Newtime Infrastructure Ltd Auditor Reports

To the Members of Newtime Infrastructure Limited

Report on the Standalone Ind AS Financial Statements

Opinion

1. We have audited the accompanying standalone Ind AS financial statements of Newtime Infrastructure Limited
(the Company), which comprise the balance sheet as at March 31, 2026, the statement of profit and loss (including
other comprehensive income), the statement of cash flows and the statement of changes in equity for the year
then ended and a summary of the significant accounting policies and other explanatory information (herein after
referred to as "standalone Ind AS financial statements").

2. 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 (Act) in the manner
so required and give a true and fair view in conformity with the accounting principles generally accepted in India
including Indian Accounting Standards (Ind AS) specified under section 133 of the Act, of the state of affairs of
the Company as at March 31, 2026, and its profit (including other comprehensive income), its cash flows and the
changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act.
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 (ICAI) 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.

Emphasis of matter

4. (a). As disclosed in note no. 34 to the accompanying financial statement, certain immovable properties held in the

name of the Company, its subsidiary and associate and shares held by the promoter Company in them have been
provisionally attached by the Deputy Director, Gurugram Zonal office, Directorate of Enforcement, New Delhi in
alleged contravention of Violation under Prevention Laundering Act, 2002 vide order no. 09/2024 dated 13.09.2024.
As per the information provided by the management, the said Order does not have impact on the business or running
operations of the Company. The financial impact of the order, if any, is not ascertainable.

(b). Trade payables, trade receivables and other loans and advances given or taken are subject to reconciliation and
confirmation.

Our report is not modified in respect of above-mentioned matter.

Key audit matters

5. 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 period. These matters were addressed in the context of
our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

6. We have no matter other than those described Emphasis of Matter section to communicate in our audit report.

Information other than the financial statements and auditors report thereon

7. The Companys Board of Directors is responsible for 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 auditors report 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 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 responsibilities for the standalone financial statements

8. 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, including other comprehensive income, changes in equity and cash flows 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 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 standalone financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

9. In preparing the standalone financial statements, Board of Directors are 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.

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

Auditors Responsibilities for the audit of the standalone financial statements

11. 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.

12. 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 control 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 the 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.

13. 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.

14. 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.

15. 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.

16. 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

17. 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.

18. 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 expect for the matters as stated in the paragraph (i) (vi)

c) The Balance Sheet, the Statement of profit and loss including Other comprehensive income, Statement of
changes in equity and the Statement of cash flows 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 Companies (Indian Accounting Standards) Rules, 2015, as amended;

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) The modification relating to the maintenance of accounts are as stated in the paragraph (b) above on

reporting under section 143(3)(b) and paragraph (i) (vi) below on reporting under Rule 11(g)

g) With respect to the adequacy of the internal financial controls over financial reporting of the Company with
reference to these Financial Statements of the Company and the operating effectiveness of such controls,
refer to our separate Report in Annexure B to this report;

h) In our opinion, the managerial remuneration for the year ended March 31, 2026 has been paid/provided by
the company to its directors in accordance with the provisions of section 197(16) of the Act, as amended;

i) 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. The Company does not have any 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;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection
fund by the Company during the year ended March 31, 2026.

iv. The Management has represented that, to the best of its knowledge and belief:

a) No funds (which are material either individually or in the aggregate) 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 or entity, including foreign entity ("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.

b) No funds (which are material either individually or in the aggregate)have been received by
the Company from any person or entity, including foreign entity ("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;

c) Based on the audit procedures that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material
misstatement.

v. During the year the Company has not declared any dividend.

vi. The Ministry of Corporate Affairs (MCA) has mandated that with effect from 1st April, 2023, every company
which uses accounting software for maintaining its books of account shall use only such accounting
software which has a feature of recording an audit trail (edit log) of each and every transaction, creating
an edit log of each change made in the books of account along with the date when such changes were
made and ensuring that the audit trail cannot be disabled.

Based on our examination which included test checks, the Company has used an accounting software,
Tally Prime Edit Log, for maintaining its books of accounts which has a feature of recording audit trail
facility and the same has operated from date 04 February 2026 for all relevant transaction recorded in
the software. Further, during the period for which the feature was enabled, we did not come across any
instances of audit trail feature being tampered with.

For Chatterjee & Chatterjee

Chartered Accountants

Firm registration no: 001109C

BD Gujrati

Partner

Membership no: 010878

Place: New Delhi

Date: 30th May 2026

UDIN: 26010878GFHSMJ8890

Annexure "A" to the Independent Auditors Report

(Referred to in paragraph 17 under the heading "Report on Other Legal & Regulatory Requirements" section of our
report of even date to the members of Newtime Infrastructure Limited)

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, and to the best of our knowledge and belief,
we report that:

(i) In respect of the Companys Property, plant and equipment:

(a) (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.

(b) The Company has a program of physical verification of Property, plant and equipment so to cover all the assets
once every three years which, in our opinion, is reasonable having regard to the size of the Company and the
nature of its assets. 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, no immovable property is held in the name of
company as on March 31, 2026. Accordingly, reporting under clause 3(i)(c) is not applicable.

(d) The Company has not revalued its property, plant and equipment (including right-to-use assets) during the year.

(e) 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.

(ii) (a)According to the information and explanations provided to us, the physical verification of inventories has been

carried out by the management at regular interval. The frequency of the physical verification, in our opinion, is
reasonable having regard to the size of the Company and nature of business. Further, there was no discrepancy
noticed for each class of the inventory.

(b)The Company has not been sanctioned working capital limits from banks or financial institution on the basis of security
of current assets during the current year. Accordingly, the reporting under clause 3(ii)(b) of the Order is not applicable.

(iii) (a)According to the information and explanations provided to us, the Company has not made any investments during

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

(b) In our opinion, and according to the information and explanations given to us, the terms and conditions of the
investments made during the year, if any, are not prejudicial to the interest of the Company.

(c) According to the information and explanations provided to us, the Company has not made any loans and advances in
nature of loans during the year. Accordingly, the reporting under clause 3(iii)(c)(d)(e) and (f) of the Order is not applicable.

(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the
provisions of section 185 and 186 of the Act in respect of loans, investments, guarantees, and security.

(v) The Company has not accepted any deposits and also there were no amounts which are deemed to be the deposits.

Hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other
relevant provisions of the Companies Act, 2013, and the rules framed there under, do not apply to this Company.

(vi) The maintenance of cost records has not been specified by the Central Government under sub-section (1) of
Section 148 of the Act, in respect of the activities carried on by the company. Accordingly, the provisions the
requirement to report on clause 3(vi) of the order is not applicable.

(vii) (a) According to the records, the Company is generally regular in depositing undisputed statutory dues including

Goods and service tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of
customs, duty of excise, value added tax, cess and all other material statutory dues with the appropriate authorities
and there were no arrears of statutory dues as at March 31, 2026 for a period of more than six months from the
date they became payable of the financial statement.

(b) According to the records of the Company and the information and explanations given to us, there were no statutory
dues referred to in sub clause (a) which have not been deposited on account of dispute.

(viii) According to the information and explanations given to us and based on our verification, there were no transactions
which are not recorded in the books of account have been surrendered or disclosed as income during the year in
the tax assessments under the Income Tax Act, 1961 (43) of 1961.

(ix) a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in

repayment of loans or in the payment of interest thereon to any lender.

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

c) In our opinion and according to the information and explanations given to us, the Company has not taken any term
loan during the year and there are no unutilized term loans at the beginning of the year. Accordingly, the reporting
under clause 3(ix)(c) is not applicable.

d) In our opinion and according to the information and explanations given to us, we report that no funds raised on

short-term basis have been used for long-term purposes by the Company.

e) 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.

f) The Company has not raised any loans during the year. Accordingly, clause 3(ix)(f) of the Order is not applicable.

(x) a) The Company did not raise any money by way of initial public offer or further public offer (including debt

instruments) during the year. Accordingly, clause 3 (x)(a) of the Order is not applicable.

b) During the year, the Company has not made any preferential allotment or private placement of shares or fully or
partly or optionally convertible debentures. Accordingly, clause 3(x)(b) of the Order is not applicable.

(xi) a) According to the information and explanations given by the management and based upon the audit procedures performed

no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-4 as prescribed
under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government during the year and
up to the date of this report;

c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company.
Accordingly, clause 3(xii) of the Order is not applicable.

(xiii) 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 sections 177 and 188 of the Act where
applicable and details of such transactions have been disclosed in the financial statements as required by the
applicable accounting standards.

(xiv) a) In our opinion, the company has an adequate internal audit system commensurate with the size and nature of
its business;

b)We have considered the reports of the Internal Auditors for the period under audit;

(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 him.
Accordingly, clause 3(xv) of the Order is not applicable.

(xvi) In our opinion, the Company is not required to be registered under section 45-IA of the Reserve Bank of India
Act 1934, and is not a core investment Company (as defined in the Core Investment Companies (Reserve Bank)
Directions, 2016 and hence reporting under clause 3(xvi) and sub-clauses of the Order are not applicable.

(xvii) The Company has not incurred cash losses in the financial year. However, it had NIL cash losses in the immediately
preceding financial year.

(xviii) There has been no resignation of the Statutory Auditors during the year. Accordingly, reporting under clause
3(xviii) of the Order is not applicable to the Company.

(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, the auditors knowledge of the
Board of Directors and management plans, we are of the opinion that no material uncertainty exists as on the
date of audit report. 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) The provisions of section 135 are not applicable to the Company and hence reporting under clause 3(xx) and its
sub-clauses of the Order are not applicable.

(xxi) There is no reporting under clause 3(xxi) of the Order of the Group Companies. Accordingly, no comment in
respect of the said clause has been included in this report.

For Chatterjee & Chatterjee

Chartered Accountants

Firm registration no: 001109C

BD Gujrati

Partner

Membership no: 010878

Place: New Delhi

Date: 30th May 2026

UDIN: 26010878GFHSMJ8890

Annexure "B" to the Independent 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 Newtime Infrastructure Limited ("the
Company") as of March 31, 2026 in conjunction with our audit of the standalone Ind AS 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 (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 Companies Act, 2013.

Auditors responsibilities

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 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 standalone Ind AS 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.

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 Chatterjee & Chatterjee
Chartered Accountants
Firm registration no: 001109C

BD Gujrati
Partner

Membership no: 010878

Place: New Delhi

Date: 30th May 2026

UDIN: 26010878GFHSMJ8890