INDEPENDENT AUDITORS EXAMINATION REPORT ON RESTATED FINANCIAL STATEMENTS
To,
The Board of Directors
Shivchem Agro Limited
(Formerly Known as Shivchem Agro Private limited) Unit no. 703, 704, Amba Tower, Plot No. 2, Community Centre, D.C. Chowk, Sector-9, Rohini Sector-11, North West Delhi Delhi, 110085 Dear Sir/Madams,
1) We have examined the attached Restated Financial Statements of Shivchem Agro Limited (Formerly Known as Shivchem Agro Private limited) (the "Company" or the "Issuer"), comprising the Restated Statement of Assets and Liabilities as on 31 March, 2025, 31 March, 2024, and 31 March, 2023, the Restated Statement of Profit and Loss, the Restated Statement of Cash Flows for the years ended 31 March, 2025, 31 March, 2024 and 31 March, 2023 and the Summary of Significant Accounting Policies and other explanatory information (collectively, called "The Restated Financial Statement"), as approved by the Borad of Directors of the Company at their meeting held on 25th September 2025 for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") prepared by the Company in connection with the proposed Initial Public Offer of equity shares (IPO) prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act); b) The Securities and Exchange Board of India ("SEBI") under "Issue of Capital and Disclosure Requirement" Regulations, 2018, as amended ("ICDR regulations"); and
c) The Guidance Note on Reports in Company Prospectus (Revised 2019) (as amended) issued by the Institute of Chartered Accountants of India ("ICAI"), (the "Guidance Note").
d) The terms of reference to our engagements with the Company requesting us to examine financial statements referred to above and proposed to be included in the Prospectus / Prospectus being issued by the Company for its proposed Initial Public Offering of equity shares on SME Platform of Stock Exchange ("IPO" or "SME IPO").
Managements Responsibility for the Restated Financial Statements
2) The preparation of the Restated Financial Statements, which are to be included in the "DRHP" to be filed with "SEBI", Registrar of Companies ("ROC") and the Stock Exchanges in connection with the proposed
IPO is the responsibility of the management of the Company. The Restated Financial Statements have been prepared by the management of the Company on the basis of preparation as stated in Note No 2(i) to the Restated Financial Statements. The managements responsibil1ty includes designing, implementing and maintaining adequate internal controls relevant to the preparation and presentation of the Restated Financial Statements. The management is also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulation and the Guidance Note.
Auditors Responsibilities
3) We have examined such Restated Financial Statements taking into consideration- a) The terms of reference and terms of our engagement agreed upon with you vide our engagement letter dated 08th August 2025, requesting us to carry out the assignment in connection with proposed IPO of the Company. b) The Guidance Note. 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 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 IPO.
Related Financial Statements
4) These Related Summary Statements have been complied by the management of the Company from- a) Audited Financial Statements of the Company as at and for the year ended 31 March, 2025, which have been prepared to comply with the Generally Accepted Accounting Principles in India (Indian GAAP) including the Accounting Standards notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended, and other accounting principles generally accepted in India, at the relevant time, which have been approved by the Board of Directors at their meeting held on 24th June 2025
b) Audited Financial Statements of the Company as at and for the year ended 31 March, 2024, which have been prepared to comply with the Generally Accepted Accounting Principles in India (Indian GAAP) including the Accounting Standards notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended, and other accounting principles generally accepted in India, at the relevant time, which have been approved by the Board of Directors at their meeting held on 02nd September 2024
c) c. Audited Financial Statements of the Company as at and for the year ended 31 March, 2025, which have been prepared to comply with the Generally Accepted Accounting Principles in India (Indian GAAP) including the Accounting Standards notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended and other accounting principles generally accepted in Inda, at the relevant time, which have been approved by the Board of Directors at their meeting held on 02 September 2023.
Auditors Report on Restated Financial Statements
5) For the purpose of our examination, we have relied on: a) Auditors Report issued by us dated 24th June, 2025, on the audited financial statement of the Company as at 31 March, 2025 and for the year ended 31 March, 2025 as referred to in Paragraph 4(a) above.
b) Auditors Report issued by Garg Goyal & Associates, Chartered Accountants, dated 2 September, 2024 on the audited financial statement of the Company as at 31 March, 2024 and for the year ended 31 March, 2024 as referred to in Paragraph 4 (b) above.
c) Auditors Report issued by Garg Goyal & Associates, Chartered Accountants, dated 2nd September, 2023 on the audited financial statement of the Company as at 31 March, 2023 and for the year ended 31 March, 2023 as referred to in Paragraph 4 (c) above.
6) Based on our examination and according to the information and explanation given to us, we report that Restated Financial Statements of the Company: -
a) have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping / reclassification retrospectively in the financial year ended 31 March, 2025, 31 March, 2024 and 31 March, 2023 to reflect the same accounting treatment as per the accounting policies and grouping / classification, to the extent applicable followed.
b) does not contain any qualification requiring adjustment c) there are no Extra-ordinary items that need to be disclosed separately in the Restated Financial Statements.
d) there are no revaluation reserves, which need to be disclosed separately in the Restated Financial Statements.
e) have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.
7) These Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the Audited Financial Statements in the Paragraph 4 above.
8) The report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us or by other auditors, nor should this report be construed as a new opinion on any of the financial statements referred herein.
9) We have no responsibility to update our report for events or circumstances occurring after the date of the report.
10) Our report is intended solely for the use of the Board of Directors for inclusion in the "DRHP" to be filed with "SEBI", "ROC" and the Stock Exchanges in connection with the proposed offer. 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.
Opinion
11) In our opinion and to the best of our information and according to the explanations given to us, the restated financial statements read together with the notes thereon, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, to the extent applicable.
| For and on behalf of |
| VMSM & Co. |
| Chartered Accountants |
| ICAI firm registration number: 329962E |
| Sd/- |
| Vimal Madhogaria |
| Partner |
| Membership No. 307504 |
| UDIN: 253075004BMLHJA7601 |
| Place of signature: Kolkata |
| Dated: 25th September 2025 |
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