Rossell Techsys Ltd Auditor Reports

Independent Auditors Examination Report on the restated standalone statements of assets and liabilities as at March 31, 2024, restated standalone statement of profits and losses (including other comprehensive income), restated standalone changes in equity and restated standalone statement of cash flows along with standalone statement of material accounting policies and other explanatory information of Rossell Techsys Limited for year ended March 31, 2024 (the "Restated Standalone Financial Information").

To

The Board of Directors Rossell Techsys Limited Jindal Towers, Block-B,

4^th Floor, 21/1 a/3, Darga Road,

Kolkata-700017, West Bengal, India

Dear Sirs:

We have examined the attached Restated Standalone Financial Information of Rossell Techsys Limited (the "Company") prepared by the Company for the purpose of inclusion in the Draft Information Memorandum ("IM") in connection with proposed listing of its equity shares ("Proposed Listing"). The Company with its advisors having evaluated the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("1CDR Regulations") have requested us by its letter dated September 10, 2024 to examine these Restated Standalone Financial Information. The Restated Standalone Financial Information, which have been approved by the board of directors of the Company at their meeting held on September 25, 2024, have been prepared in accordance with the requirements of:

a) The ICDR Regulations; and

b) The Guidance Note on Reports in Company Prospectuses (Revised 2019) (as amended) issuedby the Institute of Chartered Accountants of India ("ICAI"), (the "Guidance Note").

2. Managements Responsibility for the Restated Standalone Financial Information

The preparation of the Restated Standalone Financial Information, which are to be included in the 1M is the responsibility of the management of the Company ("Management"). The Restated Standalone Financial Information have been prepared by the Management on the basis of preparation, as stated in note 1 to the Restated Standalone Financial Information. The Managements responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Standalone Financial Information. The Management is also responsible for identifying and ensuring that the company complies with ICDR Regulations and the Guidance Note.

Auditors Responsibilities

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

a) The terms of reference and terms of our engagement agreed with you vide our engagement letter dated September 1, 2024, requesting us to carry out the assignment, in connection with the proposed listing of the Company;

b) The Guidance Note also requires that we comply with ethical requirements of the code of ethics issued by ICAI;

c) Concepts of test checks and materiality to obtain reasonable assurance based on the verification of evidence supporting the Restated Standalone Financial Information; and

d) The requirements of the ICDR Regulations.

Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the ICDR Regulations in connection with the proposed listing.

Restated Standalone Financial Information

4. These Restated Standalone Financial Information have been compiled by the management of the company from:

Audited Standalone financial statements of Rossell India Limited (Demerged entity), and the Company as at and for the year ended March 31, 2024 which were prepared in accordance with the Indian Accounting Standard (referred to as "Ind AS") as prescribed under Section 133 of the Companies Act 2013 read with Companies (Indian Accounting Standards) Rules 2015, as amended and other accounting principles generally accepted in India, which have been approved by the board of directors at their meetings held by Rossell India Limited (Demerged entity) on May 29, 2024 and the Company as on May 28, 2024.

Auditors Report

5. For the purpose of our examination, we have relied on:

a. Auditors reports issued by other Auditors, dated May 29, 2024 and May 28, 2024 on the Standalone financial statements of Rossell India Limited (Demerged entity) and the Company as at and for the years ended March 31,2024 respectively as referred in Paragraph 4 above.

The audits for the financial year ended March 31, 2024 were conducted by the Companys previous auditors, M/s Khandelwal Ray & Co, (the "Previous Auditor" for Demerged entity) and M/s Vasan & Sampath LLP(the "Previous Auditor" for the Company), and accordingly reliance has been placed on the restated Standalone statement of assets and liabilities and the restated Standalone statements of profit and loss (including other comprehensive income), statements of changes in equity and cash flow statements, the Summary Statement of Significant Accounting Policies, and other explanatory information (collectively, the "2024 Restated Standalone Summary Statements") examined by them for the said periods. The examination report included for the said periods is based solely on the examination report submitted by the Previous Auditors. They have also confirmed that the 2024 Restated Standalone Summary Statements:

i. have been prepared after incorporating adjustments for the changes in accounting policies and regrouping/reclassifications retrospectively in the financial year ended March 31, 2024 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the year ended March 31, 2024.

ii. have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.

6. We have not audited any financial statements of the Company as of any date or for any period subsequent to March 31, 2024. Accordingly, we express no opinion on the financial position, results of operations, cash flows and statement of changes in equity of the Company as of any date or for any period subsequent to March 31, 2024.

7. 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.

8. The Restated Standalone Financial Information do not reflect the effects of events that occurred subsequent to the audited financial statements mentioned in paragraph 4 above.

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

10.Our report is intended solely for use of the board of directors of the Company for inclusion in the IM to be filed with Securities and Exchange Board of India, National Stock Exchange of India Limited, BSE Limited and Registrar of Companies West Bengal at Kolkata in connection with the proposed listing. Our report should not be used, referred to, or distributed for any other purpose. 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.