NFP Sampoorna Foods Ltd Auditor Reports

(As required by Section 26 of Companies Act, 2013 read with Rule 4 of Companies (Prospectus and Allotment of Securities) Rules, 2014)

To,

Board of Directors,

NFP SAMPOORNA FOODS LIMITED,

C/O Ashok Gupta Nathupur, Sonipat P.S. Rai Haryana, India, 131029

Dear Sir/Ma‘am,

1. We have examined the attached Restated Financial Statement along with the Significant Accounting Policies and related notes of NFP Sampoorna Foods Limited (Formerly Known as Nut and Food Processor) (hereinafter referred as the Company) as at and for the period ended on March 31, 2024 and period/year ended on 20th December,2023 March 31, 2023 and March 31, 2022 annexed to this report and prepared by the Company for the purpose of inclusion in the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus (being collectively referred as "Offer Document") in connection with its proposed Initial Public Offer ("IPO") on the SME Platform of the NSE Limited ("NSE").

2. The said Restated Financial Statements and other Financial Information have been prepared in accordance with the requirements of:

i. Section 26 of Part I of Chapter III to the Companies Act, 2013 ("the Act") read with Companies (Prospectus and Allotment of Securities) Rules 2014;

ii. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018 ("ICDR Regulations") issued by the Securities and Exchange Board of India ("SEBI") in pursuance to Section 11 of the Securities and Exchange Board of India Act, 1992 and related amendments / clarifications from time to time;

iii. The terms of reference to our engagements with the Company requesting us to carry out the assignment, in connection with the Offer Document being issued by the Company for its proposed IPO of equity shares on SME Platform of the NSE Limited ("NSE"); and

iv. The Guidance Note on Reports in Company Prospectus (Revised 2019) issued by the Institute of Chartered Accountants of India ("Guidance Note").

3. We have examined the accompanied ‘Restated Statement of Profit and Loss (Annexure – II) for the year ended on March 31, 2024 and period/year ended on 20th December, 2023, March 31, 2023 and March 31, 2022 and the ‘Restated Statement of Assets and Liabilities (Annexure-I) as on above dates, forming Part of the ‘Financial Information dealt with by this Report, detailed below. Both read together with the Significant Accounting Policies and Notes to Accounts (Annexure – 4 to 40) thereon, which are the responsibility of the Company‘s management. The information has been extracted from the financial statements for the year ended on March 31 2024, December 20 2023, March 31 2023 & March 31 2022 is audited by us, M/s. Ajay K. Kapoor & Company Co., Chartered Accountants, being the Statutory Auditor of the Company for the year ended on and March 31 2024, March 31, 2023 & March 31 2022 which is pproved by the Board of Directors as on that date and upon which we have placed our reliance while reporting.

4. In terms of Schedule VI (Part A) (11) (II) (i) of the SEBI (ICDR) Regulations, 2018 and other provisions relating to accounts of NFP Sampoorna Foods Limited, we, M/s. Ajay K. Kapoor & Company., Chartered Accountants, have been subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and hold a valid certificate issued by the Peer Review Board of the ICAI.

5. Based on our examination, we further report that:

a. "The Restated Financial Statement of Assets and Liabilities" as set out in Annexure 1 to this report, of the Company for the year ended on March, 2024, for the period/year ended on December 20, 2023, March 31, 2023 and March 31, 2022 is prepared by the Company (Formerly Known as Nut and Food Processor) and approved by the Board of Directors. These Restated Summary Statement of Assets and Liabilities have been arrived at after making such adjustments and regroupings to the financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure 4 to 36 to this Report.

b. "The Restated Financial Statement of Profit and Loss" as set out in Annexure 2 to this report, of the Company for the year ended on March 31, 2024, for the period/year ended on December 20, 2023, March 31, 2023 and March 31, 2022 is prepared by the Company (Formerly Known as Nut and Food Processor) and approved by the Board of Directors. These Restated Summary Statement of Profit and Loss have been arrived at after making such adjustments and regroupings to the financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure 4 to 36 to this Report.

c. "The Restated Financial Statement of Cash Flows" as set out in Annexure 3 to this report, of the Company for the year ended on March 31, 2024 for the period/year ended on December 20,2023 March 31, 2023 and March 31, 2022 is prepared by the Company (Erstwhile Partnership Firm) and approved by the Board of Directors. These Statement of Cash Flow, as restated have been arrived at after making such adjustments and regroupings to the financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure 4 to 36 to this Report.

d. The Restated Financial Statements have been made after incorporating adjustments for:

i. The changes, if any, in accounting policies retrospectively in respective financial years to reflect the same accounting treatment as per the changed accounting policy for all the reporting period /years.

ii. Prior period and other material amount in the respective financial years to which they relate.

iii. Extra-ordinary items that need to be disclosed separately in the accounts requiring adjustments. which are stated in the Notes to Accounts as set out in Annexure V.

e. There were no qualifications in the Audit Reports issued by Statutory Auditor(s) for the year ended on March 31, 2024, for the period/year ended on December 20,2023, March 31, 2023 and March 31, 2022 which would require adjustments in this Restated Financial Statements of the Company.

6. At the request of the company, we have also examined the following financial information ("Other Financial Information") proposed to be included in the offer document prepared by the management and approved by the board of directors of the company and annexed to this report:

7. In our opinion, the Restated Financial Statements and the other Financial Information set forth in Annexure I to V read with the significant accounting policies and notes to the restated financial statements have been prepared in accordance with section 26 of Companies Act, 2013 and the SEBI Regulations and the Guidance Note on the reports in Company Prospectus (Revised 2019) issued by the Institute of Chartered Accountants of India (ICAI).

8. Consequently, the financial information has been prepared after making such regroupings and adjustments as were, in our opinion, considered appropriate to comply with the same. As a result of these regrouping and adjustments, the amount reported in the financial information may not necessarily be the same as those appearing in the respective audited financial statements for the relevant years.

9. Earlier NFP Sampoorna Foods Limited was Partnership Firm with the name of "Nut & Food Processors" and has been Converted into Public company on 13 December, 2023, & all assets and liabilities has taken over by company with effect from 20th December, 2023.

10. This report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued nor should this report be construed as a new opinion on any of the financial statements

referred to therein.

11. We have no responsibility to update our report for events and circumstances occurring after the date of the report.

12. This report is intended solely for your information and for inclusion in the Offer document in connection with the Companys proposed IPO of equity shares and is not to be used, referred to or distributed for any other purpose without our prior written consent.