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SPEB Adhesives Ltd Auditor Reports

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Jan 30, 2026|12:00:00 AM

SPEB Adhesives Ltd Share Price Auditors Report

To,

The Board of Directors,

SPEB Adhesives Limited

(Formerly known as SPEB Adhesives Private Limited)

Plot No. J 33, MIDC, Taloja, Raigad, Maharashtra - 410208

Dear Sirs,

Reference : - Proposed Public Issue of Equity Shares of SPEB Adhesives Limited.

1. We, CVK & Associates ( " we " or " us " ), have examined the attached Restated Financial Information of SPEB Adhesives Limited (Formerly known as " SPEB Adhesives Private Limited " ) (the " Company " [or the " Issuer " ]), comprising the Restated Statement of Assets and Liabilities as at September 30, 2025, March 31,2025, March 31, 2024 & March 31, 2023, the Restated Statement of Profit & Loss, the Restated Statement of Changes in Equity, the Restated Cash Flow Statement for the six month period ended September 30, 2025, and for the years ended March 31, 2025, March 31, 2024 & March 31, 2023, the Summary statement of Significant Accounting Policies and other explanatory Information (Collectively the " Restated Financial Information " or " Restated Financial Statements " ) annexed to this report and initiated by us for identification purposes. These Restated Financial Statements have been prepared by the management of the company and approved by the Board of Directors at their meeting held on November 19, 2025 for the purpose of inclusion in the Red Herring Prospectus ( " RHP " ) prepared by the Company in connection with its proposed Initial Public Offering on SME Platform (IPO or " SME IPO " ) of National Stock Exchange of India Limited ( " NSE " ) of the company 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");

b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)

Regulations 2018 ( " ICDR Regulations " ) as amended (ICDR Regulations " ); and related amendments / clarifications from time to time issued by the Securities and Exchange Board of India ( " SEBI " );

c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of

Chartered Accountants of India as amended from time to time. ( " The Guidance Note " ).

2. The Company s Board of Directors is responsible for the preparation of the Restated Financial Information for the purpose of inclusion in the Red-Herring Prospectus ( " RHP " ) to be filed with Securities and Exchange Board of India ( " SEBI " ), National Stock Exchange of India Limited ( " NSE " ) and Registrar of Companies (Maharashtra) in connection with the proposed IPO. The Restated Financial Information have been prepared by the management on the basis of preparation stated in Annexure IV to the Restated Financial Information. The Board of Directors of the company s responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Information. The board of directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.

3. We have examined the Restated 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 November 04, 2024 in connection with the proposed SME IPO of equity shares of the Company;

b) 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 " ). 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 Financial Information have been compiled by the management from:

a) Audited Special Purpose Interim Financial Statements of the Company for the six months period ended September 30, 2025, audited by us prepared in accordance with the Accounting Standards (Indian GAAP) which have been approved by the Board of Directors at their meeting held on 18 th November, 2025 and the

b) Audited Financial Statements for the year ended March 31, 2025, March 31, 2024 & March 31, 2023 respectively. The Financial Statements for the year ended March 31, 2025 has been audited by us and the Financial Statements for the years ended March 31, 2024 & March 31, 2023 have been audited by M/s. M.M Khisti & Co, Chartered Accountants (the " Previous Auditor " ).

5. We, M/s. CVK & Associates, Chartered Accountants, have been subjected to the peer review process of the Institute of Chartered Accountants of India ( " ICAI " ) and holds a valid peer review certificate issued by the " Peer Review Board " of the ICAI dated March 23, 2024 valid till March 31, 2027.

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

a) Auditors Report issued by us dated November 17, 2025, on the Interim Financial Statements for the period ended September 30, 2025 and

b) Auditor s Report issued by us, M/s CVK & Associates, Chartered Accountants, dated 2 nd September, 2025 for the Financial year ended March 31, 2025 and Auditors Reports issued by M. M. Khisti & Co, Chartered Accountants, (the " Previous Auditor " ), dated August 30, 2024, September 14, 2023 for the Financial year ended March 31, 2024 & March 31, 2023 respectively.

c) The audit was conducted by the Company s statutory auditor, and accordingly reliance has been placed on the statement of assets and liabilities and statements of profit and loss, the Significant Accounting Policies, and other explanatory information and (collectively, " the Audited Financial Information " ) examined by them for the said years. Financial Reports included for said years are solely based on report submitted by them.

7. The audit reports on the financial statements were modified and included following matter(s) giving rise to modifications on the financial statements as at for the period ended on March 31, 2025, March 31, 2024 & March 31, 2023:-

a) The Restated Financial Information or Restated Summary Financial Statement have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial

period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any;

b) The Restated Financial Information or Restated Summary Financial Statement have been made after incorporating adjustments for prior period and other material amounts in the respective financial years/period to which they relate and there are no qualifications which require adjustments;

c) There were no qualifications in the Audit Reports issued by M. M. Khisti & Co, Chartered Accountants for the Financial Year ended March 31, 2024, March 31, 2023 which would require adjustments in this Restated Financial Statements of the Company;

d) Profits and losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in ANNEXURE IV to this report;

e) Adjustments in Restated Financial Information or Restated Summary Financial Statement have been made in accordance with the correct accounting policies,

f) There was no change in accounting policies, which needs to be adjusted in the Restated Financial Information or Restated Summary Financial Statement;

g) There are no revaluation reserves, which need to be disclosed separately in the Restated Financial Information or Restated Summary Financial Statement.

h) The related party transaction entered by the company are at arm s length.

i) The Company has not paid any dividend since its incorporation.

8. Based on our examination and according to the information and explanation provided to us, the Restated Financial Information of the Company contained in Annexure I to Annexure III of this report read with the respective Significant Accounting Policies and Notes to Accounts as set out in Annexure IV, have been prepared:

a) after incorporating adjustments for the changes in accounting policies and regrouping/reclassifications retrospectively, if any in the financial years/period ended September 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023 to reflect the same accounting treatment as per the accounting policies and grouping/classifications; and

b) in accordance with the Section 26 of Part I of Chapter III of the Act, SEBI ICDR Regulations and the Guidance Note.

9. We have also examined the following Notes to the Restated financial information of the Company set out in the Annexure V, prepared by the management and approved by the Board of Directors on 18 th November, 2025 for the years/period ended September 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023.

Annexure V - Notes to the Restated Summary Financial Information;

a) Restated Statement of Share Capital, Reserves and Surplus as appearing in Note 3 & 4 to this report; b) Restated Statement of Long Term Provisions as appearing in Note 5 to this report; c) Restated Statement of Deferred Tax (Assets) / Liabilities as appearing in Note 11 to this report; d) Restated Statement of Trade Payables as appearing in Note 6 to this report; e) Restated Statement of Other Current Liabilities as appearing in Note 7 to this report;

f) Restated Statement of Short Term Provisions as appearing in Note 8 to this report; g) Restated Statement of Property, Plant & Equipment as appearing in Note 9 to this report; h) Restated Statement of Non-Current Investment as appearing in Note 10 to this report; i) Restated Statement of Long Term Loans and Advances as appearing in Note 12 to this report; j) Restated Statement of Inventories as appearing in Note 13 to this report; k) Restated Statement of Trade Receivables as appearing in Note 14 to this report; l) Restated Statement of Cash and Bank Balance as appearing in Note 15 to this report; m) Restated Statement of Short Term Loans and Advances as appearing in Note 16 to this report; n) Restated Statement of Other Current Assets as appearing in Note 17 to this report; o) Restated Statement of Revenue from Operations as appearing in Note 18 to this report; p) Restated Statement of Other Income as appearing in Note 19 to this report; q) Restated Statement of Purchases as appearing in Note 20 to this report; r) Restated Statement of Employee Benefit Expenses as appearing in Note 22 to this report; s) Restated Statement of Depreciation & Amortization as appearing in Note 9 to this report; t) Restated Statement of Other Expenses as appearing in Note 23 to this report; u) Restated Statement of Earning Per Share as appearing in Note 24 to this report; v) Restated Statement of Related Party Transactions as appearing in Note 25 to this report; w) Restated Statement of Contingent Liabilities as appearing in Note 32 to this report; x) Restated Statement of Liability for Gratuity as appearing in Note 36 to this report; y) Restated Statement of Mandatory Accounting Ratios as appearing in Note 38 to this report. z) Restated Statement of Capitalization Statement as appearing in Note 40 to this report;

10. This report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued by the Previous Auditor, nor should this report be construed as a new opinion on any of the financial statements referred to therein.

11. We have no responsibility to update our reports 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 RHP to be filed with Securities and Exchange Board of India ( " SEBI " ), National Stock Exchange of India Limited ( " NSE " ) and Registrar of Companies (Maharashtra) in connection with the proposed IPO-SME and our report should not be used, referred to or distributed for any other purpose without 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.

13. In our opinion, the above financial information contained in Annexure I to Annexure III of this report read with the respective Significant Accounting Policies and Notes to Accounts as set out in Annexure IV are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Companies Act, ICDR Regulation, Engagement Letter and Guidance Note and give a true and fair view in conformity with the accounting principles generally accepted in India, to the extent applicable.

For CVK & Associates, Chartered Accountants

Firm Registration No. 101745W Peer Review No. 012918 Sd/- S. Y. Joshi (Partner)

Membership No. 032523

Place: Mumbai

Date:- November 19, 2025 UDIN:- 25032523BMIIGA9766

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