Neptune Logitek Ltd Auditor Reports

<dhhead>INDEPENDENT AUDITORS REPORT</dhhead>

To,

The Members of NEPTUNE LOGITEK PRIVATE LIMITED
Report on the Financial Statements:

We have audited the accompanying financial statements of Neptune Logitek Private
Limited (Formerly Amardeep Logistics Private Limited) ("the Company"), which
comprise the Balance Sheet as at 31.03.2024, the Statement of Profit and Loss, for the
year then ended, and a summary of the significant accounting policies and other
explanatory information.

Management’s Responsibility for the Financial Statements:

The Company’s Board of Directors is responsible for the matters stated in Section
134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of
these financial statements that give a true and fair view of the financial position and
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, read with Rule 7 cf the Companies (Accounts) Rules, 2014. 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 statements that give a true and fair view and are
free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility:

Our responsibility is to express an opinion on these financial statements based on our
audit.

We have taken into account the provisions of the Act, the accounting and auditing
standards and matters which are required to be included in the audit report under
the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified
under Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts
and the disclosures in the financial statements. 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. In making those risk
assessments, the auditor considers internal financial control relevant to the

Companys preparation of the financial statements that give a true and fair view in
order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the appropriateness
of the accounting policies used and the reasonableness of the accounting estimates
made by the Company’s Directors, as well as evaluating the overall presentation of
the financial statements.

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

Opinion:

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
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 31.03.2024, and its Profit for the year ended on that date.

Report on Other Legal and Regulatory Requirements:

This report include a statement on the matters specified in paragraph 3 and 4 of the
Companies (Auditors Report) Order, 2016, issued by the Central Government of India,
in terms of sub section II of section 143 of the companies Act, 2013 since in our
opinion and according to the information and explanation given to us, the said order
is applicable to the company.

As required by Section 143 (3) of the Act, 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 Balance Sheet, the Statement of Profit and Loss, and dealt with by this
Report are in agreement with the books of account.

(d) 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.

(e) On the basis of the written representations received from the directors as on
31.03.2024 taken on record by the Board of Directors, none of the directors is
disqualified as 31.03.2024 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 A".

(g) 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:

i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements.

ii. 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.

"Annexure A" to the Independent Auditor’s Report of even date on the Standalone
Financial Statements of NEPTUNE LOGITEK PRIVATE LIMITED.

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 Private Limited ("The Company") as of March 31, 2024 in conjunction with our
audit of the standalone financial statements of the Company for the year ended on
that date.

Managements Responsibility for Internal Financial Controls:

The Companys management 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 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, issued by ICAI and
deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both 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 amount the
adequacy of the internal financial control system over financial reporting and their
operating effectiveness. Our audit of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and operating
effectiveness of internal control based on the assessed risk. The procedures selected
depend upon 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 Company’s 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, 2024, 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 issues by the Institute of
Chartered Accountants of India.

ANNEXURE(B) REFERRED TO IN PARAGRAPH 1 OF INDEPENDENT AUDITORS REPORT OF
EVEN DATE TO THE MEMBERS OF NEPTUNE LOGITEK PRIVATE LIMITED ON THE FINANCIAL
STATEMENTS OF THE COMPANY FOR THE YEAR ENDED 31^st MARCH, 2024.

In terms of Companies (Auditors Report) Order 2020, issued by the Central
Government of India, in terms of section 143(11) of The Companies Act, 2013, we
further report, on the matters specified in paragraph 3 and 4 of the said Order,
that:

1) (i) (a)The company is maintaining proper records showing full particulars,
including quantitative details and situation of Property, Plant & Equipment,
(b) The company is maintaining proper records showing full particulars of
intangible assets.

(ii) The Property, Plant & Equipment have/ have been physically verified by the
management at reasonable intervals.

(iii) The title deeds of immovable properties shown in the financial statements
are held in the name of the company except the following properties.

Description of Property	Gross Carrying Value	Held in Name of	Whether Promoter Director or their relative or employee	Period held indicate range where appropriate	Reason for not being held in name of company,
Residencial Property at Ernakulam	? 32.66 Lakhs	Mr. An kit Devidas Shah	Yes, Held in name of director	NA	Note
Residencial Property at Ahmedab ad	? 196.10 Lakhs	Mrs. Reema A Shah	Yes, Held in name of director	NA

Note: These properties were acquired and accounted tor as tixed assets of the
company three years ago, but due to an administrative oversight, the
ownership documentation was not aligned with the companys records. The
management has now initiated the process to transfer the legal ownership of
these properties into the companys name to reflect the correct ownership
status.

(iv) The company has revalued its Property, Plant & Equipment or Intangible
assets or both during the year.

(v) No proceedings have been initiated against the company for holding

benami property under The Benami Transactions (Prohibition) Act, 1988 and
rules made thereunder and the details have been appropriately discldssfd G
in the financial statements. f/4"^y

2) (i) Physical verification of inventory has been conducted at reasonable intervals by
management. In our opinion, the coverage and procedure by the management
is appropriate. The aggregate of discrepancies of 10% or more in each class of
inventory noticed have been properly dealt with in the books of account.

(ii) The quarterly returns/statements filed by the company with
banks/financial institutions are in agreement with the books of the company.

3) (i) The company has not made investments in, provided any guarantee or security
granted any loans or advances in the nature of loans, secured or unsecured to
companies, firms, LLPs, or any other parties.

4) The company has not given any loans or guarantees/made any investments
within the meaning of sections 185 & 186 of The Companies Act, 2013.

5) The company has not accepted any deposits from the public in terms of Section
73 to 76 or any other relevant provisions of the Companies Act,2013.

6) The Central Government has not prescribed the maintenance of cost records
under Section 1 48(1) of the Act, for any of the products manufactured by the
company.

7) (i) The company is regular in depositing undisputed statutory dues with

appropriate authorities.

(ii) According to records of the company, there are no statutory dues
which have not been deposited on account of any dispute except the
following:

Nature of the Statute	Nature of Dues	Amount (Rs.)	Period to which amount relates	Forum where dispute is pending
Service Tax	Service Tax	Service Tax: Rs. 26,77,94,999/- CENVAT: Rs. 11,55,88.870/-	April 2012 to June 2017	Directorate General of Central Excise Intelligence-Rajkot However, the same has been transferred to callbook vide letter No. 2020076WX00009J3D1E dated 24-07-2020.

8) There are no transactions that are not recorded in the books of account to be

surrendered or disclosed as income during the year in the tax assessments under

the Income Tax Act, 1961;

9) (i) The company has not defaulted in any repayment of dues to any financial

institution or bank or debenture holders.

(ii) The company has not been declared as a wilful defaulter by any bank
or financial institution or other lender.

(iii) The term loans have been utilised for the purposes for which they were
obtained.

(iv) The funds raised on short term basis have not been utilised for long term
purposes.

(v) The Company has not taken any funds from any entity or person on
account of or to meet the obligations of its subsidiaries, associates or
joint ventures.

(vi) The Company has not raised any loans during the year on the pledge of
securities held in its subsidiaries, joint ventures or associate companies.

10) (i) The company has not made any initial public offer during the year.

(ii) The company has not made any preferential allotment or private placement
of shares/debentures during the year.

11) (i) Based upon the audit procedures performed and information and
explanations given to us by the management, we report that no fraud by
the company or on the company by its officers/employees have not been
noticed or reported during the course of our audit.

(ii) whether any 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.

(iii) whether the auditor has not considered whistle-blower complaints, if any,
received during the year by the Company.

12) The transactions entered into with related parties are in compliance with section
177 & 188 of The Companies Act 2013 and the details have been disclosed in
the financial statements as required by the applicable accounting standards.

13) (i) The company is not required to conduct an internal audit system

commensurate with the size and nature of its business.

14) The company has not entered into any non-cash transactions with directors or
persons connected with directors, during the year.

15) (i) The company is not required to be registered under section 45-1A of

The Reserve Bank of India Act, 1934.

(ii) whether 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.

(iii) whether the Company is a Core Investment Company (CIC) as defined
under the Regulations by the Reserve Bank of India? NA

(iv) Whether the Group has more than one CIC as part of the Group. NA

16) The company has not incurred cash losses.

17) There has not been any resignation of the statutory auditors during the year.

18) 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 auditor’s knowledge of the Board
of Directors and management plans, we are of the opinion that 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 year from the balance sheet date.

19) (i) In respect of other than ongoing projects, the company has transferred

unspent amount to a Fund specified in Schedule VII to the Companies Act
within a period of six months of the expiry of the financial year in
compliance with second proviso to sub-section (5) of section 135 of the said
Act. - NA

(ii) In respect of other than ongoing projects, the company has transferred any
amount remaining unspent under section (5) of section 135 of Companies
Act to special account in compliance with provision of sub section (6) of
section 135 of the said Act. - NA

20) There are no qualifications or adverse remarks by the respective auditors in the

Companies (Auditors Report) Order (CARO) reports of the companies

included in the consolidated financial statements.

21) In the case of a Nidhi Company, the following points should also be considered:

(i) Whether the Nidhi Company has complied with the Net Owned
Funds to Deposits in the ratio of 1:20 to meet out the liability. NA

(ii) whether the Nidhi Company is maintaining ten per cent unencumbered
term deposits as specified in the Nidhi Rules, 2014 to meet out the liability;

NA

(iii) whether there has been any default in payment of interest on deposits
or repayment thereof for any period and if so, the details thereof
NA

For, Ravi Sachdev & Co.

Chartered Accountants

FRN: T42982W

Ravi Vasudev Sachdev

Proprietor

MRN: 142582

Date: 12.08.2024

Place: Vadodara