To,
The Board of Directors
Oneindig Technologies Limited
V-503, Atrium Vivanta, Surajkund, Faridabad, Haryana - 121009
Dear Sirs,
1. We have examined the attached Restated Financial Statements of Oneindig Technologies Limited (Formerly known as Oneindig Technologies Private Limited) (the Company) and its subsidiary (the Company and its subsidiary together referred to as the Group"), comprising the Restated Statement of Assets and Liabilities as at January 31, 2026 (Consolidated), March 31, 2025 (Consolidated), as at March 31, 2024 (Standalone) and as at March 31, 2023 (Standalone), the Restated Statements of Profit and Loss, the Restated Cash Flow Statement for the period / year ended January 31, 2026 (Consolidated), March 31, 2025 (Consolidated), March 31, 2024 (Standalone) and March 31, 2023 (Standalone), the Summary Statement of Significant Accounting Policies, the Notes and Annexures as forming part of these Restated Financial Statements (collectively, the Restated Financial Information), as approved by the Board of Directors of the Company at their meeting held on 07 April 2026 for the purpose of inclusion in the Red Herring Prospectus /Prospectus (Offer Document) prepared by the Company in connection with its proposed SME Initial Public Offer of equity shares (SME IPO) prepared in terms of the requirements of:
(i) Part I of Chapter-III to the Companies Act, 2013(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 2009 (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 letter requesting us to carry out the assignment, in connection with the RHP/ Prospectus being issued by the Company for its proposed Initial Public Offering of equity shares in BSE SME. (IPO or SME IPO); and
(iv) The Guidance Note on Reports in Company Prospectus (Revised) issued by the Institute of Chartered Accountants of India (Guidance Note).
2. The Companys Board of Directors is responsible for the preparation of the Restated Financial Information for the purpose of inclusion in the Offer Document to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Delhi in connection with the proposed SME IPO. The Board of Directors responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Information. The Board of Directors is also responsible for identifying and ensuring that the Company complies with the Companies Act, (ICDR) Regulations and the Guidance Note.
3. We have examined such Restated Financial Information taking into consideration:
a) terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter in connection with the proposed IPO of the Company;
b) The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Information; and
d) The requirements of Section 26 of the Act and the ICDR Regulations.
Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO.
4. These Restated Financial Information have been compiled by the management from:
a) Audited special purpose interim consolidated financial statements of the Group as at and for the ten month period ended January 2026 prepared in accordance with accounting standards as prescribed under Section 133 of the Companies Act, 2013 (the Act) read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act and other accounting principles generally accepted in India which have been approved by the Board of Directors at their meeting held on April 07, 2026.
b) Audited financial statements of the company as at and for the year ended March 2025 (consolidated ), March 24 (Standalone) and March 23 ( Standalone ) prepared in accordance with accounting standards as prescribed under Section 133 of the Companies Act, 2013 (the Act) read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act and other accounting principles generally accepted in India which have been approved by the Board of Directors at their meeting held on August 30th 2025, June 28th 2024, and on September 25th, 2023 respectively.
5. For the purpose of our examination, we have relied on:
a) Auditors reports issued by us dated April XX 2026, and August 30 th 2025 on the consolidated financial statements of the Group as at and for the ten-month period ended
January 31, 2026 and as at and for the year ended March 31, 2025 respectively as referred in Paragraph (4) above; and
b) Auditors Report issued by the Previous Auditors, M/s GAMS & Co., Chartered Accountant dated June 28th 2024 and September 25th 2023 on the Standalone financial statements of the Company as at and for the years ended March 31, 2024 and March 31, 2023 as referred in Paragraph (4) above.
6. The audit reports on the standalone financial statements issued by predecessor auditor included the following paragraphs:
Emphasis of Matter paragraph in the audit report 28 June 2024 issued on the standalone financial statements of the Company as at and for the year ended 31st March 2023:
We draw attention to the following matters in the notes to the financial statements Note No. 25 regarding contingencies, Note No. 29 regarding balance confirmations, Note No. 30 regarding GST compliance, Note No. 31 regarding MSME compliance, Note No. 33 regarding Fixed Assets, and Note No. 34 regarding Stock.
Basis for Disclaimer of Opinion paragraph in the audit report 25 September 2023 issued on standalone financial statements of the Company as at and for the year ended 31st March 2024:
As a consequence to the aforesaid matters, we were unable to determine whether any adjustments/modifications might have been made necessary in respect of recorded or unrecorded Assets, Liabilities & Contingencies and the elements making up the Statement of Profit and Loss and the Cash Flow Statement.
On 19 August 2025, the Company sought clarification from the predecessor auditor regarding the basis of the Disclaimer of Opinion for FY 2022-23.
As per the clarification letter sent by the predecessor auditor to the Board of Directors of the Company on 21 August 2025, the disclaimer of opinion arose solely due to a printing/typographical error in the published version of the audit report, and the letter further clarifies the following:
(i) Our audit of the financial statements for FY 2022-23 was completed in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. (ii) Based on the audit work performed, we had obtained sufficient and appropriate audit evidence to provide an audit opinion. (iii) Had the error not occurred and the corrected audit report been published, the corrected audit report would have expressed an Unmodified Opinion. (iv) Corrected version of the financial statements had been published, and (v) The disclaimer of opinion therefore does not reflect any adverse audit finding or limitation on the reliability of the audited published financial statements of the Company for FY 2022-23.
7. Based on our examination and according to the information and explanations given to us, we report that the Restated Financial Information have been prepared: a) After incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively, for the financial period / years ended January 31, 2026, March 31, 2025, March 31, 2024 and March 31, 2023 to reflect the same accounting treatment as per the accounting policies and groupings / classifications followed as at and for the period ended January 31, 2026. b) Does not require any adjustments for modifications as there is no modification in the underlying audit reports and c) In accordance with the Act, SEBI ICDR Regulations and the Guidance Note.
8. The Consolidated Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the Audited Consolidated Financial Statements mentioned in paragraph 4 above.
9. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
10. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
11. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC)-1, Quality controls for firms that perform audits and review of historical financial information, and other assurance and related services engagements.
12. We have also examined the following Notes to the Restated financial information of the Company set out in the Annexure, prepared by the management and approved by the Board of Directors on April 07, 2026 for the period / years ended January 31, 2026, March 31, 2025, March 31, 2024 and March 31, 2023.
Annexure of Consolidated Restated Financial statements of the Company:
1. Restated statement of assets and liabilities in Annexure A
2. Restated statement of profit and loss in Annexure B
3. Restated statement of cash flows in Annexure C
4. Significant accounting policies and other information as restated in the Note 1 and Note 2
5. Restated notes to statement of assets and liabilities and profit and loss
6. Details of Related Parties Transactions as Restated
7. Restated profit and equity as appearing in Annexure D to this report.
8. Statement of tax shelters as restated appearing in Annexure E to this report
9. Details of Summary of Other Financial Information as Restated as appearing in Annexure F to this report. 10. Capitalization Statement as Restated as of 31 March 2025 as appearing in Annexure G to this report; 11. Details of Summary of Financial Ratios Schedule III as Restated as appearing in Annexure H to this report.
13. We, M/s Raj Gupta & Co, Chartered Accountants have been subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and hold a valid peer review certificate issued by the Peer Review Board of the ICAI.
14. Our report is intended solely for use of the Board of Directors for inclusion in the Draft Offer Document/ Offer Document to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Delhi in connection with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
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