Smarten Power Systems Ltd Auditor Reports

Examination report of auditors on the Restated Consolidated Summary Statements of Assets and Liabilities as at June 30,2024, March 31, 2024, March 31, 2023, and March 31, 2022 and, Statement of Profit and Loss and Statement of Cash Flows for the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023 and March 31, 2022 of Smarten Power Systems Limited (Formerly known as Smarten Power Systems Private Limited) (Collectively, the “Restated Consolidated Summary Statements”)

To,

The Board of Directors,

Smarten Power Systems Limited

(Formerly known as Smarten Power Systems Private Limited)

374, 1st Floor,

Pace City-2,

Sector-37, Gurgaon,

Haryana, India, 122001

Dear Sirs,

1. We, Mahesh Yadav & Co., Chartered Accountants, (“we” or “us”) have examined the Restated Consolidated Summary Statements of Smarten Power Systems Limited (Formerly known as Smarten Power Systems Private Limited) (‘Company) and its subsidiary consisting of Smart Store International Private Limited (the Company and its subsidiary together referred to as “the Group” ), as at and for the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023 and March 31, 2022 annexed to this report and prepared by the company for the purpose of inclusion in Draft Prospectus/Prospectus (“Draft Prospectus/Prospectus”) 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");

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

c. The Guidance Note on Reports in Company Prospectuses (Revised 2019), as amended issued by the Institute of Chartered Accountants of India (“ICAI”), as amended from time to time (the “Guidance Note”).

Managements responsibility for the Restated Consolidated Summary Statements

2. The Companys Management and Board of Directors are responsible for the preparation of the Restated Consolidated Summary Statements for the purpose of inclusion in the Draft Prospectus/Prospectus to be filed with Emerge platform of National Stock Exchange and Registrar of Companies in connection with the proposed SME IPO. The Restated Consolidated Summary Statements has been prepared by the management of the Company on the basis of preparation stated in Annexure IV of the Restated Consolidated Summary Statements. The Management and Board of Directors responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidated Summary Statements. The Management and Board of Directors is also responsible for identifying and ensuring that the Company complies with the Companies Act, (ICDR) Regulations and the Guidance Note.

Auditors responsibilities

3. We have been subjected to the peer review process of the Institute of Chartered Accountants of India (“ICAI”) and holds the peer review certificate dated May 25, 2023, valid till April 30, 2026.

4. We have examined such Restated Consolidated Summary 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 the Company.

b. the Guidance Note on reports in Company Prospectuses (Revised 2019), as amended issued by the Institute of Chartered Accountant of India (the “ICAI”) (“the Guidance Note”).

c. Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Consolidated Summary 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.

5. The management has informed that the Company proposes to make an IPO, which comprises of fresh issue of equity shares having a face value of Rs.10 each, at such premium, arrived at a price (referred to as the ‘Offer), as may be decided by the Board of Directors of the Company.

6. These Restated Consolidated Summary Statements have been compiled by the management from the Audited Financial Statements of the Company for the three months period ended on June 30, 2024, the financial years ended March 31, 2024, March 31, 2023, and March 31, 2022, which have been approved by the Board of Directors. The financial statements of the Company for the three months period ended on June 30, 2024, and the financial year ended March 31, 2024, have been audited by us and the financial statements for the financial year ended March 31, 2023, and March 31, 2022 were audited by the preceding auditors.

Restated Consolidated Summary Statements as per audited financial statements:

7. The Restated Consolidated Summary Statement have been compiled by the management from:

a. The audited consolidated financial statement of the Company as at and for the three months period ended on June 30, 2024, the financial years ended March 31, 2024, March 31, 2023, and March 31, 2022, were prepared in accordance with accounting principles generally accepted in India as on September 18, 2024, July 02, 2024, September 02, 2023 and September 03, 2022 respectively and which have been approved by the Board of Directors.

b. The audited consolidated financial statements included information in relation to the Companys subsidiary:

Name of the entity	Relationship	Period covered
Smart Store International Private Limited	Subsidiary	For the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023, and March 31, 2022.

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

a). Auditors reports issued by us dated September 18, 2024, and July 02, 2024, on the Consolidated financial statements of the group as at and for the for the three months period ended on June 30, 2024 and for the financial year ended March 31, 2024 respectively as referred in para 7(a) above;

b). Auditors reports issued by Previous Auditor, YKG & Company, dated September 02, 2023, and September 03, 2022 on the Consolidated financial statements of the group as at and for the for the financial years ended March 31, 2023 and March 31, 2022 respectively as referred in para 7(a) above;

We did not audit the financial statements of the Subsidiary as mentioned below and referred in para 7(b) above:

Name of the entity	Relationship	Name of Auditor	Financial Year	Date of Audit Report
Smart Store		YKG &
International Private Limited	Subsidiary	Company	2021-22	September 09, 2022
Smart Store International Private Limited	Subsidiary	YKG & Company	2022-23	July 12, 2023

c). The audit for the financial year ended March 31, 2023 and March 31, 2022 was conducted by the Companys previous auditor, YKG & Company, and accordingly reliance has been placed on the financial information examined by the Previous Auditor for the said years. The examination report included for the said years is based solely on the reports submitted by, YKG & Company, and no audit has been carried out by us. The previous auditor has also confirmed that:

i. The accounting policies as at and for the three months period ended June 30, 2024 and year ended March 31, 2024 are materially consistent with the policies adopted for the years ended March 31, 2023 and March 31, 2022. Accordingly, no adjustments have been made to the audited financial statements of the respective periods presented on account of changes in accounting policies;

ii. The years ended March 31, 2023 and March 31, 2022 Restated Consolidated Summary Statements have been made after incorporating adjustments for the material amounts in the respective financial years to which they relate; and

iii. The years ended March 31, 2023 and March 31, 2022 Restated Consolidated Summary statements do not contain any extra-ordinary items that need to be disclosed separately in the March 31, 2023 and March 31, 2022 Restated Consolidated Summary Statements, examined by them, and do not contain any qualification requiring adjustments.

9. In accordance with the requirements of sub-clauses (i), (ii) and (iii) of clause (b) of sub-section (1) of Section 26 of Part 1 of Chapter III of the Act, read with Rule 4 to 6 of the Rules, the ICDR Regulations and the Guidance Note and terms of our engagements agreed with you, we report that:

a. The Restated Consolidated Summary Statements of Asset and Liabilities of the Company as at June 30, 2024, March 31, 2024, March 31, 2023 and March 31, 2022 examined by us, as set out in Annexure I 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 V Statement of Restatement adjustment to the audited consolidated financial statements.

b. The Restated Consolidated Summary Statements of Profit and Loss of the Company for the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as set out in Annexure II 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 V Statement of Restatement adjustment to the audited consolidated financial statements.

c. The Restated Consolidated Summary Statements of Cash Flows of the Company for the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023, and March 31, 2022, examined by us, as set out in Annexure III 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 V Statement of Restatement adjustment to the audited consolidated financial statements.

10. Based on the above and according to information and explanations given to us, we further report that:

a. The accounting policies for the three months period ended June 30, 2024, are materially consistent with the policies adopted for the year ended March 31, 2024, March 31, 2023, and March 31, 2022. Accordingly, no adjustments, have been made to the audited financial statements of the respective periods presented, on account of changes in accounting policies;

b. The Restated Consolidated Summary Statements have been made after incorporating adjustments for the material amount in the respective financial years to which they relate;

c. There are no qualifications in the auditors reports on the consolidated financial statements of the Company as at and for the three months period ended June 30, 2024, March 31, 2024, March 31, 2023 and March 31, 2022 which require any adjustments to the restated consolidated summary statements;

11. We have not audited any financial statements of the Company for any period subsequent to June 30, 2024.

Accordingly, we express no opinion on the financial position, results of the operations or cash flows of the Company as of any date or for any period subsequent to June 30, 2024.

Other Financial Information:

12. At the Companys request, we have also examined the following Other Consolidated Financial Information, as restated, proposed to be included in the Draft Prospectus/ Prospectus, prepared by the management and approved by the Board of Directors of the Company and annexed to this report relating to the Company as at June 30, 2024, March 31, 2024, March 31, 2023 and March 31, 2022 and for the three months period ended on June 30,2024, the financial years ended March 31, 2024, March 31, 2023 and March 31, 2022.

a. Restated Consolidated Statement of Share Capital, as annexure VI,

b. Restated Consolidated Statement of Reserves and surplus, as annexure VII,

c. Restated Consolidated Statement of Long Term Borrowings, as annexure VIII,

d. Restated Consolidated Statement of Long Term Provisions, as annexure IX,

e. Restated Consolidated Statement of Short Term Borrowings, as annexure X,

f. Restated Consolidated Statement of Trade payables, as annexure XI,

g. Restated Consolidated Statement of Other Current liabilities, as annexure XII,

h. Restated Consolidated Statement of Short Term Provisions, as annexure XIII,

i. Restated Consolidated Statement of Property, Plant & Equipment and Intangible assets, as annexure XIV,

j. Restated Consolidated Statement of Deferred Tax Assets, as annexure XV,

k. Restated Consolidated Statement of Non-current Investments, as annexure XVI,

l. Restated Consolidated Statement of Long-term loans and advances, as annexure XVII,

m. Restated Consolidated Statement of Inventories, as annexure XVIII,

n. Restated Consolidated Statement of Trade Receivables, as annexure XIX,

o. Restated Consolidated Statement of Cash And Cash Equivalents, as annexure XX,

p. Restated Consolidated Statement of Short Term Loans And Advances, as annexure XXI,

q. Restated Consolidated Statement of Other Current Assets, as annexure XXII,

r. Restated Consolidated Statement of Revenue From Operations, as annexure XXIII,

s. Restated Consolidated Statement of Other Income, as annexure XXIV,

t. Restated Consolidated Statement of Cost Of Materials Consumed, as annexure XXV,

u. Restated Consolidated Statement of Purchase Of Stock In Trade, as annexure XXVI,

v. Restated Consolidated Statement of Changes In Inventories, as annexure XXVII,

w. Restated Consolidated Statement of Employees Benefits Expenses, as annexure XXVIII,

x. Restated Consolidated Statement of Finance Costs, as annexure XXIX,

y. Restated Consolidated Statement of Depreciation And Amortisation Expenses, as annexure XXX,

z. Restated Consolidated Statement of Administrative And Other Expenses, as annexure XXXI,

aa. Restated Consolidated Statement of Contingent Liabilities, as annexure XXXII,

bb.Restated Consolidated Statement of Related Party Disclosures, as annexure XXXIII,

cc. Restated Consolidated Statement of Segment Reporting, as annexure XXXIV,

dd.Restated Consolidated Statement of Earnings Per Share, as annexure XXXV,

ee. Restated Consolidated Statement of Expenditure In Foreign Currency, as annexure XXXVI,

ff. Restated Consolidated Statement of Defined Benefit Plan, as annexure XXXVII,

gg.Restated Consolidated Statement of Earnings In Foreign Exchange, as annexure XXXVIII.

hh.Restated Consolidated Statement of Details of Warranty Expenses Payables, as annexure XXXIX.

ii. Restated Consolidated Statement of Assets Realisable Value, as annexure XXXX.

jj. Restated Consolidated Statement of Balance Confirmations, as annexure XXXXI.

kk.Restated Consolidated Statement of GST Reconciliations, as annexure XXXXII.

ll. Restated Consolidated Statement of MSME Disclosure & Compliance, as annexure XXXXIII.

mm. Restated Consolidated Statement of Basis of Consolidation of Smart Store International Private

Limited, as annexure XXXXIV.

nn.Restated Consolidated Statement of Other Statutory Information, as annexure XXXXV.

oo.Restated Consolidated Statement of Deferred Tax Assets/(Liability), as annexure XXXXVI.

pp.Restated Consolidated Statement of Regroup/Reclassification, as annexure XXXXVII.

qq. Restated Consolidated Statement of Audit Trail, as annexure XXXXVIII.

13. According to the information and explanations given to us, in our opinion, the Restated Consolidated Summary Statements and the above Restated Financial Information contained in Annexure VI to XXXXVIII accompany this report, read with Notes to the Restated Consolidated Summary Statements of Assets and Liabilities, Statements of Profits and Losses and Statements of Cash Flows disclosed in Annexure IV, are prepared in accordance with Section 26 of Part I of Chapter III of the Act read with Rule 4 to 6 of the Rules, the ICDR Regulations and the Guidance Note.

14. 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.

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

16. Our report is intended solely for use of the Management and Board of Directors for inclusion in the Draft Prospectus/ Prospectus to be filed with Emerge platform of National Stock Exchange and Registrar of Companies in connection with the proposed IPO. 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 Mahesh Yadav & Co.

Chartered Accountants

ICAI Firm Registration No. 036520N

Mahesh Yadav

Proprietor

Membership No. 548924

UDIN: 24548924BKFVQC5709

Place: Taoru

Date: December 12, 2024