Vidya Wires Ltd Auditor Reports

The Board of Directors,

Vidya Wires Limited

Plot no. 8/1-2

GIDC, Vitthal Udyognagar

Anand, Gujarat- 388121

Dear Sirs,

1. We, O.P. Rathi & Co., Chartered Accountants ("we" or "us" or "O.P. Rathi"), have examined the attached Restated Consolidate and Standalone Financial Information of Vidya Wires Limited (the "Company" or the "Issuer"), and its subsidiary (the Company and its subsidiary together referred to as the "Group") comprising:

a) the "Restated Consolidated Statement of Assets and Liabilities" as at September 30, 2024, March 31, 2024 and March 31, 2023 and "Restated Standalone Statement of Assets and Liabilities" as at March 31, 2022;

b) the "Restated Consolidated Statement of Profit and Loss" (including other comprehensive income) for the six-month periods ended September 30, 2024 and for the years ended March 31, 2024 and March 31, 2023, and "Restated Standalone Statement of Profit and Loss" (including other comprehensive income) for the years ended March 31, 2022;

c) the "Restated Consolidated Statement of Changes in Equity" for the six-month periods ended September 30, 2024 and for the years ended March 31, 2024 and March 31, 2023, and "Restated Standalone Statement of Changes in Equity" for the years ended March 31, 2022;

d) the "Restated Consolidated Statement of Cash Flows" for the six-month periods ended September 30, 2024 and for the years ended March 31, 2024 and March 31, 2023, "Restated Standalone Statement of Cash Flows" for the years ended March 31, 2022;

e) the Statement of Significant Accounting Policies, and other explanatory information (collectively, the "Restated Consolidate and Standalone Financial Information"), as approved by the Board of Directors of the Company at their meeting held on October 17, 2024 for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP"), Red Herring Prospectus ("RHP") and the Prospectus, prepared by the Management of the Company in connection with its proposed Initial Public Offer of equity shares ("IPO"), in accordance with the requirements of:

(i) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act")

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

(iii) 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 Consolidate and Standalone Financial Information for the purpose of inclusion in the DRHP, RHP and the Prospectus to be filed with Securities and Exchange Board of India ("SEBI"), National Stock Exchange of India Limited ("NSE"), BSE Limited ("BSE"), and Registrar of Companies, Gujarat, situated at Ahmedabad ("RoC") in connection with the proposed IPO. The Restated Consolidate and Standalone Financial Information have been prepared by the management of the Company on the basis of preparation stated

in note 1 to the Restated Consolidate and Standalone Financial Information. The Board of Directors of the Company and its subsidiary includes designing, implementing, and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidate and Standalone Financial Information. The respective Board of Directors are also responsible for identifying and ensuring that the Company and its subsidiary comply with the Act, ICDR Regulations, and the Guidance Note.

3. We have examined such Restated Consolidate and 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 19^th September 2024 in connection with the proposed IPO of equity shares of the Issuer;

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 Consolidate and Standalone 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 concerning your compliance with the Act, the ICDR Regulations, and the Guidance Note in connection with the IPO.

4. These Restated Consolidate and Standalone Financial Information have been compiled by the management from:

a) Audited Interim Consolidated Financial Statements of the Company and its subsidiary as at and for the six-month period ended 30 September 2024 prepared in accordance with Indian Accounting Standard (Ind AS) 34 "Interim Financial Reporting", specified under Section 133 of the Act read with Companies (Indian Accounting Standards) Rule 2015, which have been approved by the Board of Directors at their meeting held on October 17, 2024.

b) Audited Special Purpose Consolidated Financial Statement of the Company and its Subsidiary (Alcu Industries Private Limited, Subsidiary of the Company was incorporated on 24^th May 2022) as at and for the period ended March 31, 2024 and March 31, 2023 and Audited Special Purpose Standalone Ind AS Financial Statement of Company as at and for the period ended March 31, 2022, prepared in accordance with the Indian Accounting Standards (referred to as "Ind AS") as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended, and other accounting principles generally accepted in India, to the extend applicable, by making Ind AS adjustments to the Audited Indian GAAP Financial Statements of the respective years, which have been approved by the Board of Directors at their meeting held on October 17, 2024.

c) The Audited Special Purpose Standalone Financial Statement of the Company as at March 31, 2024 March 31, 2023, and March 31, 2022, prepared in accordance with Indian Accounting Standards (referred to as "Ind AS") as prescribed under section 133 the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended and other accounting principles generally accepted in India, to the extend applicable, by making Ind AS adjustments to the Audited Indian GAAP Financial Statements of the respective years, which have been approved by the Board of Directors at there meeting held on October 17, 2024.

d) The Audited Special Purpose Standalone Financial Statement of the subsidiary as at March 31, 2024 and March 31, 2023, prepared in accordance with Indian Accounting Standards (referred to as "Ind AS") as prescribed under section 133 the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended and other accounting principles generally accepted in India, to the extend applicable, by making Ind AS adjustments to the Audited Indian GAAP Financial Statements of the respective years, which have been approved by the Board of Directors at their meeting held on October 17, 2024.

Pursuant to the Companies (Indian Accounting Standard) Second Amendment Rules, 2015, the Company adopted April 01, 2024 as reporting date for first time adoption of Ind-AS - notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and consequently April 01, 2021 as the transition date for preparation of its statutory financial statements. The financial statements as at and for the year ended March 31, 2022, were the first financials, prepared in accordance with Ind-AS. Upto the Financial year ended March 31, 2021, the Company prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 ("Indian GAAP" or "Previous GAAP") due to which the Ind AS Special Purpose consolidated financial statements were prepared.

The Ind AS Special Purpose consolidated financial statements as at and for the year ended March 31, 2024, March 31, 2023 and March 31, 2022 have been prepared after making suitable adjustments to the accounting heads from their Indian GAAP values following accounting policies and accounting policy choices (both mandatory exceptions and optional exemptions availed as per Ind AS 101) consistent with that used at the date of transition to Ind AS (April 1, 2021).

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

a) Auditors report issued by us dated October 17, 2024 on the Interim Consolidated Financial Statement of the Company and its subsidiary as at and for the six-month periods ended 30 September 2024 as referred in Paragraph 4 above,

b) Auditors report issued by us dated October 17, 2024 on the Special Purpose Consolidated and Standalone Financial Statement of the Company and its subsidiary as at and for the year ended March 31, 2024, March 31, 2023 and March 31, 2022 as referred in Paragraph 4 above,

c) Auditors report issued by us dated August 28, 2024 on the Consolidated Financial Statement of the Company and its subsidiary as at and for the year ended March 31, 2024,

d) Auditors report issued by us dated August 28, 2024 on the Standalone Financial Statement of the Company as at and for the year ended March 31, 2024,

e) Auditors report issued by us dated August 28, 2024 on the Standalone Financial Statement of its subsidiary as at and for the year ended March 31, 2024, and

f) Auditors report on Standalone Financial Statements for the year ending March 31, 2023 and March 31, 2022 was issued on September 12, 2023 and September 9, 2022 and the same had been audited by another auditor. Auditors report on Consolidated Financial Statements for the year ending Ma rch 31, 2023 was issued on September 12, 2023 and the same had been audited by another auditor.

6. Based on our examination and according to the information and explanations given to us for the respective periods/years, we report that the Restated Consolidate and Standalone Financial Information:

a) have been prepared after incorporating adjustments for the changes in accounting policies material errors and regrouping/reclassifications retrospectively in the financial years ended 31 March 2024,

31 March 2023 and 31 March 2022 and for the six-month period ended 30 September 2024 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the six- month period ended 30 September 2024;

b) have been prepared in accordance with the Act, ICDR Regulations and Guidance Note.

7. We have not audited any financial statements of the Company as of any date or for any period subsequent to 30 September 2024. Accordingly, we express no opinion on the financial position, results of operations, cash flows and statement of changes in equity of the Company as of any date or for any period subsequent to 30 September 2024.

8. The Restated Consolidate and Standalone Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the Interim Consolidated Financial

Statements and Audited Consolidated Financial Statements (mentioned in paragraph 4 above) except for the Split and Bonus of shares for the calculation of Basic and Diluted Earning per share.

9. 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.

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

11. Our report is intended solely for use of the Board of Directors for inclusion in the RHP and the Prospectus to be filed with SEBI, NSE, BSE and RoC 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.

Place: Anand

Date: December 19, 2024

For O. P. Rathi & Co.

Chartered Accountants

ICAI Firm registration number: 1087718W

Ruchi Rathi

Partner

Membership No: 122137

UDIN: 25122137BMHTKG8181

Place: Anand

Date: December 19, 2024