Transteel Seating Technologies Ltd Auditor Reports

TO THE MEMBERS OF M/s TRANSTEEL SEATING TECHNOLOGIES LIMITED

Report on the Audited Financial Statements

We have audited the accompanying Financial Statements of M/s TRANSTEEL SEATING TECHNOLOGIES LIMITED (Formerly Transteel Technologies Private Limited) ("the Company"), which comprise the Balance Sheet as at 31st March, 2026, the Statement of Profit and Loss, and the Statement of Cash Flows for the year ended, and with Notes to the Financial Statements including a summary of the Material Accounting Policies and other explanatory information (hereinafter referred to as "Financial Statements").

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Financial Statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India (Indian GAAP), of the state of affairs of the company as at 31st March, 2026, the profit and total income, and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance with the Standards on Auditing ("the SAs") specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (the "ICAI") together with the ethical requirements that are relevant to our audit of the Financial Statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements of the current period. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key Audit Matter	How the matter was addressed in our audit
Routine Operations:
Revenue Recognition- Manufacturing and Sale of Seating Systems and Workstations	Our audit procedures in relation to revenue recognition from the manufacturing and sale of seating systems and workstations included, among others, the following:
Revenue from the manufacturing and sale of seating systems and workstations across the Companys manufacturing facilities in India represents a primary driver of business operations and a significant item in the Statement of Profit and Loss.	• Policy Compliance: Evaluated the Companys revenue recognition accounting policies for compliance with the principles of AS 9 (Revenue Recognition), specifically focusing on the criteria for transfer of significant risks and rewards of ownership.
In accordance with AS 9 (Revenue Recognition), revenue from the sale of goods is recognized when the significant risks and rewards of ownership have been transferred to the buyer, and no significant uncertainty exists regarding the ultimate measurability or collectability of the consideration.	• Internal Controls: Tested the design, implementation, and operating effectiveness of key internal controls over the sales cycle, including order acceptance, dispatch authorization, gate passes, customer acceptance/installation sign-offs, pricing, and billing.
The Company sells products to corporate clients, institutional buyers, dealer networks, and project contractors. Contracts and purchase orders often contain varied delivery terms (e.g., ex-factory dispatches versus delivered-at-site) and may include supply-cum-installation scope where customer acceptance or completion of installation is required for transfer of risk.	• Contractual Terms Review: Reviewed underlying contracts, customer purchase orders, and agreed terms on a sample basis to understand delivery obligations, incoterms, installation clauses, and criteria for risk transfer.
Recognition of revenue involves key operational assessments and potential risks related to:	• Uncertainty & Claims Evaluation: Assessed managements evaluation of unbilled revenue to verify whether revenue was recognized only when there was no significant uncertainty regarding its ultimate measurability and collectability, as required by AS 9.
* Correct determination of the point at which risks and rewards transfer based on varying incoterms/contractual terms;	• Substantive Testing: Selected a representative sample of revenue transactions throughout the year and agreed them with supporting documentation, including sales invoices, dispatch documents (E-way bills), customer delivery acknowledgments, and where applicable, installation/commissioning certificates.
* Timing of revenue recognition for orders involving supply and installation services;	• Cut-off Testing: Performed detailed cut-off procedures for sales transactions recorded immediately before and after the financial year-end to verify that revenue was recorded in the correct accounting period corresponding to the physical dispatch/delivery/installation date.
* Estimation of provisions for volume discounts, schemes, and trade rebates; and	• Credit Notes & Allowance Evaluation: Examined credit notes and sales return logs issued subsequent to the year-end to check for unrecorded returns or postperiod price adjustments, and evaluated the appropriateness of provisions for volume discounts and trade schemes.
* Potential misstatement around period-end (cutoff risk) regarding goods in transit or uninstalled stock.
Given the volume of transactions, diversity of customer contract terms, and the risk of premature revenue recognition, this matter was determined to be a Key Audit Matter.
Specific Transaction:
Revenue Recognition and Purchase Accounting- Sale and Purchase of Land	• Cut-off Procedures: Performed cut-off procedures around the year-end to ensure revenue was recognized in the appropriate accounting period.
The Company has recognized revenue amounting to Rs. 60.00 Crore towards the sale of land and recorded a corresponding purchase of land amounting to Rs. 50.00 Crore during the year ended March 31, 2026, based on sale and purchase agreements entered into with the respective parties.	• Disclosures: Evaluated the adequacy and appropriateness of disclosures relating to revenue recognition in the financial statements under AS 9.
As represented to us by the Management, the registration/execution of the conveyance deeds in respect of the aforesaid transactions had not been completed as at March 31, 2026, and no monetary consideration had been exchanged between the parties up to the reporting date. The resultant receivable and payable arising from the aforesaid transactions have been included under Trade Receivables and Trade Payables, respectively, in the financial statement.	Conclusion: Based on the audit procedures performed, we found the Companys recognition of revenue from the manufacturing and sale of seating systems and workstations to be consistent with the requirements of AS 9 and the related disclosures to be appropriate.
In the absence of registration of the properties and other corroborative evidence demonstrating transfer of significant risks and rewards of ownership, uncertainty exists regarding the satisfaction of the criteria for recognition of revenue and corresponding purchase transaction in accordance with Accounting Standard (AS) 9 - "Revenue Recognition".	Our audit procedures in relation to the sale and purchase of land included, among others, the following:
Given the quantitative significance of the transaction, and the legal/accounting uncertainties surrounding title transfer, this matter was determined to be a Key Audit Matter.	• Agreement Review: Inspected the underlying sale and purchase agreements to evaluate the key terms, conditions precedent, agreed considerations, and obligations of the respective parties.
	• Verification of Legal Title & Registration: Verified the legal documentation and confirmed with management that as of March 31, 2026 (and up to the date of our audit report), formal conveyance deeds/title deeds had not been registered or executed in favor of the respective parties.
	• Consideration Flow Verification: Verified bank statements and accounting ledgers up to the reporting date to confirm whether any monetary consideration had been paid or received. No monetary consideration had been exchanged between the parties up to the reporting date. The resultant receivable and payable arising from the aforesaid transactions have been included under Trade Receivables and Trade Payables, respectively, in the financial statement.
	• Evaluation under AS 9 Criteria: Evaluated whether the revenue recognition criteria specified under AS 9 (specifically the transfer of significant risks and rewards of ownership and reasonable certainty of ultimate collection) were satisfied in the absence of registered deeds or financial settlement.
	• Verification of Account Balances: Checked the accounting treatment and verified the inclusion of the uncollected sale consideration under Trade Receivables and unpaid purchase consideration under Trade Payables.
	• Management Inquiry: Inquired with management regarding the legal status, possession handover, and commercial rationale for the transactions, and obtained written management representations.
	Conclusion:
	Pending completion of the registration process and availability of sufficient appropriate evidence regarding transfer of ownership rights and enforceability of the transactions, we are unable to comment on the appropriateness of recognition of the aforesaid revenue of Rs. 60.00 Crore, corresponding purchase of land of Rs. 50.00 Crore, and the resultant balances included under Trade Receivables and Trade Payables as at March 31, 2026.

Information Other than the Financial Statements and Auditors Report thereon

The Companys Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Directors Report including Annexures to Directors Report, Management Discussion and Analysis Report and Report on Corporate Governance, but does not include the Financial Statements and our Auditors Report thereon.

Our opinion on the Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Financial Statements, our responsibility is to read the other information identified above when it becomes available, and in doing so, consider whether the other information is materially inconsistent with the Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of Auditors report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Managements Responsibility for the Financial Statements

The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these Financial Statements that give a true and fair view of the financial position, financial performance including cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards ( Indian GAAP) specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and designing, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements, management is responsible for assessing the companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the company or to cease operations, or has no realistic alternatives but to do so.

The Board of Directors is also responsible for overseeing the companys financial reporting process.

Auditors Responsibility for the Audit of Financial Statements

Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

- Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatement in the Financial Statements that, individually or in aggregate makes it probable that the economic decisions of a reasonably knowledgeable user of the Financial Statements may be influenced. We consider qualitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matters, or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so, would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section 11 of section 143 of the Act, we give in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the said Order, to the extent applicable.

As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The Balance Sheet, the Statement of Profit and Loss, and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid Financial Statements comply with the Accounting Standards ( Indian GAAP) specified under Section 133 of the Act;

(e) On the basis of the written representations received from the directors as on 31st March, 2026 taken on record by the Board of directors, none of the directors are disqualified as on 31st March, 2026 from being appointed as a director in terms of Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, as required under Section 143(3)(i) of the Act, refer to our separate report in "Annexure B".

(g) With respect to the other matters to be included in the Auditors Report in accordance with the requirements of section 197(16) of the Act, the Company has complied with the provisions of Section 197 read with Schedule V to the Act, relating to managerial remuneration.

(h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. According to the information and explanations given to us, the Company does not have any pending litigations having an impact on its financial position.

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the Company;

iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend to or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend to or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), (a) and (b) above, contain any material misstatement.

v. (a) The company has not proposed, declared and paid any Dividend in the previous year during the year in accordance with Section 123 of the Act, as applicable.

(b) The board of directors of the company has not proposed any final dividend for the current year which is subject to the approval of the members at the ensuing Annual General Meeting.

vi. Based on our examination, including test checks, the company has used an accounting software with audit trail (edit log) feature for maintaining its books of account, which has been consistently operated throughout the year for all relevant transactions. During our audit, we did not find any instance of the audit trail feature being tampered with and the audit trail has been preserved by the company as per statutory requirements for record retention.

Other Matters

a) We draw attention to the fact that the Company has recognized revenue amounting to Rs. 60.00 Crore towards sale of land and recorded corresponding purchase of land amounting to Rs. 50.00 Crore during the year ended March 31, 2026, based on sale and purchase agreements entered into with the respective parties.

As represented to us by the Management, the registration/execution of the conveyance deeds in respect of the aforesaid transactions had not been completed as at March 31, 2026 and no monetary consideration except for an advance payment of Rs. 20 lakhs made towards the purchase transaction had been exchanged between the parties up to the reporting date. The resultant receivable and payable arising from the aforesaid transactions have been included under Trade Receivables and Trade Payables, respectively, in the financial results. In the absence of registration of the properties and other corroborative evidence demonstrating transfer of significant risks and rewards of ownership, uncertainty exists regarding the satisfaction of the criteria for recognition of revenue and corresponding purchase transaction in accordance with Accounting Standard (AS) 9 – "Revenue Recognition".

The accounting treatment adopted by the Company is based on Managements assessment of the underlying contractual arrangements and the anticipated completion of the transactions. Pending completion of the registration formalities and availability of additional supporting documentation evidencing transfer of ownership rights, we are unable to determine the consequential impact, if any, on the recognition of the aforesaid revenue, purchase transaction and the related balances as at March 31, 2026.

b) Certain comparative figures for the previous year have been regrouped and/or reclassified to conform to the presentation adopted in the current year. Such regrouping and reclassification do not affect the previously reported profit, equity or cash flows of the Company. Our opinion is not modified in respect of this matter.

Annexure A to the Independent Auditors Report

(Referred to in Paragraph-1 of Other Legal and Regulatory Requirements section of our Report of even date to the members of M/s TRANSTEEL SEATING TECHNOLOGIES LIMITED on the Financial Statements for the year ended 31st March, 2026.)

(i) In respect of the Companys property, plant & equipment and intangible assets:

(a) A. The company has maintained proper records showing full particulars, including quantitative details and situation of its Property, Plant and Equipment.

B. According to the information and explanations given to us and based on our examination of the records of the Company, the Company is maintaining proper records showing full particulars of intangible assets.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the physical verification of property, plant and equipment is being carried out by the company in a phased manner to cover all its assets over a period of three years. In accordance with this programme, property, plant and equipment were verified during the year. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and based on our examination of the records of the Company, the title deeds of immovable property are held in the name of the Company.

(d) The Company has not revalued its Property, Plant and Equipment or Intangible Assets or both during the year.

(e) No proceedings have been initiated or are pending against the company for holding any Benami property under the Prohibition of Benami Property Transactions Act, 1988(as amended in 2016) and Rules made thereunder.

(ii) (a) The inventory has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable and procedures and coverage as followed by management were appropriate. No discrepancies were noticed on verification between the physical stocks and the book records that were 10% or more in the aggregate for each class of inventory.

(b) The Company has been sanctioned working capital limits in excess of 5 crore, in aggregate during the year, from banks or financial institutions on the basis of security of current assets.

The quarterly returns/statements filed by the Company with such banks or financial institutions were in agreement with the books of account / financial statements, except, the differences between the statements filed with the banks and the figures reported in the financial statements primarily arose due to the accounting treatment and recognition of the sale and purchase of land transactions (sale of land amounting to Rs. 60.00 Crore included under Trade Receivables and purchase of land amounting to Rs. 50.00 Crore included under Trade Payables).

(iii) The Company has made no investments in, provided guarantee or security or granted loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties, Hence, reporting under clause 3(iii) of the Order is not applicable.

(a) Neither the Company has provided loans or advances in the nature of loans or provided guarantee or security to any other entity during the year, nor the company has made any investments in, companies, firms, Limited Liability Partnerships or any other parties. Accordingly, reporting under clause 3(iii)(a) of the Order is not applicable.

(b) In our opinion and according to the information and explanations given to us, the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prejudicial to the Companys interest.

(c) In our opinion and according to the information and explanations given to us, in respect of loans, the schedule of repayment of principal and payment of interest has not been stipulated. In absence of any stipulation as to repayment of loan and interest, we are unable to comment on whether the receipts are regular. The Loan are repayable on demand.

(d) According to the information and explanations given to us and based on our examination of the records of the Company, the loans granted are repayable on demand. Accordingly, it is not practicable to comment on the overdue amount in respect of such loans. Therefore, reporting under clause 3(iii)(d) of the Order relating to overdue amounts exceeding ninety days and reasonable steps taken for recovery of principal and interest is not applicable.

(e) According to the information and explanations given to us and based on examination of records of the Company, there is no loan given falling due during the year, which has been renewed or extended or fresh loans given to settle the overdues of existing loans given to the same party. Accordingly, reporting under clause 3(iii)(e) of the Order is not applicable.

(f) According to the information and explanations given to us and based on our examinations of the records of the company, during the year, it has not granted Loan and advances in the nature of loan Which are repayable on demand and not specifying any terms or period of repayment. Accordingly, reporting under clause 3(iii)(f) of the Order is not applicable.

(iv) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 In respect of loans, investments, guarantees, and security.

(v) The Company has not accepted any deposits from the public during the year within the meaning of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules 2014 (as amended). Accordingly, the provisions of the clause 3(v) of the Order are not applicable to the Company.

(vi) As informed to us, the maintenance of Cost Records has not been specified by the Central Government under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the company.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company is generally regular in depositing undisputed statutory dues including goods and service tax, provident fund, employees provident fund, employees state insurance, income – tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues applicable to the company have generally been regularly deposited by it with appropriate authority.

There were no undisputed amounts payable in respect of goods and services tax, provident fund, employees state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues in arrears as at 31st March, 2026 for a period of more than six months from the date they became payable, except the followings:

ESIC Payable: Rs. 0.34 Lakhs

PF Payable: Rs. 1.00 Lakhs

TDS Payable: Rs. 0.03 Lakhs

VAT Payable: Rs. 0.04 Lakhs

(b) According to the information and explanations given to us, there are no statutory dues referred to in sub-clause (a) which have not been deposited on account of any dispute. Accordingly, clause 3(vii)(b) of the Order is not applicable.

(viii) There are no such transactions which are not recorded in the books of accounts which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

(ix) (a) In our opinion and according to the information and explanations given to us, the company has not defaulted in the repayment of loans or borrowings to financial institutions, banks and government. The company has not issued any debentures.

(b) According to the information and explanations given to us, the company has not been declared a wilful defaulter by any bank or financial institution or other lender during the year.

(c) According to the information and explanation given to us and on the basis of our examination of records of the company, no term loans were taken by the company.

(d) According to the information and explanations given to us on an overall examination of the balance sheet of the company, we report that no funds raised on short term basis have been utilized for long term purposes.

(e) According to the information and explanations given to us and based on our examination of the financial statements of the company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.

(f) According to the information and explanations given to us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries as defined under the Companies Act, 2013. Accordingly, clause 3(ix)(f) of the Order is not applicable.

(x) (a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year and hence clause 3(x)(a) of the Order is not applicable.

(b) During the year, the company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) and hence clause 3(x)(b) of the Order is not applicable.

(xi) (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the company or any fraud on the Company by its officers or employees has been noticed or reported during the year.

(b) No report under sub-Section (12) of Section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014 with the Central Government.

(c) According to the information and explanations given to us, no whistle blower complaints were received by the company during the year.

(xii) According to the information and explanations given to us, the company is not a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable.

(xiii) In our opinion and according to information and explanations given to us, all transactions with the related parties are in compliance with sections 177 and 188 of the Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable Accounting Standards.

(xiv) (a) In our opinion and according to information and explanations given to us, the Company has an adequate internal audit system commensurate with the size and the nature of its business.

(b) In view of the above in (a) and as informed to us, no internal audit reports, issued during the year or up to the date of our report.

(xv) In our opinion and according to information and explanations given to us, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the paragraph 3(xv) of the order is not applicable to the company.

(xvi) (a) The company is not required to be registered under section 45-1A of the Reserve Bank of India Act, 1934. Accordingly, paragraph 3(xvi) of the order is not applicable to the company.

(b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to report on clause 3(xvi)(b) of the Order is not applicable to the Company.

(c) The Company is not a Core Investment Company as defined in the regulations made by Reserve Bank of India. Accordingly, the requirement to report on clause 3(xvi)(c) of the Order is not applicable to the Company.

(d) There is no Core Investment Company as a part of the Group, hence, the requirement to report on clause 3(xvi)(d) of the Order is not applicable to the Company.

(xvii) The Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xviii) There was no resignation of previous statutory auditor during the year, the reporting requirements under Clause (xviii) of Order is not applicable.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

(xx) (a) In respect of other than ongoing projects:

- For the Financial Year 2025–26: The Company has an unspent Corporate Social Responsibility (CSR) amount of Rs20.47 lakhs as at March 31, 2026. In accordance with the applicable provisions of the Companies Act, 2013, the said amount is required to be transferred to a Fund specified in Schedule VII to the Companies Act, 2013, within six months from the end of the financial year, i.e., by September 30, 2026. Accordingly, the Company is within the prescribed statutory timeline for making such transfer as at the date of this report.

- For the Financial Year 2024–25 (Prior Year Default): In respect of the previous financial year ended March 31, 2025, the required CSR amount of Rs 20.16 Lakhs was neither spent nor transferred to a Fund specified in Schedule VII to the Companies Act, 2013 by the statutory due date (i.e., September 30, 2025), and continues to remain unspent/untransferred as on the date of this report. (Note: Total cumulative prior years unspent shortfall as on March 31, 2025 stands at Rs 30.18 Lakhs).

- The Total unspent shortfall of Rs. 50.65 Lakhs has not been transferred to any separate bank account.

(b) According to the information and explanations given to us, the Company does not have any ongoing CSR projects. Accordingly, reporting under clause 3(xx)(b) of the Order is not applicable for the year.

Annexure B to the Independent Auditors Report

The Annexure B referred to in paragraph 2(f) of Report on Other Legal and Regulatory Requirements paragraph of our report of even date to the members of M/s TRANSTEEL SEATING TECHNOLOGIES LIMITED on the Financial Statements for the year ended 31st March, 2026.

Report on the Internal Financial Control with reference to the aforesaid Financial Statements under clause (i) of sub section 3 of section 143 of the Companies Act, 2013 ("The Act").

We have audited the internal financial controls with reference to financial reporting of M/s TRANSTEEL SEATING TECHNOLOGIES LIMITED (Formerly Transteel Technologies Private Limited) ("the Company") as of 31st March, 2026 in conjunction with our audit of the Financial Statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control with reference to financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls with reference to Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls with reference to financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls With reference to Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to financial reporting and their operating effectiveness. Our audit of internal financial controls with reference to financial reporting included obtaining an understanding of internal financial controls with reference to financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the companys internal financial controls system with reference to financial statements.

Meaning of Internal Financial Controls with reference to Financial Reporting

A companys internal financial control with reference to financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Financial Statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control with reference to financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the Financial Statements.

Inherent Limitations of Internal Financial Controls with reference to Financial Reporting

Because of the inherent limitations of internal financial controls with reference to financial reporting, including the possibility of collusion or improper management with reference to ride of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial reporting to future periods are subject to the risk that the internal financial control with reference to financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system with reference to financial reporting and such internal financial controls with reference to financial reporting were operating effectively as at 31st March 2026, based on the internal control with reference to financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls with reference to Financial Reporting issued by the Institute of Chartered Accountants of India.

For Jay Gupta & Associates

Chartered Accountants

Firm Regn. No: 329001E

Sd/-

(CA Jay Shanker Gupta)

Partner

Membership No.: 059535

UDIN: 26059535YRDJMJ7141

Place: Kolkata

Date: 30th May, 2026