Share Samadhan Ltd Auditor Reports

INDEPENDENT AUDITORS REPORT ON RESTATED CONSOLIDATED FINANCIALS STATEMENTS

(As required by Section 26 of Companies Act, 2013 read with Rule 4 of Companies (Prospectus and

Allotment of Securities) Rules, 2014)

To,

The Board of Directors,

Share Samadhan Limited

(Formerly known as Share Samadhan Private Limited)

B-35, Lower Ground Floor South Extension,

Part -2, South Delhi, New Delhi, Delhi 110049, India,

Dear Sir,

1. We have examined the attached Restated Consolidated Financial Information of M/s Share Samadhan Limited (the "Company" or the "Issuer"), comprising the Restated Statement of Consolidated Assets and Liabilities as at March 31 ,2024, March 31, 2023 and March 31, 2022 the Restated Statements of Consolidated Profit and Loss, the Restated Consolidated Cash Flow Statement for the year ended on March 31 ,2024, March 31, 2023,and March 31, 2022, the Restated Statement of Significant Accounting Policies, the Notes and Annexures as forming part of these Restated Consolidated Financial Statements (collectively, the " Restated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 26/08/2024 for the purpose of inclusion in the Red Herring Prospectus ("RHP") 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") other than the period falling under proprietary concern.

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

c. The terms of reference to our engagement with the Company requesting us to examine financials statement referred to above and proposed to be included in the RHP being issued by the Company for IPO of equity shares in SME Platform; and

d. The Guidance Note on Reports in Company Prospectuses (Revised 2019) 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 Consolidated Financial Statement & other financial information for the purpose of inclusion in the Red Herring Prospectus /Red Herring Prospectus/Prospectus to be filed with Securities and Exchange Board of India, relevant stock exchanges and Registrar of Companies, Delhi in connection with the proposed IPO. The Board of Directors responsibility includes designing, implementing, and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidated Financial Information. The Restated Consolidated Financial Statements have been prepared by the management of the Company as per the basis of preparation para stated in Consolidated Notes of Accounts to the Restated Consolidated Financial Statements. The Restated Consolidated Financial Statements have been extracted by the management from the Audited Financial Statements of the company for the year ended March 31 ,2024 as prepared in accordance with accounting principles generally accepted in India at the relevant time and approved by the Company in its board meetings held on 24-08-2024. The Board of Directors of the Company are responsible for designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidated Financial Statements. The Board of Directors of the Company are also responsible for identifying and ensuring that the complies with the Act, the ICDR Regulations and the Guidance Note.

3. We have examined such Restated Consolidated Financial Statements taking into consideration:

a. The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter in connection with the proposed IPO of equity shares of the Company;

b. The Guidance Note - 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 Consolidated Financial Statements; 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 proposed IPO of equity shares of the Company.

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

a. The "Restated Statement of Assets and Liabilities" as set out in Annexure A to this report, of the Company as at March 31 ,2024, March 31, 2023, and March 31, 2022, are prepared by the Company and approved by the Board of Directors. This Statement of Assets and Liabilities, as restated have been arrived at after making such adjustments and regroupings to the Financial Statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to the Restated financial Statements.

b. The "Restated Statement of Profit and Loss" as set out in Annexure B to this report, of the Company for Year ended March 31 ,2024, March 31, 2023, and March 31, 2022 are prepared by the Company and approved by the Board of Directors. This Statement of Profit and Loss, as restated have been arrived at after making such adjustments and regroupings to the financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to the Restated Financial Statements.

c. The "Restated Statement of Cash Flow" as set out in Annexure C to this report, of the Company for year ended March 31 ,2024, March 31, 2023, and March 31, 2022 are prepared by the Company and approved by the Board of Directors. This Statement of Cash Flow, as restated, have been arrived at after making such adjustments and regroupings to the financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Restated Financial Statements.

d. Based on the above and also as per the reliance placed by us on the audited financial statements of the company and auditors report thereon which have been prepared by us for the year ended March 31 ,2024 , M/s. JAIN V. & Co. for Years ended on March 31,2023, and March 31, 2022 we are of the opinion that "Restated Financial Statements" have been made after incorporating:

i. Adjustments for any material amounts in the respective financial years have been made to which they relate; and

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

iii. Adjustments for the changes in accounting policies and regrouping/reclassifications retrospectively, if any in the financial years March 31, 2023, for the financial year ended March 31,2022 to reflect the same accounting treatment as per the accounting policies and grouping/classifications.

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

v. There are no statutory audit qualifications, on the audited financial statements of the Company for the year ended March 31 ,2024 and for the years ended March 31, 2023, March 31, 2022, which require any adjustments to the Restated financial Statements

5. The Restated Financial Statements do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited financial statements mentioned in paragraph 3 above

6. 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 and other auditors, nor should this report be construed as a new opinion on any of the financial statements referred to herein.

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

8. Our report is intended solely for use of the Board of Directors for inclusion in the Prospectus to be filed with SEBI, Stock Exchanges, and Registrar of Companies, Delhi in connection with the proposed IPO. Our report should not be used, referred to or distributed or 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.