Williamson Financial Services Ltd Auditor Reports

To the Members of WILLIAMSON FINANCIAL SERVICES LIMITED Report on the Audit of the Financial Statements Qualified Opinion

We have audited the accompanying financial statements of Williamson Financial Services Limited (the Company), which comprise the Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity, and the Statement of Cash Flows for the year then ended, and Notes to the Financial Statements, including a Summary of Material Accounting Policy Information 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, except for the matters described in the Basis for Qualified Opinion section of our Report, 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 Indian Accounting Standards prescribed under Section 133 of the Act and other principles generally accepted in India of the state of a3airs of the Company as at 31st March, 2025, its loss, other comprehensive loss, changes in equity and its cash 3ows for the year ended on that date.

Basis for Qualified Opinion

(a) Non-recognition of Interest Expense

We draw attention to Note No. 41 of the Financial Statements relating to non-recognition of Interest Expense on secured borrowings from InCred Financial Services Limited (formerly KKR India Financial Services Private Limited) from August, 2019 to March, 2025 and unsecured inter-corporate borrowings. As the matter is under dispute / negotiation, the Company has neither recognized nor ascertained any 3nance cost on such secured borrowings for the year ended 31st March, 2025.

Further, interest expense on inter-corporate borrowings amounting to Rs. 3,73,686 thousand for the year ended 31st March, 2025 has not been recognized by the Company.

As a result, 3nance costs and liability on account of Interest and Total Comprehensive Loss for the Year ended 31st March, 2025 are understated to that extent.

This constitutes a departure from the requirements of Indian Accounting Standard 109 "Financial Instruments" and accrual basis of accounting.

(b) Non- Recognition of Provision on Loans and Advances

The Company has given unsecured loans in earlier years out of which loans of Rs. 14,77,020 (Rs. in thousand) and interest thereon of Rs. 3,22,563 thousand remained outstanding as on 31st March 2025 against which provision of Rs. 5,36,296 (Rs. in thousand) has been made in the books. These loans in our opinion are doubtful of recovery and the provision against the balance loans is not made in accordance with Reserve Bank of India Prudential Norms. In the absence of adequate provision there against, the loss for the year ended 31st March, 2025 is understated to that extent. Impact in this respect has not been ascertained by the management and recognized in the Financial Statements.

(c) Balances of receivables, unsecured and secured loan creditors and their balance con3rmations

We draw attention to Note No. 26 of the Financial Statements with respect to certain balances relating to Trade Receivables, Other Receivables, Other Payables, Loans, Advances and Borrowings which are subject to reconciliation and con3rmation from the parties, and in absence whereof its impact is currently unascertainable and therefore not commented upon.

(d) Material uncertainty related to Going Concern

The Company has defaulted in repayment of borrowings to its financial institutional lenders and others. In view of the Management, the Company would be able to improve its net working capital position to discharge its current and non-current financial obligations. However, in view of the uncertainties involved, these events and conditions indicate a material uncertainty which may cast a signi3cant doubt on the Companys ability to continue as a going concern. Accordingly, the use of going concern assumption of accounting in preparation of these financial Statements are not adequately and appropriately supported as per the requirements of Indian Accounting Standard 1 "Presentation of Financial Statements".

Valuation of Investments in Unquoted Instruments	Our audit procedures based on which we arrived at the conclusion regarding reasonableness of the investment in unquoted instruments:
The Company has investments in certain unquoted investments. These investments are accounted for at cost. For the purpose of determining impairment, the recoverable amounts of the above investment are required to be estimated. The determination of recoverable value for impairment involves significant management judgement and estimates.	Obtained an understanding from the management, assessed and tested the design and operating e3ectiveness of the Companys key controls over the impairment assessment.
	Evaluated the Companys process regarding impairment assessment, as applicable.
	Evaluated the cash flow forecasts (with underlying economic growth rate) for broad consistency placing the reliance on the figures submitted by the management to us by comparing them to the approved budgets and our understanding of the internal and external factors including the long term strategic interests in the underlying business prospects.
	Assessed the adequacy and appropriateness of the disclosures in the standalone financial statements. Based on the above procedures performed we did not identify any significant exceptions in the managements assessment in relation to the carrying value of unquoted instruments.

We conducted our audit in accordance with the Standards on Auditing (SAs) speci3ed 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 together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and we have ful3lled our other ethical responsibilities in accordance with these requirements and ICAI Code of Ethics. We believe that the audit evidence we have obtained is su3cient and appropriate to provide a Basis for our Qualified Opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signi3cance 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.

In addition to the matters described in the Basis for Qualified Opinion section, we have determined the matters described below to be the key audit matters to be communicated in our report.

Emphasis of Matter

We draw attention to the following matters in the notes to the Financial Statements:

Note 44 to the Financial Statements regarding claims 3led against McNally Bharat Engineering Company Limited and provision made thereagainst.

Our Opinion on the Financial Statements is not modi3ed in respect of these matters.

Information Other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the preparation of other information. The other information comprises the information included in the Management Discussion and Analysis, Boards Report including Annexures to Boards Report and Shareholders Information 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 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 Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash 3ows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including accounting records in accordance with the Indian Accounting Standards (Ind AS) speci3ed 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 the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate 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 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 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 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 in3uence 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 scepticism 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 su3cient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than 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 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 e3ectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the 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 signi3cant 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. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and signi3cant audit 3ndings, including any signi3cant de3ciencies 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 signi3cance in the audit of the Financial Statement for the financial year ended 31st March, 2025 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 bene3ts 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 speci3ed in paragraphs 3 and 4 of the Order, to the extent applicable.

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

a. We have sought and except for the effects/ possible effects of the matters described in the Basis for Qualified Opinion Section above, obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

b. Except for the effects/ possible effects of the matters described in the Basis for Qualified Opinion Section above, in our opinion, proper books of accounts 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 the Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account;

d. Subject to the matters speci3ed in qualified opinion section of our report, in our opinion, the aforesaid financial statements comply with the Indian Accounting Standards speci3ed under Section 133 of the Act;

e. The matters specified in qualified opinion section of our report, in our opinion, may have an adverse e3ect on the functioning of the Company.

f. On the basis of the written representations received from the directors as on 31st March, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2025 from being appointed as a director in terms of Section 164(2) of the Act;

g. With respect to the adequacy of the internal financial controls with reference to Financial Statements of the Company and the operating e3ectiveness of such controls, refer to our separate report in Annexure B;

B. 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 (as amended), the Company has neither paid nor provided for any remuneration to its directors during the year.

C. 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:

a. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 25 to the Financial Statements.

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

c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the Financial Year ending 31st March, 2025.

d. i. The Management has represented that, to the best of its knowledge and belief and as disclosed in Note 46(xiii), 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;

ii. The Management has represented that, to the best of its knowledge and belief and as disclosed in Note 46(xiv), 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;

iii. 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), as provided under (i) and (ii) above, contain any material misstatement.

e. The company has neither declared nor paid any dividend during the financial year. Hence, compliance in accordance with Section 123 of the Companies Act, 2013 is not applicable.

f. Based on our examination which included test checks, the company has used an 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 V. SINGHI & ASSOCIATES
	Chartered Accountants
	Firm Registration No.: 311017E
	Sd/
	(D. Pal Choudhury)
	Partner
Place: Kolkata	Membership No: 016830
Date: 27th May, 2025	UDIN: 25016830BMJNKE5279

Annexure – A to the Independent Auditors Report

(Referred to in paragraph-1 under ‘Report on Other Legal and Regulatory Requirements of our Report of even date to the members of Williamson Financial Services Limited on the Financial Statements for the year ended 31st March, 2025)

We report that: i. a) (A) The Company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

(B) The Company does not have any intangible assets as at 31st March, 2025. Accordingly, reporting under clause 3 (i) (a) (B) of the Order is not applicable.

b) As explained to us, Property, Plant and Equipment have been physically veri3ed by the management at reasonable intervals. In the absence of evidence for physical veri3cation, we are unable to comment whether material discrepancies exist as on the date of our Report.

c) The Company does not have any immovable property as on 31st March, 2025. Accordingly, reporting under clause 3 (i) (c) of the Order is not applicable.

d) The Company has neither revalued its Property, Plant and Equipment nor intangible assets during the year. Accordingly, reporting under clause 3 (i) (d) of the Order is not applicable.

e) As per the information and explanation given to us and as represented by the management, no proceedings have been initiated during the year or are pending against the Company as of March 31, 2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder. Accordingly, reporting under clause 3(i)(e) of the Order is not applicable.

ii. a) The Companys nature of operations does not hold any item of inventories. Accordingly, reporting under clause 3 (ii) (a) of the Order is not applicable.

b) According to the information and explanations given to us and on the basis of our examination of the records provided to us, the Company has not been sanctioned any working capital in excess of Rs.5 crores from banks and financial institutions on the basis of security of current assets at any point of time of the year. Accordingly, reporting under clause 3 (ii) (b) of the Order is not applicable.

iii. According to the information and explanations given to us and as disclosed in Note 1 to the Financial Statements, the Company is registered with the Reserve Bank of India and as a part of its business activities is engaged in the business of lending. During the year, the Company has given advances to companies, in respect of which:

a) The principal business of the Company is to give loans, and hence reporting under clause 3 (iii) (a) of the Order is not applicable.

b) In our opinion, 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, prima facie, not prejudicial to the companys interest.

c) According to the information and explanations given to us and on the basis of our examination of the records provided to us, the schedule of repayment of principal and payment of interest has not been stipulated and we are unable to make speci3c comment on the regularity of repayment of principal and payment of interest.

d) There is an overdue amount remaining outstanding at the balance sheet date. The total amount overdue for more than 90 days is stated below:

No. of Cases	Principal Amount Overdue (Rs. in ‘000)	Interest Overdue (Rs. in ‘000)	Total Overdue (Rs. in ‘000)
82	14,77,020	3,22,563	17,99,583

e) The principal business of the Company is to give loans, hence reporting under clause 3 (iii) (e) of the Order is not applicable.

f) The Company has granted loans or advances in the nature of loans to promoters and related parties as de3ned in clause (76) of section 2 of the Act which are either repayable on demand or given without specifying any terms or period of repayment. The aggregate amounts of loan and

	All Parties	Promoters	Related Parties
	(Rs. in ‘000)	(Rs. in ‘000)	(Rs. in ‘000)
Aggregate amount of loans/ advance in nature of loans
- Repayable on demand (A)	-	-	-
- Agreement does not specify any terms or period of repayment (B)	14,80,620	3,600	15,000
Total (A+B)	14,80,620	3,600	15,000
Percentage of loans/ advances in nature of loans to the total loans	-	0.24%	1.01%

iv. According to the information and explanations given to us and on the basis of our examination of records of the Company, in respect of investment made and loans, guarantees and security given by the Company, in our opinion the provisions of sections 185 of the Act, have been complied with. The principal business of the Company is to give loans, and hence Section 186 of the Act does not apply to the Company.

v. According to the information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits in terms of directives issued by Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed thereunder to the extent noti3ed. Accordingly, Clause 3 (v) of the Order is not applicable.

vi. According to the information and explanations given to us, the maintenance of cost records has not been speci3ed by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 for the business activities carried out by the Company. Accordingly, Clause 3 (vi) of the Order is not applicable.

vii. (a) According to the information and explanation given to us and based on our examination, there were delays during the year in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Income tax, Goods and Service Tax and other material statutory dues as applicable to it. There were no such delays in respect of amount payable towards Investor Education and Protection Fund, Employees State Insurance, Sales tax, Wealth tax, service tax, Custom duty, Excise Duty, Value Added tax, Cess as applicable to it.

There were no undisputed amounts payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Custom Duty, Excise Duty, Value Added tax, Cess and other material statutory dues in arrear as at March 31, 2025 for a period of more than six months from the date they become payable read with Note No. 26 except as detailed below:

Name of the Statute	Nature of Dues	Amount (Rs. in ‘000)	Period to which the amount relates	Due Date
Income Tax Act, 1961	Tax Deducted at Source	857	March, 2019	30th April, 19
		1	March, 2022	30th April, 22
		1	July 23	7th August, 23
		1	September 23	7th September, 23
		1	November 23	7th December, 23
		2	December 23	7th January, 23
		20	April 24	7th May, 24
		11	May 24	7th June, 24
		8	June 24	7th July, 24
		12	July 24	7th August, 24
		10	August 24	7th August, 24

(b) According to the information and explanations given to us, the Company has not deposited the following disputed dues with the appropriate authorities:

Name of the Statute	Nature of Dues	Amount (Rs. in ‘000)	Period to which the amount relates	Forum where dispute is pending
Income Tax Act, 196	Income Tax	69,310	A.Y. 2017-18	CIT (Appeal)
		1,66,138	A.Y. 2022-23

viii. According to the information and explanation given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transaction, previously unrecorded as income in the books of account, in the tax assessment under the Income Tax Act, 1961. Accordingly, clause 3 (viii) of the Order is not applicable.

ix. (a) In our opinion and according to the information and explanations given to us, the Company has defaulted in repayment of loans or borrowings or in the payment of interest to Financial Institutions during the year ended on 31st March, 2025. The details of such defaults are as under:

Nature of Borrowings	Name of Lender	Amount not paid on due date (Rs. in 000)	Whether Principal or interest	No. of days delay or unpaid since	Remarks
Long Term Loan (Secured)	InCred Financial Services Limited (formerly KKR Financial Services Limited)	9,93,500	Principal	2009	Under Dispute
Long Term Loan (Secured)	Aditya Birla Finance Limited	The Company has entered into settlement with the lender for settling its outstanding dues as disclosed in Note No. 42(A) to the financial statements.

The above amounts have been disclosed on the basis described in Note No. 41(b) and 42(A) of the financial statement. The above defaults and amount due are however subject to con3rmation and reconciliation with respective parties and completion of the settlement with respect to the Companys borrowing by the lenders.

(b) According to the information and explanation given to us, and based on our examination, the Company is not declared as wilful defaulter by any bank or financial institution or government or any government authority.

(c) According to the information and explanations given to us, and based on our examination, the Company has not any taken term loan during the year and hence, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.

(d) According to the information and explanation given to us, and based on our examination, the Company has not raised any funds on short term basis which have been utilized for long term purposes.

(e) The Company does not have any subsidiaries, associates or joint ventures. Accordingly, reporting under Clause 3 (ix) (e) and (f) of the Order is not applicable.

x. (a) According to the information and explanations given to us and based on our examination of the books and records, we report that the Company has not raised any money by way of initial public o3er or further public o3er (including debt instruments) during the year and hence reporting under clause 3 (x) (a) of the Order is not applicable.

(b) According to the information and explanations given to us and based on our examination of the books and records, we report that the company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year and hence, reporting under clause 3 (x) (b) of the Order is not applicable.

xi. (a) According to the information and explanations given to us and as represented by the Management and based on our examination of books and records of the company and in accordance with generally accepted auditing practices, no fraud by the Company or no material fraud on the Company has been noticed or reported during the year.

(b) No report under sub-section (12) of section 143 of the Companies Act has been 3led in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government during the year and up to the date of this report.

(c) According to the information and explanation given to us, no whistle blower complaint has been received during the year by the company.

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. According to the information and explanations given to us and based on our examination of the books and records of the Company, we report that the transactions with the related parties are in compliance with Sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the Financial Statements as required by the applicable accounting standards.

xiv. (a) According to the information and explanations given to us and based on our examination, the Company has an internal audit system commensurate with the size and nature of its business.

(b) The reports of the Internal Auditors for the period under audit were considered by us in determining the nature, timing and extent of our audit procedures.

xv. According to the information and explanations given to us and based on our examination of the books and records, we report that the Company has not entered into any non-cash transactions with directors or persons connected with them during the year. Accordingly, clause 3 (xv) of the Order is not applicable.

xvi. (a) The Company is registered under section 45–IA of the Reserve Bank of India Act, 1934.

(b) The Company is a Non-Banking Financial Company and has conducted Non-Banking Financial activities with a valid Certi3cate of Registration (CoR) from the Reserve Bank of India as per the RBI Act, 1934.

(c) The Company is not a Core Investment Company (CIC) as de3ned in the regulations made by the Reserve Bank of India. Hence, reporting under clause 3 (xvi) (c) of the Order is not applicable.

(d) In our opinion, and according to the information given to us, there is no Core Investment Company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi)(d) of the Order is not applicable.

xvii. According to the information and explanations given to us and based on our examination of the financial statement and after taking the impact of basis of qualified opinion to the extent quanti3able, the Company has incurred cash losses to the extent of Rs. 3,885 thousand during the current financial year and no cash loss in the immediately preceding financial years.

xviii. There has been no resignation of the Statutory Auditors of the Company during the year.

xix. According to the information and explanations given to us and on the basis of the ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements (Note No. 36), our knowledge of the Board of Directors and management plans and based on our examination we are of the view that there are certain events and conditions that exist which indicate material uncertainty and cast a signi3cant doubt on the companys ability to continue as a going concern and of meeting its liabilities existing at 31st March, 2025 as and when they fall due within the period of one year from the above said date.

xx. According to the information and explanations given to us, the company is not required to make any Corporate Social Responsibility (CSR) expenditure under Section 135 of the said Act. Hence, reporting under clause 3 (xx) (a) and (b) of the Order is not applicable for the year.

	For V. SINGHI & ASSOCIATES
	Chartered Accountants
	Firm Registration No.: 311017E
	Sd/
	(D. Pal Choudhury)
	Partner
Place: Kolkata	Membership No: 016830
Date: 27th May, 2025	UDIN: 25016830BMJNKE5279

Annexure – B to the Independent Auditors Report

(Referred to in paragraph-2(f) under ‘Report on Other Legal and Regulatory Requirements of our Report of even date to the members of Williamson Financial Services Limited on the Financial Statements for the year ended 31st March, 2025)

Report on the Internal Financial Controls 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 the financial statements of Williamson Financial Services Limited ("the Company") as of 31st March, 2025 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 and the Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting 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 e3cient 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 statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and 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 internal financial controls with reference to financial statements both applicable to an audit of Internal Financial Controls. 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 statements were established and maintained and whether 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 with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating e3ectiveness 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 internal financial controls with reference to financial statements.

Meaning of Internal Financial Controls with reference to Financial Statements

A companys internal financial controls with reference to financial statements 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 controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly re3ect 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 authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized 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 statements

Because of the inherent limitations of internal financial controls with reference to financial statements, 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 internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Basis for Qualified Opinion

According to the information and explanation given to us and based on our audit, the following material weaknesses have been identified in the Companys internal financial controls over financial reporting with reference to Financial Statements as at 31st March, 2025.

The Company did not have an appropriate internal control system in relation to the granting of loans and advances /other advances to promoter group companies and other companies, including ascertaining economic substance and business rationale of the transaction, establishing segregation of duties and determining credentials of the counter parties.

With respect to Inter-Corporate Deposits (ICD), the Company did not have appropriate system to evaluate the creditworthiness of the parties and recoverability of monies given including interest thereon. Supporting audit evidence with respect to certain Inter Corporate Deposits (ICDs), Short-term Borrowings and Advances for repayment/adjustment by lenders to determine the basis and terms and conditions were not available.

A material weakness is a de3ciency, or a combination of deficiencies, in internal financial control over financial reporting with reference to financial statements, such that there is a reasonable possibility that a material misstatement of the companys annual or interim financial statements will not be prevented or detected on a timely basis.

Qualified Opinion

In our opinion, to the best of our information and according to the explanations given to us, except for the effects/possible effects of the material weaknesses described in Basis for Qualified Opinion Section above on the achievement of the objectives of the control criteria, the Company has maintained, in all material respects, adequate and effective internal financial controls with reference to the financial statements as of 31st March, 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 on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

	For V. SINGHI & ASSOCIATES
	Chartered Accountants
	Firm Registration No.: 311017E
	Sd/
	(D. Pal Choudhury)
	Partner
Place: Kolkata	Membership No: 016830
Date: 27th May, 2025	UDIN: 25016830BMJNKE5279