White Hall Commercial Company Ltd Auditor Reports

To.

The Members of Whitehall Commercial Company Limited Report on the audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone lad AS financial statements of Whitehall Commercial Company Limited {“?the Company) which comprises the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss and statement of changes in equity and cash Hows for the year then ended, and notes to the Standalone financial statements, including a summary of significant accounting policies and other explanatory information.

in our opinion and to die best of our information and according to the explanations given to us. the aforesaid standalone Jnd AS financial statements give die information required by the Act in Lite manner so required and give a true and lair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, and profrt/loss, and its cash flows lor the year ended on that date.

Basis for Opinion

We conducted our audit in accordance widi (he 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 Standalone 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 together with the ethical requirements that are relevant to our audit of the Standalone 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 lor our opinion.

Emphasis of Matter

In our opinion, there is no such mailer which we need to emphasize in our Audit Report.

Information other than the Standalone I ml AS figaneut: statement^ anti 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 Hoard’s Report including Anncxitres to Hoards Report, Business Responsibility Report hut does noL include the Standalone hid AS financial statements and our auditor’s report thereon.

Our opinion on the Standalone hid AS financial statements does not cover the other intomiaiion and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Standaionc Ind AS financial statements, our responsibility is Lo read the other information and, in doing so. consider whether the other information is materially inconsistent with the standalone ind AS financial statements or our knowledge obtained during the course of our audit or otherwise appears lo he materially misstated,

If, based on the work we have performed, we conclude that there is a material misstatement of this either information^ we are required lo report that lack We have nothing to report in this regard.

M an a gem cut’s Responsibility for the Standalone hid AS financial Statements

[he Companys Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act^-) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view- of the financial position, financial performance, changes in equity and cash flows of die Company in accordance with the accounting principles generally accepted in India, including the accounting Standards specified tinder 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 I he Company and for preventing and detecting frauds and other irregular dies; selection and application of appropriate implementation and maintenance of accounting policies; making judgments and estimates dial are rettMmable and prudent; and design, irnplcmciikuipn and

maintenance of adequate internal financial controls, that were operating effectively fbr insuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Ind AS financial statement that give a true and fair view and are Iree from material misstatement, whether due to fraud or error.

In preparing the Standalone hid AS financial statements, management is responsible Jbr asssssing 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 alternative bul to do so.

Those Board of Directors are also responsible for overseeing the companys financial reporting process,

AudiforS Ucsptmsihilih for the Audit of the Standalone End AS FmangfaJ Statements

Our objectives are to obtain reasonable assn ranee about whether the Standalone Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report (bat includes our opinion. Reasonable assurance is a high level of assurance buL is not a guarantee that an audit conducted iti 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 tire aggregate, they- could reasonably lie expected to influence the economic decisions of users Lakcn on the basis of these Standalone Ind AS financial statements.

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

• Identify and assess the risks of materia] misstatement of the Standalone Jnd AS financial statements, whelher 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 pf 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 reievant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3}(i ^...ofAlje,

Companies Act. 2013, we arc not responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and ihe operating effectiveness of such controls

* Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates ant! 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 Standalone Ind AS financial statements or, if such disclosures, arc inadequate, to modify our opinion, (fur conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause die Company to cease to continue as a going concern.

* Evaluate the overall presentation, structure and content of the Standalone Ind AS financial statements, including the disclosures, and whether the Standalone Ind AS financial statements represent the underlying transactions and events in a manner that achieves lair presentation.

Wc 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.

Wc 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 Ihe Standalone Ind AS financial statements of the current period and arc therefore the key audit matters. We describe these matters in our auditor’s 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.

Other Matters

There is no such other matter which we need to be mention in our Audit Report.

Report im Ollier Legal and Regulatory Requirements:

1. Companies (Auditor’s Report) Order 2020. issued by Central Government of India in terms of sub section (11) of the Section 143 of the Companies Aet, 20! 3 we give in Anncxurc a statement on tiie matters specified in paragraph. 3 & 4 of the Order to Lhe extent possible.

(A line* lire 1)

2. A s req ui red by S eet i oj i 14 3 (3t of the A el. we re por 1 that:

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.

a. We have sought and obtained all the information and explanations which to the best pi our knowledge and belief were necessary for (he 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 f rom our examination of those books.

e. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and Statement of changes in equity dealt with by this Report are in agreement with the hooks of accounts.

d. in our opinion, the a lore-said standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act. read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. On the basis the writLen representations received from the directors as on 3 I" March 2024 taken on record by the Board of Directors, none of the directors is disquali bed as on 3 ]^s: March 2024 from being appointed as a director in terms of Section 164 (2) of the Aet.

f. With respect to the adequacy of the internal (inaneial controls over financial reporting of Lhe Company and the operating elfcetiveness of such controls, refer to our separate Report in Ann exit re 2.

g. In our opinion & lb the best of our in formal ion & according to the explanations given to us, the retuunemiion paid by the company to its directors during the year is in acctwrians^ with the provisions of Section 197 road with Schedule V of the Act.

h, Wuh respect to the other matters to he included in the Auditor’s Report in accordance with Rule 1 I 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 Lhe Company,

iv. The management of the Company has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (cither from borrowed funds or share premium or any other sources or kind of funds) by Lhe 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 person or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or (he like on behalf of the Ultimate Beneficiaries.

v. The management of the Company has represented, that, to the best of it’s knowledge and belief, other than as disclosed in lhe notes to the accounts, no funds (which are material cither individually or in the aggregate) have been received by the company from any pcrson(s) or enlily(ies), including foreign entities (Funding Parties), with lhe understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the Funding Party (t .himate Beneficiaries) or provide anv guarantee, security or the like on behalf ofthe Ultimate Beneficiaries.

vi. Based on the appropriate audit procedures that has been considered reasonable and appropriate in the e ire urn stances, nothing has come to our notice that has caused us tp believe that the representations under subclause (i) &. (ii > of’Rule ! He) as provided in point no. iv & v above contains any material in is statement.

vii. The company Itas not declared or paid any dividend during the year in contravention of the provision of Section 1 23 of the Companies Act 2013.

viit. Based on our examination which included lest checks, the company has used an ^counting software lor maintaining its books of aecourtl 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 w^rc did nor come across any instance of audit trail feature being tampered with.

As proviso to Rule 3(1) of the Companies (Accounts) Rules. 2014 is applicable Irom April 1, 2023, reporting under Rule !l(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 3 L 2024.

Place; - Pune Hare; - 22^lid May 2024

ANNEXERE 1 TO INDEPENDENT AUDITORS’ REPORT

As per point 3 of Companies (Auditor’s Report) Order, 202(1 dt.25^lh February 2020.

Referred tn in Paragraph I under the heading of “Report on other legal & regulatory requirements” of our report of even date.

Re: - Whitehall Commercial Company Limited for the F.Y. 2023-24

1. Property, plant & equipment, and intangible assets -

a) Flic Company does not have any Property, Plant & equipment, and Intangible assets and hence our remarks with respect to maintenance of record, physical verification, title deeds of immovable properly, revaluation, etc. are not attracted.

b) No proceedings have been initiated or pending against the company or holding any benami property under Bcnami transactions (prohibition) Act, 1988 (45 of 1988) and rules made there under, lienee, no disclosure of such details required.

2. Inventory -

a) d’he company docs not have any stock of raw materials, work in progress, finished goods, stores & spares and hence the question of proper maintenance of records of the inventory and frequency of verification does not arise.

b) The company has not been sanctioned working capital limits in excess of Rs. 5 C.r in aggregate from banks or FI on the basis of security of current assets and hence the question of quarterly returns or statements filed by the company with such banks or FI does not arise.

3. Investments made, fiuarantec/Sccurttv provided, or Loans granted -

a) The company has not provided loans, or advances in the nature of loans, or stood guarantee, or provided security to companies, firms, LLP. or any other party.

b} As the Company has not provided loans, or advances in the nature of loans, or stood guarantee, or provided security to companies, firms, LLP. or any other party, our comments related to terms & conditions, schedule o repayment, overdue status, etc, are not attracted.

4. Loans to Directors Investment, Guarantees & Security hy Cumnanv

a) Company has not gran led any Joans or given guarantees or provided any security in connection with the loan directly or indirectly - to Directors or any oilier person in whom F4rectors are interested in contravention of Section 1S5 of Companies Act 2013.

b) Company has not granted any loan or given guarantee or made investment or provided security in contravention ofSection 186 of Companies Ad 2013.

5. Deposits -

a) The Company has not accepted any deposits. Hence our com men Ls on compliance of the directives of Reserve Bank of India, provisions of See.73 to 76 or any other relevant prov isions pf the Companies Acl 2013 the rules framed (here under are not required.

b) The n atu re o f c ontrav enti on - not a pp! ica blc.

c) No order has been passed by Company T.aw Board, or National Company Law Tribunal or Reserve Bank of India or any court or any other Tribunal requiring any compliance.

6. Cost records

The Company is not required to maintain cost records pursuant to Section 3 4S( I) of (he

Companies Act 2013.

7. Statutory ducg -

a) According to the information & explanations given to us. Company is regular in depositing undisputed statutory dues including GST, I’rovident Fund, Rmployees Shite Insurance, income-tax, Sales-tax, Service Tax, Custom Duly, Excise Duty. VAT. Cess and any other statutory dues with appropriate authority

b) No such undisputed dues were outstanding as at the last day of financial year for a period of more than six months front due date.

c} No such dues were outstanding on account of any dispute pending with any tor urn.

H. Disclosures under Income ta\-

No amount of any transactions not recorded in the books of accounts have been

surrendered or disclosed as incurred during the year in the tax assessments under Income

Tax Act. 1961.

9. Repayment of loans

a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.

b) According Lo the information and explanations given it) lis and on the basis of our audit procedures, we report that the company lias not been declared wilful defaulter by any bank or financial institution or government or any government authority"

c) The term loans were applied for the purpose for which the loans were obtained, lienee, our comment on amount of loan so diverted and the purpose for which il was used is not required,

d) According lo the information and explanations given to us, and the procedures performed by us, and on an overall examination of the financial statements of the company, we report that, no funds raised on short-term basis have been used for longterm puiposes by the company.

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

0 According to the information and explanations given to lis and procedures performed by us, we report that the company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures, or associate companies,

10 Utilization of ITU & further public offer -

a) The Company lias not raised funds by way of IPO or any Public offer (including Debt instrument). Hence, our comment on application of funds for the purpose of which those were raised and details of any delays or defaults is not required.

b) The company has not made any preferential allotment or private placement oI shares or convertible debentures (fully, partially, or optionally convertible) during the year. Hence our comments on compliance ot section 42 and 62 of Companies Act, 201JlS^T utilization of funds for the purpose for which the funds were raised is not requir/dj

] 1. Fraud -

a) No fraud by the company or on the Company has been noticed or reported during the year. ! Icncc our comments on the nature of fraud and the amount involved are not required.

b) No report u/s 143(12) of the Companies Act, 2013 has been filed in form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

c) There were no whistle-blower complaints receive during the year by line company.

12. Midhi company -

The Company is not a Nidhi Company & hence our comments related to Nidhi Company

arc not attracted.

13. Related nartv transactions

a) All transactions with the related parlies are in compliance with sections 177 and I 88 of Companies Act. 2013 where applicable and

b) The details have been disclosed in the Financial Statements as required by the applicable accounting standards.

14. Internal audit -

In our opinion and based on our examination, the company does not have an internal audit

system and is not required to have an internal audit system as per provisions of the

Companies Act 2013.

15. Non-cash transactions

a) Hie company has not enlered-into any non-cash transactions with directors or persons connected with him.

b) Our comments on compliance with the provisions of section 192 of Companies Act.

2013 are not attracted.

16. Registration with RBI -

a) Company is not required to be registered under section 45-iA of the Reserve Bank of India Act, 1934 and hence, the registration has rot been obtained.

b) Company has not conducted any non-banking financial or housing finana^feemity x&b without a valid certificate of registration from RBI, Iq }y

c) Company is noL a core investment company (CIC) and hence our comments on its continuous fulfilment of criteria of CIC is not required.

d) The group do not have one or more CIC us part of the group.

1 7. Cash Losses -

The company has incurred cash loss of Rs. 18.79,972/- during the financial year and Rs, 46.65.419/- in the preceding financial year.

18. Resignation of statu tun auditor -

There has been no resignation of the statutory auditors during the year hence iL is not necessary to consider the issues, objections or concerns raised by the outgoing auditor.

19. Material uncertainty -

In our opinion, no material uncertainty exists as on the date of’ audit report regarding capability of the company in meeting its liabilities existing on the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. The opinion is based on Ihe linaneial 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 managements plans.

20. CSR Projects -

Section 135 of the Companies Act, 2013 is not applicable to the company.

21. Qualifications in the consolidated financial statements -

The Company does not prepare consolidated financial statements as iL does not have any subsidiaries, joint ventures & associates & hence our remarks on the same are not

The reasons for any of Oitr unfavourable or qualified report remark, if any, arc merit toned in the relevant point itself.

Platt¹: - Pune Date: - 22¹¹⁽¹ May 2024

AMNEXtJRE 2

ANNEXERE TO THE INDEPENDENT AUDITOR’S REPORT of Even Date on the standalone Ind AS Financial Statements of WHITEHALL COMMERCIAL COMPANY MMITED

Report on the Internal Financial Controls under Clause (i) of Sub-see I ion 3 of Section 143 of the Companies Act, 2013 (“the Act")

Wc have audited the internal financial controls over financial reporting of Whitehall Commercial Company limited as of March 31. 2024 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that dale.

Management’s 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 internal control staled in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal linaneial 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, Lhe 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 based on our audit, We conducted our audit in accordance with the Guidance Note on Audit of Internal f inancial Controls Over Financial Reporting (the “Guidance Note’) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of

the Companies Act. 2013, 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 over 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 over financial reporting and their operating effectiveness.

Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over 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 Lhe standalone Ind AS 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 Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over 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 Ind AS financial statements in accordance w ith 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 Lhe company; and (3) provide reasonable assurance regarding

prevention or timely detection ol unauthorised acquisition. use, or disposition df the companys Assets thiil eon Id have a material effect on the Ind AS financial statements.

Inherent Limitations of internal Financial Controls over Financial Reporting

Because of the inherent I imitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not he detected. Also, projections of any evaluation of the internal financial controls over I Inunci a I reporting to future periods are subject to the risk that the internal financial control over 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, ihc Company has, in all material respects, an adequate internal financial controls system over financial reporting and Such internal financial controls over financial reporting were operating effectively as at March 31. 2024 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 on AudiL of Internal Financial Controls over Financial Reporting issued by the Institute of Chattered Accountants of India.

Place: - Punt- Date: - 22"" May 2U24