Refex Renewables & Infrastructure Ltd Auditor Reports

To the Members of Refex Renewables & Infrastructure Limited Report on the Audit of the Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying Standalone Ind AS Financial Statements of Refex Renewables & Infrastructure Limited ("the Company") which comprise the Standalone Balance Sheet as at 31st March 2026, the Standalone Statement of Profit and Loss

(including Other Comprehensive Income), the Standalone Statement of Cash Flows and the Standalone Statement of Changes in Equity for the year then ended, and a summary of material accounting policies, notes forming part of Standalone Ind AS Financial Statements and other explanatory information (herein after referred to as "Standalone Ind AS Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Ind AS 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 with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2026, its loss (including other comprehensive income), changesinequityanditscashflowsfortheyear ended on that date.

Basis for opinion

We conducted our audit of the Standalone Ind AS Financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditors Responsibilities for the Audit of the Standalone Ind AS 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 together with the ethical requirements that are relevant to our audit of the Standalone Ind AS 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 evidencewehaveobtainedissufficient and appropriate to provide a basis for our opinion on the

Standalone Ind AS Financial Statements.

Material uncertainty regarding going concern

We draw attention to Note No. 39 to the financial statements, which indicates that the Company has incurred losses during the year ended 31st March, 2026, due to which the net worth has been fully eroded as at such date thereby giving rise to a material uncertainty that may cast significant doubt on the Companys ability to continue as a going concern.

As more fully explained in such note of the standalone financial statements it is considered appropriate by the management to prepare the financial statements on a going concern basis. Our conclusion is not modified in

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone

Ind AS Financial Statements of the current period. These matters were addressed in the context of our audit of the Standalone Ind AS Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our report.

S. No Key Audit Matters	Auditors Response
1 Accuracy of recognition, measurement, presentation and disclosure of revenues and other related balances in view of adoption of Ind AS 115 "Revenue from Contracts with Customers"	Our procedures included, among others, obtaining an understanding of contract execution processes and relevant controls relating to the accounting for customer contracts. We tested the relevant internal controls used to ensure the completeness, accuracy and timing of revenue recognized, including controls over the degree of completion of service contracts at year-end. We read a sample of contracts to assess whether the method for recognition of revenue was relevant and consistent with Ind AS 115 and has been applied consistently.
The application of the revenue accounting standard involves certain key judgements Relating to identification of distinct performance obligations, determination of transaction price of the appropriateness of the basis used to measure revenue recognized over a period; estimation of costs to complete, determining the stage of completion and the timing of revenue recognition.	We focused on contract classification, allocation of income and cost to individual performance obligations and timing of transfer of control. Where a contract contained multiple elements, we considered Managements judgements as to whether they comprised performance obligations that should be accounted for separately, and in such cases, challenged the judgements made in the allocation of consideration to each performance obligation.
Further, revenue comprises of at a point in time types of contracts where revenue is recognized on transfer of control in relation to sale of solar modules for repowering projects (supply-only and supply-and- installation) and over a period of time for Operation and Maintenance services.	We evaluated and challenged the significant judgements and estimates made by Management in applying the Companys accounting policy to a sample of specific contracts and separable performance obligations of contracts, and we obtained evidence to support them, including details of contractual agreements, delivery records, cost estimations, budget approvals and cash receipts.
Refer Note 3(c) of the standalone Ind AS financial statements.	For the contracts selected, we inspected original signed contracts and reconciled the revenue recognized to the underlying accounting records.
2 Related party transactions - Accuracy and completeness of related party transactions and disclosures thereof (as described in Note No. 31 to the standalone Ind AS financial statements).	We obtained an understanding of the process and tested the design and operating effectiveness of key controls that management has established to identify, account for and disclose related party transactions. We also obtained an updated list of all related parties to the Company and reviewed the general ledger against this list to ensure completeness of transactions.
We identified the measurement, completeness, presentation and disclosure of related party transactions as a key audit matter due to the high volume and complexity of business transactions with related parties.	We read contracts and agreements with related parties to understand the nature of the transactions. We agreed the amounts disclosed to underlying documentation and reviewing relevant agreements, on a sample basis, as part of our evaluation of the disclosure. We carried out an understanding of the Companys methodology of determination of arms- length price. We made enquiries of management in order to identify if any related party transactions outside the normal course of business have taken place.
	We evaluated the completeness of the disclosures through review of statutory information, books and records and other documents obtained during the course of our audit.

Information Other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the annual report but does not include the Standalone Ind AS Financial Statements and our auditors report thereon. Our opinion on the Standalone Ind AS 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 Ind AS Financial Statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the Standalone Ind AS 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 on in this regard.

Managements Responsibility for the Standalone Ind AS Financial Statements

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 Ind AS Financial Statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder. 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Ind AS Financial Statements, management is 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Companys Board of Directors is also responsible for overseeing the Companys financial reporting process.

Auditors Responsibility for the Audit of the Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone Ind AS 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 Ind AS Financial Statements.

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 Ind AS 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 with reference to Standalone Ind AS Financial Statements 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 relatedtoeventsorconditionsthatmaycastsignificantdoubt on the Companys ability to continue as a going concern. If we conclude that material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the Standalone Ind AS 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 Ind AS Financial Statements, including the disclosures, and whether the Standalone Ind AS Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Ind AS Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Ind AS 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 Ind AS Financial Statements.

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.

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.

Report on other legal and regulatory requirements

1. As ired by the Companies (Auditors Report) Order, 2020requ ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of in paragraphs the Act, we give in3 "Annexure B" a statement on the matters specified and 4 of the Order, to the extent applicable.

2. As r equired by Section 143(3) of the Act, we report that: a. W e 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 of the aforesaid Standalone Ind AS 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. c. The standalone balance sheet, the standalone statement of profit and loss (including other comprehensive income), the standalone statement of changes in equity and the standalone statement of cash flows dealt with by this Report are in agreement with the books of accounts. d. In our opinion, the aforesaid Standalone Ind AS Financial Statements comply with the prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. e. On the basis of the written representations received from the directors as on 31st March, 2026 taken on record by the

Board of Directors, none of the directors are disqualified as on 31st March, 2026 from being appointed as a director in terms of Section 164(2) of the Act. f. With r espect to the adequacy of the internal financial controls with reference to Standalone Ind AS Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A". g. Accor ding to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid managerial remuneration to the Managing Director in excess of the limits prescribed under Section 197 read with Schedule V to the Act. The Company has obtained the requisite approval of the shareholders by way of a Special Resolution passed at the Annual General Meeting in accordance with the provisions of the Act. h. With r espect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Ind AS Financial Statements Refer Note No. 34 to the financial statements. ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. i. The Management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes of the accounts, i. No funds 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(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the

Intermediary shall, 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 and ii. No funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, 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. iii. Based on the audit procedures performed 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) contain any material misstatement

j. The Company has not declared or paid any dividends during the year and accordingly, reporting on the compliance with section 123 of the Act is not applicable for the year under consideration.

k. Based on our examination which included test checks performed by us on the Company, the Company has used accounting software for maintaining its books of accounts, for which the feature of recording audit trail (edit log) facility was enabled throughout the year as required under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention.

ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2(f) under ‘Report on other legal and regulatory requirements section of our report to the members of

Refex Renewables & Infrastructure Limited of even date)

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 Refex Renewables & Infrastructure Limited (" the Company") as of year, 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 stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

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 the 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 Act.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting with reference to these Standalone Ind AS 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 as specified under section 143(10) of the Act, to the extent 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 with reference to these Standalone Ind AS Financial Statements 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 over financial reporting with reference to these Standalone Ind AS Financial Statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these Standalone Ind AS 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 judgement, including the assessment of the risks of material misstatement of the 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 internal financial controls over financial reporting with reference to these Standalone Ind AS Financial Statements.

Meaning of Internal Financial Controls Over Financial Reporting with Reference to these Financial Statements

A companys internal financial control over financial reporting with reference to these Standalone Ind AS Financial Statements 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 with reference to these Standalone Ind AS Financial Statements includes those policies and procedures that:

(1) per tain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) pr ovide 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 with Reference to these Standalone Ind AS Financial Statements

Because of the inherent limitations of internal financialcontrols over financial reporting with reference to these Standalone Ind AS

Financial Statements, 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 with reference to these Standalone Ind AS Financial Statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these Standalone Ind AS Financial Statements 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, adequate internal financial controls over financial reporting with reference to these Standalone Ind AS Financial Statements and such internal financial controls over financial reporting with reference to these Standalone Ind AS Financial Statements were operating effectively as at 31st March, 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.

ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under ‘Report on other legal and regulatory requirements section of our report to the members of

Refex Renewables & Infrastructure Limited of even date)

Report on the matters specified in paragraphs 3 and 4 of the Companies (Auditors Report) Order, 2020

I. (a) A) According to the information and explanations given to us and the records produced to us for our verification, the

Company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

B) According to the information and explanations given to us and the records produced to us for our verification, the

Company is maintaining proper records showing full particulars of Intangible Assets.

(b) Accor ding to the information and explanations given to us and the records produced to us for our verification, the Company has a program of verification to cover all items of Property, Plant and Equipment in a phased manner over a period of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain property, plant and equipment were physically verified by the management during the year. According to the information and explanations given to us, nomaterialdiscrepancieswerenoticedonsuchverification.

(c) Accor ding to the information and explanations given to us and the records produced to us for our verification, that, the Company does not hold any freehold and leasehold immovable properties of land and building as at the balance sheet date.

(d) Accor ding to the information and explanations given to us and the records produced to us for our verification, The Company has not revalued its Property, Plant and Equipment or Intangible Assets or both during the year. Accordingly, the reporting under Clause 3(i)(d) of the Order is not applicable to the Company.

(e) Accor ding to the information and explanations given to us and the records produced to us for our verification, no proceedings have been initiated or pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder, and therefore the question of our commenting on whether the Company has appropriately disclosed the details in the standalone financial statement does not arise.

II.

(a) The Company does not hold any inventories. Accordingly, the reporting under Clause 3(ii)(a) of the Order is not applicable to the Company.

(b) The Company has not been sanctioned any working capital limits in excess of five crore rupees from banks or financial institutions. Accordingly, the reporting under Clause 3(ii)(b) of the Order is not applicable to the Company.

III.

(a) Accor ding to the information and explanations given to us and on the basis of our examination of the records, the Company has made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies and has provided loans or provided advances in the nature of loans, or stood guarantee, or provided security to any other entity.

Details of loans/guarantee/security advances during the year and balance outstanding

( Amount in Thousands)

Particulars	Guarantees	Advances in nature of loans
During the Year
Subsidiaries	45,000	1,64,730
Holding company	-	-
Associates	-	-
Fellow subsidiaries	-	-
Balance Outstanding
Subsidiaries	45,000	2,15,430
Holding company	-	-
Associates/Joint Ventures	-	-
Fellow subsidiaries	-	-

(b) In our opinion and according to information and explanation given to us, the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prejudicial to the Companys interest.

(c) Accor ding to the information and explanations given to us and on the basis of our examination of the records all the loans and advances in the nature of loans, the schedule of repayment of principal and payment of interest has been stipulated and the repayments or receipts are regular.

(d) Accor ding to the information and explanation given to us and on the basis of our examination of the records of the Company, there is no amount overdue in respect of loans given as at the reporting date during the year.

(e) Accor ding to the information and explanations given to us and on the basis of our examination of the records no loan or advance in the nature of loan granted which has fallen due during the year which has been renewed or extended or fresh loans granted to settle the overdues of existing loans given to the same parties.

(f) Accor ding to the information and explanations given to us and on the basis of our examination of the records the company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment during the year.

IV.

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

V.

In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits or any amount deemed to be deposits from the public within the meaning of the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly, clause 3(v) of the Order is not applicable to the Company.

VI.

The maintenance of cost records has been specified by the Central Government under sub section (1) of section

Act, in respect of the activities carried on by the Company. However, the overall turnover from all its products and services is less than prescribed limits in the preceding financial year. Hence, reporting under clause (vi) is not applicable to the

VII.

(a) Amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including goods and services tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues have been generally regularly deposited by the Company with the appropriate authorities.

(b) Accor ding to the information and explanations given to us, there are no material statutory dues of Provident Fund, Employee State Insurance, which have not been deposited with the appropriate authorities on account of any dispute. However, according to the information and explanation given to us, the following dues of the Goods and Services Tax have not been deposited by the Company on account of disputes.

Disputed statutory dues

(Rs. Amount in Thousands)

Name of the Statute	Nature of the Dues	Forum where dispute is pending	Amount	Period
GST- Tamil Nadu	Tax demand (incl. interest & penalty)	GST Appellate Authority, Tamil Nadu	4839.40	FY 2019-20
GST- Haryana	Tax demand (incl. interest & penalty)	GST Appellate Authority, Haryana	5276.23	FY 2020-21
GST- Mumbai (Maharashtra)	Tax demand (incl. interest & penalty)	GST Appellate Authority, Mumbai	1965.71	FY 2020-21
GST- Bhopal (Madhya Pradesh)	Tax demand (incl. interest & penalty)	GST Appellate Authority, Bhopal	1483.20	FY 2020-21

VIII.

According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not surrendered or disclosed previously undisclosed transactions as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961). Accordingly, reporting under the clause 3(viii) of the Order is not applicable to the Company

IX.

(a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks or other borrowings or in the payment of interest thereon to any lender during the year.

(b) Accor ding to the information and explanations given to us and on the basis of our examination of the records of

Company, the Company has not been declared a willful defaulter by any bank or financial institution or government or other lender.

(c) In our opinion and according to the information and explanations given to us, the company has not obtained any term loans during the year.

(d) Accor ding to the information and explanations given to us and on an overall examination of the standalone financial statements of the Company, we report that no funds raised on short-term basis have been used for long-term purposes by the Company during the year.

(e) In our opinion and according to the information and explanations given to us, the company has taken the following funds from other entities and persons on account of or to meet the obligations of its subsidiaries and associates.

Funds taken for subsidiaries / associates / JVs

( Amount in Thousands)

Nature of fund	Name of lender	Amount	Name of subsidiary/JV/ associate	Relation	Purpose
Non-Convertible Debentures (NCDs)	Northern Arc Emerging Corporate Bond Trust	1,05,000	Refex Sustainability Solutions Limited (RSSL)	Wholly-owned Subsidiary	Further investment by RSSL to acquire equity shares in Refex CBG Kolhapur Private Limited (Formely known as Spectrum Renewable Energy Private Limited (SPREPL)

(f) Accor ding to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries (as defined under the Act).

X.

(a) In our opinion and according to the information and explanations given to us, the Company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, reporting under the clause 3(x)(a) of the Order is not applicable.

(b) Accor ding to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, reporting under the clause 3(x)(b) of the Order is not applicable.

XI.

(a) T o the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by any person has been noticed or reported during the year. Accordingly, reporting under the clause 3(xi) (a) of the Order is not applicable.

(b) Accor ding to the information and explanations given to us, no report under sub-section (12) of Section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules 2014 with the Central Government. Accordingly, reporting under the clause 3(xi)(b) of the Order is not applicable.

(c) T o the best of our knowledge and according to the information and explanations given to us, no whistle-blower complaints, have been received by the Company during the year

XII.

In our opinion, the Company is not a Nidhi Company. Accordingly, clause 3 (xii) (a) to 3 (xii) (c) of the Order are not applicable.

XIII.

In our opinion and according to the information and explanations given to us, the transactions with related parties are in compliance with Section 177 and 188 of the Act, where applicable, and the details of the related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.

XIV.

(a) In ou r opinion, and according to the information and explanations given to us, the Company has an internal audit system, commensurate with the size and nature of its business.

(b) W e have considered the internal audit reports of the Company issued till date for the period under audit.

XV.

In our opinion and according to the information and explanations given to us, the Company has not entered non-cash transactions with directors or persons connected with them. Accordingly, reporting under the clause 3(xv) of the Order is not applicable.

XVI.

(a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable.

(b) Accor ding to the information and explanations given to us and based on our examination of the records of the Company, the Company has not conducted any Non-Banking Financial or Housing Finance activities. Accordingly, clause 3 (xvi) (b) of the Order is not applicable to the Company.

(c) In our opinion and according to the information and explanations given to us, the Company is not a Core Investment

Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not applicable.

(d) In our opinion and according to the information and explanations given to us, the Company is not a Core Investment Company (CIC), and it does not have any other companies in the Group. Accordingly, reporting under Clause 3(xvi)(d) of the Order is not applicable.

XVII.

The Company has incurred cash losses (amount in thousands) of 1,25,767 and 1,00,878, respectively, in the financial year and in the immediately preceding financial year.

XVIII.

There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is not applicable.

XIX.

In our opinion and according to the information and explanations given to us and 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, our knowledge of the board of directors and management plans, there are no material uncertainty exists as on the date of the audit report that Company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.

XX.

According to the information and explanations given to us, provisions of Section 135 of the Act, relating to Corporate Social Responsibility are not applicable to the Company during the year. Accordingly, reporting under Clause 3(xx) of the Order is not applicable.

XXI.

The reporting under clause 3(xxi) of the Order is not applicable in respect of the audit of Standalone Financial Statements. Accordingly, no comment in respect of the said clause has been included in this report.

For A B C D & Co LLP

Chartered Accountants

Firm Registration No: 016415S/S000188

Vinay Kumar Bachhawat - Partner

Membership No: 214520

Place: Chennai

Date: 21.05.2026

UDIN: 26214520FMWFRU4477