WOL 3D India Ltd Auditor Reports

To

The Board of Directors WOL 3D INDIA LIMITED

2nd Floor, 19/B 1, Hakoba Compound,

Cotton Mill, Dattaram Lad Path, Kala Chowky, Mumbai Maharashtra 400033

Dear Sirs,

1. We have examined the attached restated financial statements of WOL 3D INDIA LIMITED (hereinafter referred to as "the Company") comprising the Restated Statement of Assets and Liabilities as at March 31, 2024, March 31, 2023 and March 31, 2022, the Restated Statements of Profit and Loss for the year ended March 31, 2024, March 31, 2023 and March 31, 2022, the Restated Cash Flow Statement for the year ended March 31, 2024, March 31, 2023 and March 31, 2022, the Summary Statement of Significant Accounting Policies, the Notes and Annexures as forming part of these Restated Financial Statements (collectively, the "Restated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 12th September, 2024 for the purpose of inclusion in the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus("Draft Offer Document/Offer Document") prepared by the Company in connection with its proposed SME Initial Public Offer.

These Restated Summary Statements for offer of equity shares ("SME IPO") prepared in accordance with the requirements of:

(i) section 26 of Part I of Chapter III of the Companies Act, 2013 including Rules thereon, as amended (the "Act")

(ii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018, as amended ("ICDR Regulations") and related amendments / clarifications from time to time issued by the Securities and Exchange Board of India ("SEBI")

(iii) The terms of reference to our engagements with the Company letter dated March 04, 2024 requesting us to carry out the assignment, in connection with the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus being issued by the Company for its proposed Initial Public Offering of equity shares in SME Platform of relevant stock Exchange. ("IPO" or "SME IPO"); and

(iv) The Guidance Note on Reports in Company Prospectus (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note")

2. The Companys Board of Directors are responsible for the preparation of the Restated Financial Information for the purpose of inclusion in the Draft Offer Document/ Offer Document to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Mumbai in connection with the proposed SME IPO. The Restated Financial Information has been prepared by the management of the Company on the basis of preparation stated in Annexure IV of the Restated Financial Information. The Board of Directors responsibility includes designing implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Information. The Board of Directors is also responsible for identifying and ensuring that the Company complies with the Companies Act, (ICDR) Regulations and the Guidance Note.

3. We, M/s A D V & Associates Chartered Accountants have been subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and holds the peer review certificate dated 25 January, 2022 valid till 31 January, 2025. We confirm that there is no express refusal by the peer review board of ICAI to renew the certificate and the process to renew the peer review certificate has been initiated by us.

4. These Restated Financial Statement have been compiled by the management of the company from Audited Financial Statements of the company as at and for the year ended 31st March, 2024, 31st March, 2023 and 31st March, 2022 prepared in accordance with Accounting Standard as specified under section 133 of the Act and other accounting principles generally accepted in India which have been approved by the Board of Directors.

5. In accordance with the requirements of the Act including the rules made there under, ICDR Regulations, Guidance Note and Engagement Letter, we report that:

(i) The "restated statement of asset and liabilities" of the Company as at March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as set out in Annexure I to this report read with significant accounting policies in Annexure IV has been arrived at after making such adjustments and regroupings to the audited financial statements of the Company, as in our opinion were appropriate and more fully described in notes to the restated summary statements to this report.

(ii) The "restated statement of profit and loss" of the Company for the year ended on, March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as set out in Annexure II to this report read with significant accounting policies in Annexure IV has been arrived at after making such adjustments and regroupings to the audited financial statements of the Company, as in our opinion were appropriate and more fully described in notes to the restated summary statements to this report.

(iii) The "restated statement of cash flows" of the Company for the year ended on March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as set out in Annexure III to this report read with significant accounting policies in Annexure IV has been arrived at after making such adjustments and regroupings to the audited financial statements of the Company, as in our opinion were appropriate and more fully described in notes to restated summary statements to this report.

6. Based on our examination, we are of the opinion that the restated financial statements have been prepared after incorporating:

a) Adjustments for the changes in accounting policies retrospectively in respective financial years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any.

b) Adjustments for prior period and other material amounts in the respective financial years to which they relate and there are no qualifications which require adjustments and

c) There are no extra-ordinary items that need to be disclosed separately in the accounts and qualifications requiring adjustments

d) There were no qualifications in the Audit Reports issued by the Statutory Auditors for the financial year ended on 31st March 2024, 2023, and 2022 which would require adjustments in this Restated Financial Statements of the Company.

e) These Profits and Losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in Annexure IV to this report.

7. Audit of WOL 3D INDIA LIMITED for the year ended 31st March, 2024 is Conducted by us whereas audit for the financial year ended on 31st March 2023 was conducted by S V J K & Associates and audit for the financial year ended on 31st March 2022 was conducted by Hemadri Hareshkumar Pandya and accordingly reliance has been placed on the financial information examined by them for the said years. The financial report included for these years is based solely on the report submitted by them and no routine audit has been carried out by us.

8. We have also examined the following other financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for the year ended March 31, 2024, March 31, 2023 and March 31, 2022 proposed to be included in the Draft Offer Document/ Offer Document.

Annexure to restated financial statements of the Company: -

1. Summary statement of assets and liabilities, as restated as appearing in ANNEXURE I;

2. Summary statement of profit and loss, as restated as appearing in ANNEXURE II;

3. Summary statement of cash flow as restated as appearing in ANNEXURE III;

4. Restated significant accounting policies and notes to accounts as appearing in ANNEXURE IV;

5. Share capital as restated as appearing in ANNEXURE V to this report;

6. Reserves and surplus as restated as appearing in ANNEXURE VI to this report;

7. Long-term borrowings as restated as appearing in ANNEXURE VII to this report;

8. Deferred tax asset/liability as restated as per ANNEXURE VIII to this report;

9. Long-term provisions as restated as appearing in ANNEXURE IX to this report;

10. Short-term borrowings as restated as appearing in ANNEXURE X to this report;

11. Trade payables as restated as appearing in ANNEXURE XI to this report;

12. Other current liabilities as restated as appearing in ANNEXURE XII to this report;

13. Short-term provisions as restated as appearing in ANNEXURE XIII to this report;

14. Property, Plant & Equipment as restated as appearing in ANNEXURE XIV to this report;

15. Other non-current assets as restated as appearing in ANNEXURE XV to this report;

16. Inventories as restated as appearing in ANNEXURE XVI to this report;

17. Trade receivables as restated as appearing in ANNEXURE XVII to this report;

18. Cash & cash equivalents as restated as appearing in ANNEXURE XVIII to this report;

19. Short-term loans & advances as restated as appearing in ANNEXURE XIX to this report;

20. Other current assets as restated as appearing in ANNEXURE XX to this report;

21. Revenue from operations as restated as appearing in ANNEXURE XXI to this report;

22. Other income as restated as appearing in ANNEXURE XXII to this report;

23. Cost of material Consumed as restated as appearing in ANNEXURE XXIII to this report;

24. Purchase of stock in Trade as restated as appearing in ANNEXURE XXIV to this report;

25. Change in inventories of finished goods as restated as appearing in ANNEXURE XXV to this report;

26. Employees benefit expenses as restated as appearing in ANNEXURE XXVI to this report;

27. Finance costs as restated as appearing in ANNEXURE XXVII to this report;

28. Depreciation and amortization expenses as restated as appearing in ANNEXURE XIV to this report;

29. Other expenses as restated as appearing in ANNEXURE XXVIII to this report;

30. Contingent liabilities as restated as appearing in ANNEXURE XXIX to this report;

31. Related party transactions as restated as appearing in ANNEXURE XXX to this report;

32. Tax shelter as restated as appearing in ANNEXURE XXXI to this report;

33. Capitalisation statement as at 31st March, 2024 as restated as appearing in ANNEXURE XXXII to this report;

34. Statement of accounting ratios & additional Information as restated as appearing in ANNEXURE XXXIII to this report,

9. The Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited financial statements mentioned above.

10. The preparation and presentation of the Financial Statements referred to above are based on the Audited financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The Financial Statements and information referred to above is the responsibility of the management of the Company.

11. The report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued by any other firm of chartered accountants nor should this report be construed as a new opinion on any of the financial statements referred to therein.

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

13. In our opinion, the above financial information contained in Annexure I to XXXIII of this report read with the respective significant accounting policies and notes to restated summary statements as set out in Annexure IV are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Act, ICDR Regulations, Engagement Letter and Guidance Note.

14. Our report is intended solely for use of the Board of Directors for inclusion in the Draft Offer Document/ Offer

Document in connection with the SME IPO. Our report should not be used, referred to or adjusted for any other purpose except with our consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.

For A D V & Associates

Chartered Accountants

Firm Registration no: 128045W

Pratik Kabra

Partner

Membership No.: 611401

UDIN: 24611401BKCLGQ9477

Place: Mumbai

Date: 12th September, 2024