(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
SK MINERALS & ADDITIVES LIMITED
(Formerly known as "SK MINERALS & ADDITIVES PRIVATE LIMITED")
Satkartar Building, Near Khalsa Petrol Pump, G.T. Road,
Ludhiana, Khanna-141401, Punjab, India.
Dear Sir/ Madam,
1. We have examined the attached Restated Standalone Financial Statements of SK
Minerals & Additives Limited
(formerly known as "SK Minerals & Additives Private Limited") (hereinafter
referred as the "Company" or
"Issuer"),comprising of Restated Statement of Standalone Assets and Liabilities
as at August 31, 2025, March
31, 2025, March 31, 2024 and March 31, 2023, the Restated Statement of Standalone Profit
and Loss
(including other comprehensive income), the Restated Statement of Changes in Equity, the
Restated
Standalone Cash Flow Statement for the period ended August 31, 2025 and Financial Year
ended March 31,
2025, March 31, 2024 and March 31,2023, the Summary Statement of Significant Accounting
Policies to the
Restated Standalone Financial Statements (collectively, the "Restated Standalone
Financial Statements"), as
approved by the Board of Directors of the Company at their meeting held on September 15,
2025 for the
purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") / Red Herring
Prospectus ("RHP") /
Prospectus prepared by the Company in connection with its 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 as amended ("the
Act") read with Rules
4 to 6 of the Companies (Prospectus and Allotment of Securities) Rules,2014 ("the
Rules").
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations,
2018 as amended from time to time pursuant to the provisions of the Securities and
Exchange Board
of India ,1992 ("the SEBI ICDR Regulations"); and
c) 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
Standalone Financial
Statements for the purpose of inclusion in the DRHP / RHP / Prospectus to be filed with
Securities and
Exchange Board of India, Stock Exchange (BSE Limited), and Registrar of Companies, Punjab
and Chandigarh
in connection with the proposed IPO. The Restated Standalone Financial Information has
been prepared by the
Management of the company. The responsibility of the Board of Directors includes
designing, implementing
and maintaining adequate internal control relevant to the preparation and presentation of
the Restated
Standalone Financial Statements. The Board of Directors are also responsible for
identifying and ensuring that
the Company complies with the Act, ICDR Regulations and the Guidance Note read with the
SEBI
Communication, as applicable.
3. We have examined such Restated Standalone Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in
accordance with our
engagement letter dated September 17, 2024 in connection with the proposed IPO of equity
shares of the
Company;
b) 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 Financial Information; 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.
4. These Restated Standalone Financial Information have been prepared and compiled by
the management from the
Audited Financial Statements of the Company for the period ended August 31,2025 and
Financial Year ended
March 31, 2025, March 31, 2024 and March 31, 2023 are prepared in accordance with
accounting principles
generally accepted in India including the Accounting Standards specified under Section 133
of the Act,
("Indian GAAP") read with the Companies (Accounting Standards) Rules, 2015, as
amended which have been
approved by the Board of Directors / Proprietor at their meetings held on September 15,
2025, August 22,
2025, September 02, 2024 and September 02, 2023 respectively.
5. Our Work has been carried out in accordance with the Standards on Auditing under
section 143 (10) of the
Act, Guidance Note on reports in company Prospectuses (Revised 2016) and other applicable
authoritative
pronouncements issued by the Institute of Chartered Accountants of India and pursuant to
the requirements of
Section 26 of the Act read with applicable rules and ICDR Regulations. This work was
performed solely to
assist you in meeting your responsibilities in relation to your compliance with the Act
and the ICDR
Regulations in connection with the issue.
Opinion
6. In accordance with the requirements of Section 26 of Part I of Chapter III of the
Act read with the Rules, the
ICDR Regulations and the Guidance Note, we have examined the Restated Financial
Information of the
company which have been arrived after making adjustments and regrouping
/reclassifications, which in our
opinion were appropriate, and have been fully described in Annexure 6: Notes on
Restatement Adjustments
to Audited Financial Statements and based on our examination, we report that :
i. The Restated Statement of Standalone Assets and Liabilities of the Company, as at
August 31, 2025,
March 31, 2025, March 31, 2024 and March 31, 2023 examined by us, as set out in Annexure 1
to this
report, have been arrived at after making adjustments and regrouping/ reclassifications as
in our opinion
were appropriate.
ii. The Restated Statement of Standalone Profit and Loss of the Company, for the period
ended August 31,
2025 and Financial Year ended March 31, 2025, March 31, 2024 and March 31, 2023 examined
by us,
as set out in Annexure 2 to this report, have been arrived at after making adjustments and
regrouping/reclassifications as in our opinion were appropriate and more fully described
in Annexure 6.
iii. The Restated Statement of Standalone Cash Flows of the Company, and for the period
ended August 31,
2025 and Financial Year ended March 31, 2025, March 31, 2024 and March 31, 2023, examined
by us,
as set out in Annexure 3 to this report, have been arrived at after making adjustments and
regrouping/
reclassifications as in our opinion were appropriate.
7. Based on the above and according to the information and explanations given to us, we
further report that the
Restated Standalone Financial Information of the Company, as attached to this report and
as mentioned in
paragraph 6 above, read with Significant Accounting Policies (Annexure 4), Notes to
Restated Summary
Statements (Annexure 5) and Notes on Adjustments for Restatement of Profit and Loss
(Annexure 6), have
been prepared in accordance with the Act, the Rules, and the ICDR Regulations and;
a. Have been made after incorporating adjustments for the changes in accounting
policies of the company
in respective financial period / years to reflect the same accounting treatment as per the
changed
accounting policy for all the reporting period / years;
b. Have been made after incorporating adjustments for the material amounts in the
respective financial
period / years to which they relate;
c. There are no qualifications in the Auditors Report on the Audited Financial
Statements of the company
as at August 31, 2025, March 31, 2025, March 31, 2024 and March 31, 2023 which require any
adjustments; and
d. There are no extra-ordinary items that need to be disclosed separately.
8. We have also examined the following Restated Standalone Financial Information of
the company set out in the
Annexures prepared by the Management and approved by the Board of Directors for the period
ended August
31,2025, and Financial Year ended March 31, 2025, March 31, 2024 and March 31, 2023:-
| 1. Restated Summary Statement of Notes to Restated Summary Statements | Annexure 5 | 
| 2 Restated Summary Statement of Reconciliation of Restated Profit/
    (Loss) to | Annexure 6 | 
| 3. Restated Summary Statement of Equity Share Capital | Annexure 7 | 
| 4. Restated Summary Statement of Reserves and Surplus | Annexure 8 | 
| 5. Restated Summary Statement of Long-Term Borrowings | Annexure 9 | 
| 6. Restated Summary Statement of Deferred Tax Liabilities/ Assets (Net) | Annexure 10 | 
| 7. Restated Summary Statement of Long-Term Provisions | Annexure 11 | 
| 8. Restated Summary Statement of Short-Term Borrowings | Annexure 12 | 
| 9. Restated Summary Statement of Trade Payables | Annexure 13 | 
| 10. Restated Summary Statement of Other Current Liabilities | Annexure 14 | 
| 11. Restated Summary Statement of Short-Term Provisions | Annexure 15 | 
| 12. Restated Statement of Property, Plant & Equipment | Annexure 16 | 
| 13. Restated Summary Statement of Capital Work in Progress | Annexure 17 | 
| 14. Restated Summary Statement of Other Non-Current Assets | Annexure 18 | 
| 15. Restated Summary Statement of Current Investments | Annexure 19 | 
| 16. Restated Summary Statement of Inventories | Annexure 20 | 
| 17. Restated Summary Statement of Trade Receivables | Annexure 21 | 
| 18. Restated Summary Statement of Cash and Cash Equivalents | Annexure 22 | 
| 19. Restated Summary Statement of Short-Term Loans and Advances | Annexure 23 | 
| 20. Restated Summary Statement of Other Current Assets | Annexure 24 | 
| 21. Restated Summary Statement of Revenue from Operations | Annexure 25 | 
| 22. Restated Summary Statement of Other Income | Annexure 26 | 
| 23. Restated Summary Statement of Cost of Materials Consumed | Annexure 27 | 
| 24. Restated Summary Statement of Purchases of Stock in Trade/Traded Goods | Annexure 28 | 
| 25 Restated Summary Statement of Changes in Inventories of Finished
    Goods | Annexure 29 | 
| 26. Restated Summary Statement of Employee Benefit Expenses | Annexure 30 | 
| 27. Restated Summary Statement of Finance Costs | Annexure 31 | 
| 28. Restated Summary Statement of Depreciation and Amortization Expense | Annexure 32 | 
| 29. Restated Summary Statement of Other Expenses | Annexure 33 | 
| 30. Restated Summary Statement of Earnings Per Share | Annexure 34 | 
| 31. Restated Summary Statement of Related Party Transactions | Annexure 35 | 
| 32 Restated Summary Statement of Reconciliation of Liabilities
    Arising from | Annexure 36 | 
| 33. Restated Summary Statement of Financial Ratios | Annexure 37 | 
| 34. Restated Summary Statement of Other Financial Information | Annexure 38 | 
| 35. Restated Summary Statement of Employment Benefit Obligations | Annexure 39 | 
| 36. Restated Summary Statement of Tax Shelter | Annexure 40 | 
| 37. Restated Summary Statement of Other Financial Information | Annexure 41 | 
| 38. Restated Summary Statement of Capitalisation Statement | Annexure 42 | 
| 39. Restated Summary Statement of Financial Indebtedness | Annexure 43 | 
9. We have complied with the relevant applicable requirements of the Standard on
Quality Control (SQC) 1, Quality
Control for Firms that Perform Audits and Reviews of Historical Financial Information, and
Other Assurance and
Related Services Engagements.
10. 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.
11. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
12. Our report is intended solely for use of the management for inclusion in the Offer
Document to be filed with
Securities and Exchange Board of India, Stock Exchange (BSE Limited), and Registrar of
Companies, Punjab and
Chandigarh in connection with the proposed IPO of equity shares of the Company. Our report
should not be used,
referred to or distributed for 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.
| For Rajesh Dharampal & Associates | 
| Chartered Accountants | 
| ICAI Firm Registration Number: 0021920N | 
| Peer Review Number: 018906 | 
| Rajesh Kumar | 
| Proprietor | 
| Membership Number: 510631 | 
| UDIN: 25510631BMGYKN7472 | 
| Place: Khanna, Punjab | 
| Date: September 15, 2025 | 








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