To
The Members of Piramal Finance Limited
(formerly known as Piramal Capital & Housing Finance Limited)
Report on the Audit of the Standalone Financial Statements
OPINION
1. We have audited the accompanying Standalone Financial Statements of Piramal Finance Limited (formerly known as Piramal Capital & Housing Finance Limited) (the Company), which comprise the Standalone Balance Sheet as at March 31, 2026, the Standalone Statement
Comprehensive of Profit
Income), the Standalone Statement of Cash Flow and the Standalone Statement of Changes in Equity for the year then ended, and notes to the Standalone
Financial Statements, including material accounting policy information and other explanatory information
(the Standalone Financial Statements).
2. In our opinion and to the best of our information and according to the explanations Standalone Financial Statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity withtheIndianAccountingStandards ( Ind AS ) specified under section 133 of the Act with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, 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 ( SAs ) specified 143(10) of the Act. Our responsibilities under those standards are further described in the Auditors
Responsibilities for the Audit of the Standalone 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 obtained by us is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.
KEY AUDIT MATTERS given to us the aforesaid
4. 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.
5. We have determined the matters described below to be the Key Audit Matters to be communicated in our report.
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS REPORT
ely for ensuring the accuracyeffectiv THEREON records, relevant to
6. The Companys Board of Directors are responsible for the other information. The other information comprises the information
Report, but does not include the Standalone Financial Statements and our auditors report thereon. The
Annual Report is expected to be made available to us after the date of this auditor s report.
Our opinion on the Standalone Financial Statements does not cover the other informationand we will 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 available and, in doing so, consider whether the other informationis materially inconsistent with the
Standalone Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, applicable under the relevant laws and regulations.
RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE FINANCIAL the STATEMENTS
7. The Company s management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparationand presentation 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 specified under section and other(Indian Accounting in India. accounting
This responsibility also includes maintenance of the adequate accounting provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and otherirregularities;selectionandapplicationof appropriate accounting or the override of internal policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating completeness preparation oftheaccounting 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. included in the Annual
8. In preparing the Standalone Financial Statements, the management and Board of Directors are responsible for assessing the Company s ability to continue a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do
9. The Board of Directors are also responsible for overseeing the Company s financial reporting process.
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
10 . Our objectives are to obtain reasonable assurance about whether the 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 economic decisions of users taken on the basis of these Standalone Financial Statements.
11. As part of an audit in accordance with SAs, specified under section 143(10) of the 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 a material ouropinion. The risk of not detecting misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional misrepresentations, control;
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference financial statements in place and the operating
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting made by the management and Board of Directors;
Conclude on the appropriateness of the management and Board of Directors 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 Company s 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 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
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.
12. We communicate with those charged with governance regarding, among other matters, the planned scope signific audit findings, andtiming oftheauditand including any that we identify during our audit.
13. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to s and other relationship communicatewiththemall matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
14. 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 143(3)(i) of our report the because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
OTHER MATTER
15. The Standalone Financial Statement includes the audited Standalone Financial Statements for the year ended March 31, 2025 which are after considering the effect of the composite scheme of arrangement (as referred in Note 57 of the accompanying Standalone
Financials Statements), which are based on the audited Standalone Financial Statements and those were audited by the then joint statutory auditors of the transferor company and the then joint statutory auditors of the transferee company. The audited figures of have been solely relied upon by us as joint statutory auditors, while giving effect to the composite scheme of arrangement.
Our Opinion is not modified in respect of this matter.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
16. As required by the Companies (Auditor s Report) Order, 2020 ( the Order ) issued by the Central Government concern;and of India in terms of section 143(11) of the Act we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
17. As required by section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act. deficienciesin internal control 18. Further to our comments in Annexure A, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, 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 purpose of our audit of the accompanying
Standalone Financial Statements; 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, except for the matters stated in the paragraph 18h(viii) below on reporting
Rule 11(g) of the Companies (Audit and Auditors)
Rules, 2014;
c) The Standalone Financial Statements dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid Standalone Financial
Statements comply with Ind AS specified under section 133 of the Act read with (Companies Accounting Standards) Rules 2015;
e) On the basis of the written representations received from the directors and 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 modifications relating accounts and other matters connected therewith are reported in paragraph 18 (b) above and paragraph 18h(viii) below;
g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on March 31, 2026 and the operating refer to our separate report in Annexure B wherein we have expressed an unmodified opinion;
h) 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, as detailed in note 39(a) to the Standalone Financial Statements, has disclosed the impact of pending litigations on its financial position as at March 31, 2026; ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. iii. There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and ProtectionFund by the Company during the year ended March 31, 2026. In one instance, transfer of unpaid dividend for financial year 2017-18 aggregating 2.10 crores,to pertaining to the transferor Company, which was due on
September 29, 2025, was paid on November
27, 2025. The Company informed us that the delay was due to the fact that the during this period, the Company had made application with the Stock Exchange for its listing of equity shares pursuant to Scheme of Arrangement and the same could have been transferred post listing. (Refer note 58(xiii)).
iv. Themanagementhasrepresentedthat,tothe best of its knowledge and belief, as disclosed in note 58 (vii) to the Standalone Financial Statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities( the intermediaries ), with to the maintenance of the understanding, whether recorded in writing shall, whether, directly or indirectly lend or invest in other persons or entities in any manner whatsoever by or on behalf of the Company ( the Ultimate Beneficiaries ) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries; of such controls, v. The management has represented that, to the best of its knowledge and belief, as disclosed in note 58 (viii) to the Standalone Financial Statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ( the Funding Parties ), with the understanding, whether recorded in writing 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 ) guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
vi. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations sub-clauses (a) and (b) above contain any material misstatement.
vii. As stated in note 23 to the Standalone Financial Statements, the Board of Directors of the Company has proposed dividend for the year which is subject to the approval of the members at the ensuing Annual General
Meeting. The dividend paid during the year by Piramal Enterprises Limited prior to the business combination is in compliance with the provisions ofSection123 of the Act. (Refer note 57 to the Standalone Financial
Statements)
viii. Based on our examination which included test checks, except for instances mentionedbelow, the Company, in respect of financial year ended March 31, 2026, have used accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility and the same have been operated throughout the year for all relevant transactionsrecorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with, other than the consequential impact of the exception given below:
Further, we report that based on our audit procedures and the information and explanations provided to us, the Company has duly maintained and preserved the audit trail, to the extent enabled, in accordance with applicable statutory requirements for record retention consequential impact of the below:
| Nature of exception | Details of Exception |
| noted | |
| Instances were | The audit trail feature |
| identified where the was not enabled at the | |
| audit trail (edit log) | database level for one |
| functionality was not accounting software | |
| fully enabled and/or | to log any direct data |
| retained throughout | changes, used for |
| the year for certain | maintenance of all |
| accounting systems, | accounting records by |
| particularly at the | the Company. The audit |
| database level for | trail feature in respect |
| recording direct data | of at database level was |
| changes. | enabled w.e.f. July 2025. |
| In case of one software | |
| the audit trail is | |
| ed configur at the | |
| database level. However, | |
| no conclusive data has | |
| been received to ensure | |
| that Data | |
| Language (DDL) and | |
| Data Manipulation | |
| Language (DML) level | |
| ed at the configur logsare | |
| database level. |
| For Singhi & Co. | For Lodha & Co. LLP |
| Chartered Accountants | Chartered Accountants |
| Firm \u2019 s Registration No.: 302049E | Firm \u2019 s Registration No.: 301051E/E300284 |
| Ravi Kapoor | R. P. Baradiya |
| Partner | Partner |
| Membership No.: 040404 | Membership No.: 044101 |
| UDIN: 26040404RKLSRA1768 | UDIN: 26044101KWEDEI5890 |
| Place: Mumbai | Place: Mumbai |
| Date: April 27, 2026 | Date: April 27, 2026 |
ANNEXURE A
Referred to in Report on Other Legal and Regulatory Requirements section of our report to the members of Piramal Finance Limited of even date:
(i) a. In respect of Companys Property, Plant and Equipment (PPE) and Intangible Assets: A. The Company has maintained proper records, showing full particulars, including e details and situation of PPE and quantitativ relevant details of right-of-use assets. B. The Company has maintained proper records showing full particulars of intangible assets and investment property. b. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has program of physical verification of property, plant and equipment, so as to cover all the items once every three years which, in our opinion, is reasonable having regard to size of the Company and the nature of its assets. Pursuant to the program, physical verification was carried by the management during the year. According to the information and explanationsgiven to us, no material discrepancies were noticed verification.
c. According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed/ transfer deed/ conveyance deed/ court orders approving scheme of arrangements/ amalgamation/ confirmation from custodians, provided to us, we report that, the title deeds of all properties, (other immovable than immovable propertieswhere the Company is the lessee and the lease agreements are duly executed in favour of the Company)disclosedin the financial statements included in PPE are held in the name of the Company as at the balance sheet date except for 8 properties (including
4 lands) having Gross Carrying Value of 1.40 croresasatbalancesheetdatewhichareacquired pursuant to the scheme of amalgamation / arrangement / merger / demerger and Company is in the process ofgetting given to us and based thesametransferred on the in its name.
d. The Company has not revalued any of its PPE (including right- of-use assets) and intangible assets during the year and hence reporting
Clause 3(i)(d) of the Order is not applicable to the
Company.
e. According to the information and explanations given to us and on the basis of our examination of records, no proceedings have been initiated during the year or are pending as at March 31, 2026 for holding any benami property under the
Benami Transactions amended, and Rules made thereunder and hence reportingunder Clause 3(i)(e) of the Order is not applicable to the Company.
(ii) (a) As at March 31, 2026, the Company does not hold any inventories and hence reportingunder Clause 3(ii)(a) of the Order is not applicable to the
Company.
(b) According to the information and explanations out given to us and on the basis of our examination of records, the Company has been sanctioned working capital limits in excess of five crores on such rupees, in aggregate from banks on the basis of security of current assets during the year. In our opinion, the quarterly statement filed with banks are in agreement with the books of account.
(iii) During the year, in the ordinary course of its business, the Company has made investments in, and granted loans and advances in the nature of loans, secured and unsecured, to companies, firms, limited liability partnerships and other parties. In respect of such
Investment in, provided security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or anyother
(a) The principal business of the Company is to give loans, hence the requirement to report on Clause
3(iii)(a) of the Order is not applicable to the
Company.
(b) In our opinion and according to information and explanations procedures performed by us, having regard to the nature of the Companys business, the investments made and the terms and conditions of the grant of all the loans and advances in the nature of loans are, prima facie, not prejudicialunder to the interest of the Company. The Company has not provided any guarantee or security during the year.
(c) In respect of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated.
Repayment of principal amounts and receipts of interest are regular except in delay in certain cases. However, having regard to the nature of business and the volume of the information provide an itemized list of loan assets where delinquencies during the year in the repayment identified ofprincipalandinteresthavebeen for loans. Following delays were observed as at March 31, 2026:
| Total Overdue Amount (Principal and Interest) [ in Crores] | Number of cases | |
| 1-30 days | 39.63 | 46,641 |
| 31-60 days | 41.24 | 21,269 |
| 61-90 days | 26.10 | 9,903 |
| 91 or more days | 413.48 | 38,861 |
| Purchase | 698.54 | 9,341 |
| originated credit | ||
| impaired |
* Excluding cases which are technical write off and restructured as on March 31, 2026
(d) According to information and explanations us and on the basis of our examination of records of the Company, total amount (Principal and Interest) overdue for more than ninety days in respect of loans granted by the Company aggregates to
413.48 crores as at March 31, 2026, excluding the cases which are technical write off and restructured as on March 31, 2026. In accordance with the policies and procedures adopted, the management has taken reasonable steps for recovery of principal amounts and interests.
(e) The principal business of the Company is to give loans, hence the requirement to report on Clause
3(iii)(e) of the Order is not applicable to the
Company.
(f) The Company has not granted any loans or advances in the nature of loans during the year either payable on demand or without specifying any terms or period of repayment during the year and hence reporting under Clause 3(iii)(f) of the Order is not applicable to the Company.
(iv) The Company is a NBFC and engaged in the business of financing. In our opinion and according to the information and explanationgiven to us, the Company has complied with the provisions of Section the Act in respect of the loans and investments made.
Section 185 and other provisions of Section 186 of the
Act are not applicable to the Company.
(v) According to the informationand explanations given to us and on the basis of our examination of records of the
Company, no deposits or amounts which are deemed to be deposits within the meaning of Section 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposits) Rules, 2014 have been accepted by the Company and hence reporting under Clause 3(v) of the Order is not applicable to the Company.
(vi) The Central Government has not specified maintenance of cost records under Section 148(1) of the Act for the services of the Company and hence reporting under Clause 3(vi) of the Order is not applicable to the Company.
(vii) (a) According to the information given to given to us and on the basis of our examination of the records, the Company is generally regular in depositing undisputed statutory dues including Goods and Services tax, provident fund, employees state insurance, income tax, sales tax, custom duty, duty of excise, value added tax, cess and other material statutory dues during the year with the appropriate authorities. No undisputed amounts payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and on the basis of our examination of the records, there are no statutory dues mentioned in Clause vii (a) which have been not deposited on account of any dispute except as disclosed below:
| Name of the Statute | Nature of Dues | Forum where dues are pending | Period to which amount related | Gross Amount of Dispute ( in Cr.) | Amount unpaid ( in Cr.) |
| Income Tax | Income tax | Appellate Tribunal | AY 2013-14, 2020-21 & 2021-22 | 93.01 | 59.28 |
| Appellate authority | AY 2014-15, 2016-17, | 349.50 | 308.75 | ||
| upto Commissioners | 2019-20, 2020-21, | ||||
| level | 2021-22 and 2022-23 | ||||
| High Court | AY 2011-12, 2022-23 | 544.53 | 529.46 | ||
| Central Excise | Excise Duty & | CESTAT | 1996-99 to 2000-01, | 54.58 | 54.35 |
| Laws | Service Tax | 2004-05 to 2014-15 | |||
| Appellate authority up | 1989-90, 1995-96, | 0.35 | 0.34 | ||
| to Commissioners level | 1998-99, 2004-05 to | ||||
| 2005-06 and 2013-18 | |||||
| Sales Tax Laws | Sales Tax | Tribunal | 1990-91, 1995-96, | 4.05 | 2.60 |
| 1997-98 to 2004-05 | |||||
| 2006-07 to 2010-11, | |||||
| 2012-13 to 2013-14 | |||||
| Appellate authority up | 1998-99 to 2011-12, | 5.00 | 3.64 | ||
| to Commissioners level | 2014-15 | ||||
| High Court | 2009-10 to 2010-11 | 0.71 | 0.32 | ||
| Goods & | Goods & | Appellate authority up | 2017-18; 2018-19; | 13.61 | 12.91 |
| Service Tax | Service Tax | to Commissioners level | 2019-20; 2020-21; | ||
| Act,2017 | 2021-22 |
(viii) According to the information and explanations given to us and on the basis of our examination of the records, there were no amounts to be recorded in the books of accounts that 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) Based on our audit procedures and on the basis of information and explanations given to us, we of the opinion that the Company has not defaulted in the repayment of loans or other borrowings or in the repayment of interest thereon to the lenders and hence reporting of the Order is not applicable to the Company. (b) On the basis of information and explanations given to us and on the basis of our examination the records, the Company has not been declared as willful defaulter by any bank or financial institution or other lender.
(c) To the best of our knowledge and belief, in our opinion and according to the information and explanations given to us and on examination of the records, term loans (including by way of non-convertible debentures) have been applied for the purposes for which they have been raised though idle/ surplus funds which were not required for immediate utlisation have been invested in readily releasable liquid investments.
(d) On an overall examination of the Standalone
Financial Statements, in our opinion the Company has, prima facie, not utilized funds raised on short term basis for long-term purposes.
(e) Based on our audit procedures and on the basis of information and explanationsgiven to us, the Company has not taken any funds from any entity or person on account of or to obligations of its subsidiaries or joint venture or associate and hence reporting under Clause 3(ix) (e) of the Order is not applicable to the Company.
(f) Based on our audit procedures and on the basis of information and explanations the year the Company has not raised term loans on the pledge of securitiesheld in its subsidiary or joint venture or associate.
(x) (a) In our opinion and according to the information and explanations given to us and on the basis of our examination of the records, the Company has not raised any money by way of initial (including debt instruments) and hence reporting under clause 3(x)(a) of the Order is not applicable to the Company.
(b) During the year, the Company has made rights issue of equity shares as a part of private placement. In regard to the right issue, the Company has complied with the requirement of
Section been used for the purpose for which the funds were raised. Further, according to the information and explanations given to us and on the basis of our examination of the records, the Company has not made any preferential allotment, private placement of shares or fully or partly convertible debentures during the year and hence reporting under Clause 3(x)(b) of the Order is not applicable to the Company.
(xi) (a) During the course of our examination of the books and records of the Company, carried out in
29B of the National Housing Bank accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instance of material fraud by or on the Company, noticed or reported during the year, nor have we been informed of such case by the management.
(b) During the year and up to the date of this report, no report under Sub Section 12 of Section the Act has been filed cate of in Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
(c) We have taken into consideration the whistleblower complaints received by the Company during the year while determining the nature, timing and extent of audit procedures.
(xii) According to the information to us and based on our examination the Company, the Company is not a Nidhi Company and hence reporting not applicable to the Company.
(xiii) According to the information and explanations to us and based on our examination of the records of the Company, all the related parties are in compliance
188 of the Act and all the details have been disclosed in the Standalone Financial Statements as required by the applicable Accounting Standards. (Refer note 43 to the Standalone Financial Statements) public offer (xiv) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has an adequate internal audit system commensurate with the size and nature of its business. (b) We have considered the internal audit reports for the year under audit, issued to the Company during 62oftheActandthefundsraisedhave the year and till date, in determining the nature, timing (xv) According to the information and explanations to us and on the basis of our examination records, the Company has not entered into any non-cash transactions prescribed under Section
Act with directors or persons connected with them during the year and hence provisions of section192 of the Act are not applicable to the Company.
(xvi) (a) The Company was a Housing Finance Company (HFC) and held a valid under Section Act, 1987 up to April 3, 2025, and accordingly was exempt from registration under Section45-IA of the Reserve Bank of India Act, 1934 in terms of the applicable Master Directions.With effect from April 4, 2025, the Company has obtained a
IA of the Reserve Bank of India Act, 1934 as a Non-Banking Financial Company (NBFC) and has surrendered its HFC registration.
143 of
(b) TheinFormADT-4Company has prescribed conducted the non-banking activitieswith afinancial valid registration.
(c) In our opinion, the Company is not a Core
Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India and accordingly reporting under paragraph 3(xvi) (c) of the Order is not applicable to the Company.
(d) Based on the informationandand explanations given given to us and as represented by the managementofthe records of the Company, the Group (as definedin Core Investment Companies underClause3(xii)of theOrderis (Reserve Bank) Directions,
2016) has only one CIC as part of the Group.
(xvii) The Company has not incurred cash losses during the financial year covered by our audit and it has incurred cash losses of 429.08 crores in the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditor of the Company during the year and hence reporting under Clause 3(xviii) of the Order is not applicable to the Company.
(xix) According to the information and explanations given to us and on the basis of the financial ratios disclosed in note 58(xi) to the Standalone Financial Statements, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other informationaccompanying the Standalone
Financial Statements and our knowledge of the Board of Directors and the management plans and based on our examination of the evidence which assumptions, nothing has come to our attention, causes us to believe that any material uncertainty exists as on the date of the audit report indicating the Company is not capable of meeting its liabilities existing at the date of balance sheet fall due within a period of one year from the balance sheet date. 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 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) According to the information us and on the basis of our examination there are no amounts unspent in respect of corporate social responsibility towards ongoing or other than ongoing projects and hence reporting under Clause 3(xx) (a) and (b) of the Order is not applicable to the
Company. the (xxi) The reporting applicable in respect of audit of Standalone Financial that Statements. Accordingly, no comment has been included in respect of the said clause in this report.
| For Singhi & Co. | For Lodha & Co. LLP |
| Chartered Accountants | Chartered Accountants |
| Firm \u2019 s Registration No.: 302049E | Firm \u2019 s Registration No.: 301051E/E300284 |
| Ravi Kapoor | R. P. Baradiya |
| Partner | Partner |
| Membership No.: 040404 | Membership No.: 044101 |
| UDIN: 26040404RKLSRA1768 | UDIN: 26044101KWEDEI5890 |
| Place: Mumbai | Place: Mumbai |
| Date: April 27, 2026 | Date: April 27, 2026 |
ANNEXURE B
Referred to in Report on Other Legal and Regulatory Requirements section of our Auditors Report of even date to the members of
Piramal Finance Limited on the Standalone Financial Statements as at and for the year ended March 31, 2026
Report on the Internal Financial Controls with reference to standalone financial statement
143 of the Act
We have audited the internal financial controls with reference to standalone financialstatement of Piramal
Finance Limited (the Company) as of March 31, 2026 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 Board of Directors of the Company is responsible for establishing and maintaining internal financial controls based on the internal financialcontrol with reference to Standalone
Financial Statements criteria established by the Company considering the essential component of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting
Chartered Accountants of India (ICAI). These responsibilities include the design, implementation of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of financial
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on the Company s internal financial
Financial Statements 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 to be prescribed under Section extent applicable to an auditofinternalfinancialcontrols, both applicable to an audit of internal financial controls and both issued by the ICAI. 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 with reference to Standalone Financial Statements was established and maintained and if such controls operated effectively in all material respects. evidence about the adequacy of the internal financial controls system with respect to standalone financial statement and their operatingeffectiveness. Our audit of internal financial controls with reference to standalone financial statement included obtaining an understanding of internal financial controls with reference to Standalone
Financial Statements, 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 Financial Statements, whether due to fraud or error.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit issuedbytheInstituteof opinion on the Company s internal financial controls system with reference to Standalone Financial Statements.
of MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
of
STANDALONE FINANCIAL STATEMENTS
A Company s internal financialcontrol with reference to
Standalone Financial Statements undertheAct. is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the Financial Statements for external purposes in accordance with generally accepted accountingprinciples. A Company s internal financial control with reference to Standalone controls with reference to Standalone
Financial Statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of the assets of the company; deemed (2) provide reasonable assurance that transactions are 143(10)of the Acttothe recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the entity are being made only in accordance with authorisations of management; (3) provide reasonable assurance regarding prevention or timely unauthorised acquisition, use, or disposition assets that could have a material effect on the Standalone
Financial Statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS
Because of the inherent limitations of internal financial controls with reference to standalone financial statement, including the possibility of collusion or improper management override of controls, material misstatements control with reference to due to error or fraud may occur and not be detected.
Also, projections of any evaluationof the internal financial controls with reference to standalone financial statement to future periods are subject to the risk that the internal financial control with reference to standalone financial statement may become inadequate because of changes in conditions, or that the degree of policies or procedures may deteriorate.
OPINION
In our opinion, to the best of our information and according to the explanations given to us, the Company has, broadly, in all material respects, an adequate internal financial controls systemwithreferencetofinancialstatements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2026, based on the internal financial standalone financial statement criteria established by the Company considering the essential Component of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. with the
| For Singhi & Co. | For Lodha & Co. LLP |
| Chartered Accountants | Chartered Accountants |
| Firm \u2019 s Registration No.: 302049E | Firm \u2019 s Registration No.: 301051E/E300284 |
| Ravi Kapoor | R. P. Baradiya |
| Partner | Partner |
| Membership No.: 040404 | Membership No.: 044101 |
| UDIN: 26040404RKLSRA1768 | UDIN: 26044101KWEDEI5890 |
| Place: Mumbai | Place: Mumbai |
| Date: April 27, 2026 | Date: April 27, 2026 |
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ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

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