ON RESTATED CONSOLIDATED FINANCIAL INFORMATION
The Board of Directors Xtranet Technologies Limited
Dear Sirs/Madams,
1. We have examined, as appropriate (refer paragraph 5 below), the attached Restated Consolidated Financial Information of Xtranet Technologies Limited (the "Company" or the "Issuer") and its subsidiaries (the Company and its subsidiaries together referred to as the "Group"), comprising the Restated Consolidated Statements of Assets and Liabilities as at March 31, 2026, 2025 and 2024, the Restated Consolidated Statements of Profit and Loss (including other comprehensive income), the Restated Consolidated Statements of Cash Flows, the Restated Consolidated Statements of Changes in Equity for the years ended March 31, 2026, 2025 and 2024, the Summary Statement of Significant Accounting Policies, and other explanatory information (collectively, the "Restated Consolidated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on June 17, 2026 for the purpose of inclusion in the Red Herring Prospectus ("RHP") prepared by the Company in connection with its proposed initial public offer of equity shares of the Company ("IPO") prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act").
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note") read with SEBI Communication as mentioned in Note 1.2 to the Restated Consolidated Financial Information (the "SEBI Communication"), as applicable.
2. The Companys Board of Directors is responsible for the preparation of the Restated Consolidated Financial Information for the purpose of inclusion in the RHP to be filed with Securities and Exchange Board of India, BSE Limited and National Stock Exchange of India Limited (collectively, the "Stock Exchanges") in connection with the IPO. The Restated Consolidated Financial Information have been prepared by the management of the Company on the basis of preparation stated in note 1.2 to the Restated Consolidated Financial Information. The respective Board of Directors of the companies included in the Group are responsible for designing, implementing, and maintaining adequate internal control relevant to the preparation and presentation of the respective restated financial information, which have been used for the purpose of preparation of this Restated Consolidated Financial Information by the Board of Directors of the Company, as aforesaid. The respective Board of Directors are also responsible for identifying and ensuring that the Group/each company within the Group complies with the Act, the ICDR Regulations and the Guidance Note read with the SEBI Communication, as applicable.
3. We have examined such Restated Consolidated Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated September 08, 2025 and addendum dated February 01, 2026 in connection with the proposed IPO of equity shares of the Issuer;
b) The Guidance Note read with the SEBI Communication, as applicable. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Consolidated Financial Information; and
d) The requirements of Section 26 of the Act and the ICDR Regulations.
Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note read with the SEBI Communication, as applicable, in connection with the IPO.
4. These Restated Consolidated Financial Information have been compiled by the management from:
a) the audited consolidated Ind AS financial statements of the Group as at and for the year ended March 31, 2026 (along with comparative consolidated Ind AS financial statements as at and for the year ended March 31, 2025) prepared in accordance with the Ind AS as prescribed under Section 133 of the Act read with relevant rules thereunder and the other accounting principles generally accepted in India (the "Consolidated Ind AS Financial Statements"), which have been approved by the Board of Directors at their meeting held on June 17, 2026.
b) the audited consolidated Ind AS financial statements of the Group as at and for the year ended March 31, 2025 (along with comparative consolidated Ind AS financial statements as at and for the year ended March 31, 2024) prepared in accordance with the Ind AS as prescribed under Section 133 of the Act read with relevant rules thereunder and the other accounting principles generally accepted in India (the "Consolidated Ind AS Financial Statements"), which have been approved by the Board of Directors at their meeting held on August 27, 2025.
c) the audited special purpose consolidated Ind AS financial statements of the Group as at and for the year ended March 31, 2024 (the "2024 Special Purpose Consolidated Ind AS Financial Statements") prepared in accordance with basis described in Note 1.2 of the Restated Consolidated Financial Information, which have been approved by the Board of Directors at their meeting held on September 08, 2025.
5. For the purpose of our examination, we have relied on:
a) Auditors report issued by us dated June 18, 2026 on the Consolidated Ind AS Financial Statements of the Group as at and for the year ended March 31, 2026 (along with comparative consolidated Ind AS financial statements as at and for the year ended March 31, 2025) as referred to in paragraph 4(a) above.
b) Auditors report issued by us dated August 27, 2025 on the Consolidated Ind AS Financial Statements of the Group as at and for the year ended March 31, 2025 (along with comparative consolidated Ind AS financial statements as at and for the year ended March 31, 2024) as referred to in paragraph 4(a) above.
c) Auditors report issued by us dated September 08, 2025 on the 2024 Special Purpose Consolidated Ind
AS Financial Statements of the Group as at and for the year ended March 31, 2024 as referred in paragraph 4(c) above, which included an Emphasis of Matter paragraph as mentioned below:
Emphasis of Matter:
"We draw attention to Note 1.2 to the 2024 Special Purpose Consolidated Ind AS Financial Statements, which describes the purpose and basis of preparation. The 2024 Special Purpose Consolidated Ind AS Financial Statements have been prepared by the Company solely for the purpose of preparation of the restated consolidated financial information in relation to the proposed initial public offering of the Company and to comply with the SEBI Communication. As a result, the 2024 Special Purpose Consolidated Ind AS Financial Statements may not be suitable for any another purpose. The 2024 Special Purpose Consolidated Ind AS Financial Statements cannot be referred to or distributed or included in any offering document or used for any other purpose except with our prior consent in writing. Our report is intended solely for the purpose of preparation of the restated consolidated financial information and to comply with SEBI Communication and is not to be used, referred to or distributed for any other purpose without our prior written consent. Our opinion is not modified in respect of this."
The statutory audit of the consolidated financial statements of the Group as at and for the year ended March 31, 2024 prepared in accordance with the accounting standards notified under the section 133 of the Act ("Indian GAAP") (the "Statutory Consolidated Indian GAAP Financial Statements"), which were approved by the Board of directors at their meeting held on September 23, 2024 was conducted by R Jayantilal Shah and Company. R Jayantilal Shah and Company issued reports dated September 23, 2024 on the Statutory Consolidated Indian GAAP Financial Statements.
Further, the audits of the 2024 Special Purpose Consolidated Ind AS Financial Statements of the Group the "Special Purpose Consolidated Ind AS Financial Statements") was conducted by us. We have examined the special purpose restated consolidated financial information as at and for the year ended March 31, 2024 and accordingly reliance has been placed on the restated consolidated statement of assets and liabilities and the restated consolidated statement of profit and loss (including other comprehensive income), restated statement of cash flows and restated statement of changes in equity, the summary statement of significant accounting policies, and other explanatory information (the "Special Purpose Restated Consolidated Financial Information") examined by us for the said year. The examination report included for the said year is based solely on the report submitted by us. We also confirmed that the Special Purpose Restated Consolidated Financial Information:
i. have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the financial year ended March 31, 2024 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at March 31, 2025;
ii. do not require any adjustment for modification as there is no modification in the underlying audit reports as referred in paragraph 5(c) above. There are items relating to emphasis of matters (refer paragraph 5(c) above), which do not require any adjustment to the Special Purpose Restated Consolidated Financial Information; and
iii. have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note read with the SEBI Communication, as applicable.
6. Based on our examination and according to the information and explanations given to us and also as per the reliance placed on the examination report submitted by us, as mentioned in paragraphs 5 above, we report that the Restated Consolidated Financial Information: a) have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the financial years ended March 31, 2026, 2025 and 2024 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at March 31, 2026;
b) do not require any adjustment for modification as there is no modification in the underlying audit reports referred in paragraph 5(a), (b), and (c) above. There are items relating to emphasis of matters (refer paragraph 5 above), which do not require any adjustment to the Restated Consolidated Financial Information; and
c) have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note read with the SEBI Communication, as applicable.
10. We confirm that we have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
11. The Restated Consolidated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited Special Purpose Consolidated Interim Financial Statements, Consolidated Ind AS Financial Statements, Special Purpose Consolidated Ind AS Financial Statements, Statutory Consolidated Indian GAAP Financial Statements as at and for the year ended March 31, 2024 mentioned in paragraph 5 above.
12. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us and/or R Jayantilal Shah and Company, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
13. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
14. Our report is intended solely for use of the Board of Directors for inclusion in the RHP to be filed with Securities and Exchange Board of India, BSE Limited and National Stock Exchange of India Limited (collectively, the "Stock Exchanges") in connection with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
| For Nagendra Pawaiya and Company |
| Chartered Accountants |
| FRN: 009541C |
| Sd/- |
| Nagendra Pawaiya |
| Partner |
| M.No. 079278 |
| UDIN: 26079278BDWUWG4787 |
| Place: Bhopal |
| Date: 18th June 2026 |
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