VL E-Governance & IT Solutions Ltd Auditor Reports

To the Members of VL E-GOVERNANCE & IT SOLUTIONS LIMITED

(formerly known as Vakrangee Logistics Private Limited)

Report on the Audit of Financial Statements

OPINION

We have audited the financial statements ofVL E-Governance & IT Solutions Limited (formerly known as Vakrangee Logistics Private Limited) (hereinafter referred to as "the Company"), which comprise the Balance sheet as at March

31, 2025, the Statement of Profit and Loss (including Other

Comprehensive Income), Statement of Cash flows and Statement of Changes in equity for the year then ended on that date, and notes to the financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as "the Financial Statements).

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 Indian Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and its loss (including other comprehensive income), its cash flows and changes in equity for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. 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 (‘ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, 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.

We have determined the matters described below to be the key audit matters to communicate in our report for the year ended March 31, 2025.

1. As described in Note 31 of the financial statements for the year ended March 31, 2025, the management has determined the allowance for credit losses based on historical loss experience adjusted to reflect the impact of the economic conditions. The allowance for credit loss model requires consideration of the customers business operations/ability to pay dues. Based on such analysis the Company has recorded a significant allowance of

Expected Credit Loss aggregating to 2,51,841.28/- lakhs for the year (compared to 37.42 lakhs in the previous year), which are disclosed in Note 5, 8 and 11 of the Standalone Financial Statements.

We identified allowance for credit losses as a key audit matter because the Company exercises significant judgment in calculating the expected credit losses.

Principal Audit Procedure

Our audit procedures included, but were not limited to, the following

• Evaluated the design and implementation including the operating effectiveness of the controls over:

• Basis of consideration of the impact of the economic conditions;

• Completeness and accuracy of the data used in estimation of probability of default;

• Computation of the expected credit loss allowance

Tested the completeness and accuracy of the ageing of accounts receivable data.

Further in addition to the above process, a forward-looking expected loss impairment model as prescribed in IND AS 109 "Financial Instruments" was also applied by the Company. This involves judgment as the expected credit losses must reflect information about past events, current conditions, and forecasts of future conditions.

• Selected a sample of the customers, and

Verified publicly available information relating to the

Companys customers to test if the management had correctly considered the adjustments to credit risk.

Obtained and verified the details of credit period extension granted to the customers and developed an expectation of similar extensions across other customers of the Company.

2. The Company has incurred losses for the financial year ended March 31, 2025 due to the substantial provisioning of expected credit loss. As detailed in Note No. 14 and

31 of the financial statements, the Company reported a net loss of 2,51,841.28 lakhs for the year (compared to 16,993.15 lakhs in the previous year). These losses have significantly reduced the Companys net worth and raise a material uncertainty that may cast significant doubt on its ability to continue as a going concern.

Management has prepared the financial statements on a going concern basis, based on its expectations regarding future operational performance, availability of current and future funding arrangements and with positive net worth of 4,569.66/- Lakhs. The assessment of the

Companys ability to continue as a going concern involves significant management judgment and is subject to inherent uncertainties associated with future economic and business conditions.

We considered this to be a key audit matter due to the significance of the matter to the financial statements, the material uncertainty relating to the going concern assumption, and the considerable judgment involved in managements assessment.

Principal Audit Procedure

Our audit procedures included, but were not limited to:

• Evaluating managements assessment of the going concern assumption, including consideration of the Companys cash flow projections, funding plans, and their feasibility;

• Assessing the reasonableness of key assumptions used in the cash flow forecasts and testing their mathematical accuracy;

Considering the terms and conditions of financial support letters or other funding arrangements from related parties, lenders, or shareholders;

• Evaluating the adequacy of the disclosures made in the financial statements regarding the going concern assumption and related material uncertainty Based on the audit procedures performed, and notwithstanding the significant losses incurred and the substantial reduction of the Companys net worth—which may raise doubts regarding the Companys ability to continue as a going concern—management is of the view that Despite this condition, the Company continues to demonstrate financial resilience, maintaining positive net worth amounting to 4,569.66/- Lakhs and the use of the going concern basis of accounting remains appropriate and , as detailed in Note 31 to the financial statements.

We concur with managements assessment considering the net assets is more than the total liability of the company with positive net worth and the use of the going concern basis of accounting in the preparation of the financial statements.

Our opinion is not modified in respect of this matter.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON

The Companys management and Board of Directors are responsible for the other information. The other information comprises the information included in the Boards Report including Annexures to Boards Report 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 and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, 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.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE FINANCIAL STATEMENTS

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate implementation and maintenance of accounting policies; making judgments and estimates that are reasonable and prudent; and design, 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 statement 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 (refer Key Audit Matters and Note no 32 of Financial Statements) unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)

(i) of the Companies Act, 2013, 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; and

• 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 misstatements 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 quantitative 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 believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on 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 matter 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

1. 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 Companies Act, 2013, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. 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 (including Other Comprehensive Income), the

Statement of Cash Flows and Statement of Changes in Equity, 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 specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended. e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2025 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, refer to our separate Report in "Annexure B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting g) In our opinion and according to the information and explanations given to us, the managerial remuneration for the year ended Mach 31, 2025, has been paid / provided by the Company to its directors is in accordance with the provisions of Section 197 read with Schedule V to the Act. 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, in our opinion and to the best of our information and according to the explanations given to us: i. The Company does not have any pending litigations which would impact 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 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(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend 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 have been received by the company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend 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; and

(C) Based on such audit procedures that we have 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), as provided under (a) and (b) above, contain any material misstatement. v. No dividend has been declared or paid during the year by the company. vi. Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with.

	For BKG & Associates
	Chartered Accountants
	Firm Registration No: 114852W
	CA G.L. Gupta
	Partner
Place : Mumbai	Membership No. : 034914
Date : May 26, 2025	UDIN : 25034914BMULEP7144

Annexure A To The Independent Auditors Report

(Referred to in paragraph 1 under "Report on Other Legal and Regulatory Requirements" of our report to the Members of VL E-GOVERNANCE & IT SOLUTIONS LIMITED (‘the Company") for the year ended March 31, 2025.

The Annexure referred to in Independent Auditors Report to the members of the Company on the Standalone Financial Statements for the year ended March 31, 2025, we report that:

I (A) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant & equipment.

(b) The Company does not have any Intangible

Assets, accordingly reporting under clause

3(i)(a)(B) of the Order is not applicable to the

Company.

(B) As explained to us all the property, plant & equipment are physically verified by the Management according to phased programme designed to cover all the items over the year which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. According to information and explanations, no material discrepancies have been noticed on such verification

(C) According to the information and explanations given to us, based on test check examination of the records and Sale deeds/ conveyance deeds / registered sale deed provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings which are freehold, are held in the name of the Company.

(D) The company has not revalued its property, plant

& equipment (including Right of use assets) and Intangible Assets during the year ended March 31, 2025.

(E) There are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property

Transactions Act, 1988 and rules made thereunder

II (A) The Company does not hold any inventory at the end of reporting period however the management has conducted verification of inventory at reasonable intervals during the year. In our opinion, the coverage and procedure of such verification by the management is appropriate and no discrepancies were noticed as compared to book records on such verification (B) The Company has not been sanctioned working capital limits, at any points of time during the year, from banks or financial institutions hence reporting under clause 3(ii)(b) of the Order is not applicable to the Company.

III According to the information and explanations given to us and on the basis of our examination of the records, the company has during the year not made any investments in, given any guarantee or security or granted any loans or advances which are characterised as loans, unsecured or secured, to LLPs, firms or companies or any other person.

However, interest on loans granted in earlier years is still outstanding as at the balance sheet date. (A) With respect of the unsecured loans and advances to the related parties, the requisite information is as below:

Particulars		Amount
		( in lakhs)
(A)	Aggregate amount Loans granted / provided during the year to:	- -
	- Subsidiary, Joint Ventures and Associates
	- Others
(B)	Balance outstanding as at Balance sheet date in respect of the above cases to:	- 3,092.97
	- Subsidiary, Joint Ventures and Associates
	- Others*

*Note: consists outstanding interest amount on loan given to entity related to the promoter and director (included in note 5 of Financial Statement).

(B) According to the Information and explanations given to us and in our opinion the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prima facie pre-judicial to the companys interest.

(C) In respect to above loans and advances granted in the nature of loans, the schedule of repayment of principal and payment of interest has been stipulated.

(D) According to the Information and explanations given to us and in our opinion the total amount overdue for more than ninety days as at March 31, 2025 is

3,092.97 Lakhs. There are no overdue of loans granted by the company as at March 31, 2025.

(E) No loan or advances in the nature of the loan granted which has fallen due during the year has been renewed or extended or fresh loan granted to settle the over dues of existing loan given to the same parties.

(F) The Company has not granted loans or advances in the nature of loans without specifying any terms or period of repayment during the year however during the earlier years loans has been granted to related party as defined in clause (76) of section 2 of the

Companies Act, 2013, aggregating to a total of 3,092.97 (in Lakhs) on balance sheet date i.e. March

31, 2025, which is 100% of the Total loans granted.

IV According to the information and explanations given to us and on the basis of our examination of the records, the Company has complied with the provisions of the Section 185 and 186 of the Act, in respect to the loans, making investment and providing guarantees and securities, as applicable.

V The Company has not accepted any deposits or amounts which are deemed to be deposits from the public.

Accordingly, clause 3(v) of the Order is not applicable to the Company.

VI The Central Government of India has not prescribed the maintenance of cost records under sub-section (1) of section 148 of the Companies Act. Accordingly, the provisions under Clause 3(vi) of the order are not applicable to the company. VII In respect of Statutory dues: (A) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion, the Company is generally regular in depositing the undisputed statutory dues including provident fund, employees state insurance, income-tax, goods and services tax, duty of customs, cess and other material statutory dues, as applicable, with the appropriate authorities.

(B) There were no undisputed amounts payable in respect of Goods and Service Tax, Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues, as applicable, in arrears as at March 31, 2025 for a period of more than six months from the date they became payable.

(C) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income tax, sales tax, goods & service tax, duty of customs, duty of excise or value added tax or cess which have not been deposited on account of any dispute.

However, for AY 2023 24, the Company discharged its net tax liability of 72,80,775/- through available TDS credit of 72,85,777/-, as duly reflected in the return of income. Upon completion of scrutiny assessment under section 143(3), the returned income was accepted without any variation. However, the Department erroneously failed to grant the claimed TDS credit of 72,85,777/- and consequently raised a demand to that extent.

Aggrieved by this, the Company has filed an appeal before the Honble CIT(A).

VIII According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the

Income-tax Act, 1961 as income during the year. IX (A) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.

(B) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(C) The Company has not taken any term loans, Accordingly, clause 3(ix)(c) of the Order is not applicable to the Company.

(D) The Company has not utilized funds raised on short term basis for any long-term purpose.

(E) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion, 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) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies. Accordingly, clause 3(ix)(f) of the Order is not applicable to the

Company.

X (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 has not raised any moneys by way of initial public offer or further public offer (including debt instruments).

Accordingly, clause 3(x)(a) of the Order is not applicable to the Company.

(B) During the year, the Company has made private placement of convertible warrants on preferential basis. According to the information and explanations given to us, we report that the company has complied with the requirements of Section 42 and

Section 62 of the Companies Act, 2013 in respect of preferential allotment or private placement of shares, or convertible warrants, debentures (fully, partially or optionally convertible) and has utilised such funds for the purposes for which they were raised.

XI (A) Based on examination of the books and records of the Company and according to the information and explanations given to us, considering the principles of materiality outlined in Standards on Auditing, we report that no fraud by the Company or on the Company has been noticed or reported during the course of the audit.

(B) No report under sub-section (12) of Section 143 of the Companies Act, 2013 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.

According to the information and explanations given to us, The Company has not received any whistle blower complaint 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 to the

Company.

XIII In our opinion and according to the information and explanations given to us, the transactions with related parties are in compliance with Sections 177 and 188 of the Companies Act, 2013, where applicable, and the details of the related party transactions have been disclosed in the financial statements as required by the applicable Indian Accounting Standards.

XIV (A) The Company has an internal audit system commensurate with the size and nature of its business.

(B) The internal audit reports of the Company issued till the date of the audit report, for the period under audit have been considered by us.

XV In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with its directors or persons connected to its directors and hence, provisions of Section 192 of the Companies Act, 2013 are not applicable to the Company.

XVI (A) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable to the Company

(B) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable to the Company.

(C) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the

Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not applicable to the Company.

(D) According to the information and explanations provided to us during the course of audit, the Group does not have any CIC. Accordingly, the requirements of clause 3(xvi)(d) are not applicable to the Company. XVII According to the information and explanations given to us and the records of the Company examined by us, the Company has not incurred any cash losses in the current financial year. The Company has incurred a cash loss of 800.34 lakhs in the immediately preceding financial year.

XVIII There has been no resignation of the statutory auditors during the year. XIX According to the information and explanations given to us by the management and the records of the Company examined by us, on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities and other information accompanying the financial statements, there is no material uncertainty as to the companys inability to meet its liabilities existing at the balance sheet date 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) The Company was not required to spend any amount during the year for Corporate Social Responsibility under Section 135(5) and 135(6) of the Act. Accordingly, there is no amount unspent as at March

31, 2025 which is related to FY 2024-25. (B) An amount of Rs. 96.71/- lakhs (relevant to FY 2023-24) is available in the unspent CSR towards going project as on March 31, 2025.

XXI The Company has no subsidiary and no requirement of consolidation hence report on clause 3(xxi) of the Order is not applicable to the Company.

	For BKG & Associates
	Chartered Accountants
	Firm Registration No: 114852W
	CA G.L. Gupta
	Partner
Place : Mumbai	Membership No. : 034914
Date : May 26, 2025	UDIN : 25034914BMULEP7144

Annexure A to the Independent Auditors Report of even date to the Members of VL E-GOVERNANCE & IT SOLUTIONS LIMITED on the Ind AS Financial statement for the year ended March 31, 2025

Independent Auditors report on the Internal Financial Controls under clause (i) of Sub-section 3 of Section 143 of The Companies Act, 2013 (The" Act")

In conjunction with our audit of the Ind As financial Statements of VL E-Governance & IT Solutions Limited ("The Company") as at and for the year ended on March 31, 2025, we have audited the internal financial Controls over financial reporting

(IFCoFR) of the Company as of 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 over financial reporting criteria established by the Company considering the essential components of the internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial reporting (The "Guidance note") issued by the Institute of Chartered Accountants of India (ICAI). 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 Companies Act 2013.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting (IFCoFR) based on our audit. We conducted our audit in accordance with the Standards on auditing, issued by the ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of IFCoFR and Guidance Note issued by ICAI. 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 IFCoFR were 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 IFCoFR and their operating effectiveness.

Our audit of IFCoFR included obtaining an understanding of IFCoFR, 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 judgment, 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 IFCoFR.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A companys IFCoFR 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 the Generally Accepted

Accounting Principles. A companys IFCoFR includes those policies and procedures that:( i) pertain to the maintenance of records that, in reasonable details, accurately and fairly reflect the transaction and dispositions of the assets of the company; (ii) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with the generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or dispositions of the companys assets that could have a material effect on the financial statements

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of IFCoFR, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the IFCoFR to future periods are subject to the risk that the IFCoFR 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, adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2025, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

	For BKG & Associates
	Chartered Accountants
	Firm Registration No: 114852W
	CA G.L. Gupta
	Partner
Place : Mumbai	Membership No. : 034914
Date : May 26, 2025	UDIN : 25034914BMULEP7144