of which are disclosed in Note No. I 27 (18) to the financial statements.

As represented by the management, such differences are primarily on account of ongoing reconciliation and regrouping/classification adjustments.

To whom	The aggregate amount during the year.	balance outstanding at the balance sheet date
Subsidiaries, joint ventures associates and any other related parties	--	792.00 Lacs*

* Company has provided personal guarantees for loan facilities availed by Promoters.

(ii) As per the information and explanations given to us and based on our examination of the records, we report that the Company has granted loans, secured or unsecured, to entities other than those listed in the register maintained under Section 189 of the Companies Act, 2013.

To whom	The aggregate amount during the year.	balance outstanding at the balance sheet date
Loan given to Parties other than subsidiaries, joint ventures and associates	335.00 Lacs	71.95 Lacs
Investment made by the company	600.00 Lacs	600.00 Lacs
Guarantee Given For Unrelated Parties	-	43.71 Lacs

? The terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prejudicial to the companys interest;

? In respect of loans and advances in the nature of loans, schedule of repayment of principal and payment of interest has not been stipulated.

? As the repayment terms has not been stipulated all the Loans are repayable on demand hence there is no instances of overdue.

? No loans are fallen due during the period.

? Loans, investments, guarantees and security in respect of which provisions of sections 185 and 186 of the Companies Act, 2013 are applicable have been complied with by the Company.

? The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act and the rules made thereunder. Accordingly, the requirement to report on clause 3(V) of the Order is not applicable to the Company.

? The Central Government of India has not prescribed the maintenance of cost records under sub-section (1) of section 148 of the Act for any of the activities of the company and accordingly paragraph 3 (VI) of the order is not applicable.

? In respect of statutory dues:

? According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, employees state insurance, income-tax, sales- tax, service tax, goods and service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues as applicable have been generally regularly deposited during the period by the Company with the appropriate authorities except disclosed in clause (VII)(b).

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees state insurance, income-tax, sales- tax, service tax, goods and service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues were in arrears as at March 31, 2026 for a period of more than six months from the date they became payable.

? According to the information and explanations given to us and the records of the company examined by us, there are no dues of income-tax, goods and service tax, which have not been deposited on account of any dispute except

Nature of Statue	Nature of Dues	Amount in lacs	Period to which amount relate	Forum of dispute
Service Tax	Service Tax	2677.94	April 2012 to June 2017	A demand was raised by the Service Tax Department against the Company, against which the Company had preferred an appeal before the appropriate appellate authority. The matter was subsequently adjudicated vide Order No. GEXCOM/ADJN/ST/COM/111/025- ADJN dated January 22, 2026 issued by the Commissioner, Central Goods and Services Tax, Kutch, Gandhidham, whereby substantial relief was granted in favour of the Company. Pursuant to the aforesaid order, the original demand was substantially reduced and only an amount of \u20b963,751/- along with applicable interest and penalty was determined

				as payable by the Company. The Company has duly discharged the said liability in accordance with the aforesaid adjudication order. Subsequently, the Department has preferred an appeal before the Hon\u2019ble Customs, Excise and Service Tax Appellate Tribunal (CESTAT) on May 27, 2026 against the said adjudication order, vide Case Nos. SERVICE TAX/0010443/2026 and ST/10444/2026. The matter is presently pending adjudication before CESTAT. Based on the merits of the case and the favorable order passed by the adjudicating authority, the Company believes that it has a strong case and does not expect any material financial impact arising from the said appeal, other than the amount already discharged as stated above.
Income Tax	Income Tax	2762.34	A.Y 13- 14	Demand was raised pursuant to the assessment proceedings conducted by the Income Tax Department. The Company has contested the said demand by filing an appeal before the appropriate appellate authority. The matter has been adjudicated vide Order no. ITBA/NFAC/S/250/2025-26/1085162414(1) dated January 27, 2026 issued by the Commissioner of Income Tax, wherein substantial relief has been granted in favour of the Company. Pursuant to the said order, the original demand has been substantially reduced and only an amount of \u20b963,751/- together with applicable interest and penalty is payable by the Company. However, as on the reporting date, the effect of the aforesaid appellate order has not yet been updated on the Income Tax Portal and accordingly, the
				earlier demand continues to be reflected on the portal records.

? As per the information and explanation given to us by the company the company has not made any transactions which were not recorded in the books of account and have been surrendered or disclosed as income during the period in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

? Default in repayment of Borrowing:

? According to the information and explanations given to us, we are of the opinion that the Company has not defaulted in the repayment of due to financial institutions and banks. The Company does not hold any debentures.

? The Company is not declared wilful defaulter by any bank or financial institutions or any other lender.

? According to the information and explanations given to us the Company has applied for the term loan for the purpose for which same was obtained.

? No. The funds raised on short term basis are not utilized for long term purposes.

? No. The Company has not taken any funds from any entity or person on account of or to meet the obligations of its associate company.

? No. The Company has not raised loans during the period on the pledge of securities held in its company.

? a) The monies raised by the Company through Initial Public Offer (IPO) during the year were utilised for the objects stated in the offer document. Pending utilisation, the unspent amount was temporarily retained in the escrow account. The maximum balance of such unutilised amount lying in the escrow account during the year was ?6.85 lakhs.

in Lakhs

Original Object	Amount as per object	Fund Utilized	Amount of deviation/ variation for the year according to applicable object
Capital expenditure towards acquiring machinery	3,394.15	3,387.30	NIL
Funding towards Repayment of Loan	200.00	200.00	NIL
General Corporate Purpose	602.96	602.96	NIL
Issue Related Expenses	464.89	464.89	NIL
Total	4,662.00	4,655.15

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, partially or optionally convertible) during the year; hence this clause is not applicable.

? a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the period.

? 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 period there were no whistle-blower complaints received by us.

? The Company is not a Nidhi Company and accordingly, paragraph 3 (XII) of the order is not applicable to the Company.

? According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with section 177 and 188 of the Act, where applicable. The details of such transactions have been disclosed in the financial statements as required by the applicable Accounting Standards.

? According to the information and explanations given to us and based on the records examined by us, the provisions of Section 138 of the Companies Act, 2013 relating to appointment of internal auditor are applicable to the Company. The Company has appointed an internal auditor during the year in compliance with the requirements of the said section.

? 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 people connected with them. Accordingly, paragraph 3(XV) of the order is not applicable.

? a) According to the information and explanations given to us and based on our examination of the records of the company, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.

? According to the information and explanations given to us the company has not conducted any Non-banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934;

? The company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India

? The Company does not have any CIC hence this clause is not applicable

? The company has not incurred any cash losses in the financial period and in the immediately preceding financial period.

? Based on the information and explanations provided to us and the records of the Company examined by us, there has been no resignation of the statutory auditor during the year under audit. Accordingly, the reporting requirements under this clause are not applicable.

? 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, the auditors knowledge of the Board of Directors and management plans, in our opinion no material uncertainty exists as on the date of the audit report that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one period from the balance sheet date;

? a) According to the information and explanations given to us and based on the records examined by us, the provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility (CSR) are applicable to the Company and the Company has spent the required amount towards CSR activities during the year in compliance with the said provisions. Refer Note no I 27 (36)

b) In respect of Corporate Social Responsibility (CSR) obligations under Section 135 of the Act, there was no unspent amount as at the end of the financial year. Accordingly, reporting under clause 3(xx)(b) of CARO 2020 is not applicable

? There are no any qualifications or adverse remarks given by the respective auditors in the Companies (Auditors Report) Order (CARO) reports, hence this clause is not applicable to the company.

For J S Maheshwari & Co Chartered Accountants FRN-001318C

Dilip Maliwal Partner

Membership No. 148387 UDIN: 26148387FHGZIM2104

Date: 06 th June 2026 Place: Ahmedabad

Annexure B to the Auditors Report

Report on the Internal Financial Controls 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 Neptune Logitek Limited (the Company) as of March 31, 2026 in conjunction with our audit of the standalone financial statements of the Company for the period ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities 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 the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting 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) and the Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

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

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.

Inherent 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, 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 J S Maheshwari & Co Chartered Accountants FRN-001318C

Dilip Maliwal Partner

Membership No. 148387 UDIN: 26148387FHGZIM2104

Date: 06 th June 2026 Place: Ahmedabad