PAN HR Solution Ltd Auditor Reports

To,

The Board of Directors, PAN HR Solution Limited

Dear Sirs,

1. We have examined the attached Restated Financial Statements of PAN HR Solution Limited comprising the Restated Statement of Assets and Liabilities as at March 31, 2025, March 31, 2024 and March 31, 2023, the Restated Statements of Profit and Loss, the Restated Cash Flow Statement for the year ended March 31, 2025, March 31, 2024 and March 31, 2023, 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 24^th September 2025 for the purpose of inclusion in Draft Red Herring Prospectus/ 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:

a) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act");

b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations"); and

c) The Guidance Note on Reports in Company Prospectuses (Revised 2020) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "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 Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus (Offer Document) to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Kanpur in connection with the proposed SME IPO. The Restated Financial Information has been prepared by the management of the Company on the basis of preparation stated in Annexure IV of the Restated Financial Information. 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, Chartered Accountants have been subjected to the peer review process of the Institute of Chartered Accountants of India ("ICAI") and holds the peer review certificate dated valid till 31^st March,2025.

4. We have examined such Restated Financial Information taking into consideration:

a) The terms of reference and terms of our engagement are agreed upon with you in accordance with our engagement letter dated 24th August,2025 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.

5. These Restated Financial Information have been compiled by the management from the Audited Financial Statements of the Company for the period ended 31^st March 2025, 31^st March 2024 and 31^st March 2023 which has been approved by the Board of Directors at the meeting held on 17^th September 2025, 25^th September 2024 and 01^st September 2023 respectively.

6. For the purpose of our examination, we have relied on; a) Auditors Report issued by us dated 17^th September 2025 and

b) Auditors Report issued by the Previous Auditor (L.M. Aggarwal & Co) dated 25^th September 2024, and 01^st September 2023, for the year ended March 31, 2024, and March 31^st, 2023 respectively.

7. Based on our examination and according to the information and explanations given to us, we report that the Restated Financial Information has been prepared:

a) The "Restated standalone Summary Statement of Assets and Liabilities" as set out in Annexure I to this report, of the Company as at and for the years ended March 31, 2025, March 31, 2024 and March 31,2023 are prepared by the Company and approved by the Board of Directors. These Restated standalone summary Statement of Assets and Liabilities, have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more These fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure IV to this Report.

b) The "Restated Standalone Summary Statement of Profit and Loss" as set out in Annexure II to this report, of the Company as at and for the years ended March 31, 2025, March 31, 2024 and March 31,2023 are prepared by the Company and approved by the Board of Directors. These Restated Standalone summary Statement of Profit and Loss have been arrived at after making such adjustments and regroupings to the individual 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 IV to this Report.

c) The "Restated Standalone Summary Statement of Cash Flow" as set out in Annexure III to this report, of the Company as at and for the years ended March 31, 2025, March 31, 2024 and March 31,2023 are prepared by the Company and approved by the Board of Directors. These Restated Standalone summary Statement of Cash Flow have been arrived at after making such adjustments and regroupings to the individual 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 IV to this Report.

d) The Restated Standalone Summary Statement have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.

e) The Restated Summary Statements have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any.

f) The Restated Summary Statements have been made after incorporating adjustments for prior period and other material amounts in the respective financial years/period to which they relate, if any and there are no qualifications which require adjustments.

g) Extra-ordinary items that needs to be disclosed separately in the accounts has been disclosed wherever required;

h) There were no qualifications in the Audit Reports issued by the Statutory Auditors as at as at and for the years ended March 31, 2025, March 31, 2024 and March 31,2023 which would require adjustments in this Restated Financial Statements of the Company.

i) Profits and losses have arrived after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in Annexure IV to this report. j) There was no change in accounting policies, which need to be adjusted in the Restated Summary Statements

k) There are no revaluation reserves, which need to be disclosed separately in the Restated Financial Statements.

8. We have also examined the following Notes to the Restated financial information of the Company set out in the Annexure V, prepared by the management and approved by the Board of Directors on 24th September 2025 for the years March 31, 2025, March 31, 2024 and March 31, 2023.

Annexure V - Notes to the Restated Summary Financial Information

Restated Statement of Share Capital	Note-1
Restated Statement of Reserves and Surplus	Note-2
Restated Statement of Long-Term Borrowings/ Statement of principle Term of Secured loan and Assets charges as security and Statement of term & Condition of unsecured Loans.	Note-3, 3(A)
Restated Statement of long-term Provisions	Note-4
Restated Statement of Short-Term Borrowings	Note-5
Restated Statement of Trade Payables	Note-6
Restated Statement of Short-term Provisions	Note-7
Restated Statement of Other Current Liabilities	Note-8
Restated Statement of Property, Plant and Equipment and Intangible Assets	Note-9
Restated Statement of Intangible Assets Under Development	Note-10
Restated Statement of Non-Current Investment	Note-11
Restated Statement of Deferred Tax Asset/Liability	Note-12
Restated Statement of Other Non-Current Assets	Note-13
Restated Statement of Trade Receivables	Note-14
Restated Statement of Cash & Cash Equivalents	Note-15
Restated Statement of Short-Term Loans and Advances	Note-16
Restated Statement of Other Current Assets	Note-17
Restated Statement of Revenue from Operations	Note-18
Restated Statement of Other Income	Note-19
Restated Statement of Cost of Services Rendered	Note-20
Restated Statement of Employee Benefits Expenses	Note-21
Restated Statement of Finance Cost	Note-22
Restated Statement of Depreciation & Amortization	Note-23
Restated Statement of Other Expenses	Note-24
Restated Statement of Employee Benefits	Note-25
Restated Statement of Contingent Liabilities	Note-26
Restated Statement of Related Party Disclosure	Note-27
Restated Statement of Earnings Per Share (Eps)	Note-28
Restated Statement of ACCOUNTING FOR TAXES ON INCOME [AS- 22]	Note-29
Restated Statement of Segment Information	Note-30
Restated Statement of Other Notes	Note-31
Restated Statement of Additional Regulatory Information	Note-32
Restated Statement of Mandatory Accounting Ratio	Note-33
Restated Statement of Other Disclosures	Note-34
Restated Statement of Tax Shelter	Note-35
Restated Statement of Capital Statement	Note-36

9. The Restated Financial Information does not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited financial statements mentioned in paragraph 4 above.

10. 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.

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

12. 11. The firm has established and maintained a system of quality control in accordance with the requirements of

Standard on Quality Control (SQC) 1 Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, issued by the Institute of Chartered Accountants of India (ICAI).

13. Our report is intended solely for use of the Board of Directors for inclusion in the Draft Red Herring Prospectus/

Red Herring Prospectus/ Prospectus (Offer Document) to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Jaipur 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.

14. In our opinion, the above financial information contained in Annexure I to Annexure IV of this report read with the respective Significant Accounting Polices and Notes to Accounts as set out in Annexure IV are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Act, ICDR Regulations, Engagement Letter and Guidance Note and give a true and fair view in conformity with the accounting principles generally accepted in India, to the extent applicable.

For M/s. Vinay I Aggarwal & Associates,

Chartered Accountants

ICAI Firm Reg No: 019631N

 

Shobhit Gupta

Partner

Membership No: 502897

 

UDIN: 25502897BMIQCJ1816

Date: September 24, 2025