Auditor Report of ICICI Prudential Asset Management Company Ltd.

Mar 31, 2025

1. We have audited the accompanying financial statements of ICICI Prudential Asset Management Company
Limited (‘the Company''), which comprise the Balance Sheet as at 31 March 2025, the Statement of Profit
and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of
Changes in Equity for the year then ended, and notes to the financial statements, including material
accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
financial statements give the information required by the Companies Act, 2013 (‘the Act'') in the manner so
required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS'') specified
under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other
accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025,
and its profit (including other comprehensive income), its cash flows and the changes in equity for the year
ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the
Act. Our responsibilities under those standards are further described in the Auditor''s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company in accordance
with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI'') together with the
ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act
and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.

4. The Company''s Board of Directors are responsible for the other information. The other information obtained
at the date of the auditor''s report is the information included in the Director''s Report, but does not include
the financial statements and our auditor''s report thereon.

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

In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the 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

5. The accompanying financial statements have been approved by the Company''s Board of Directors. The
Company''s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect
to the preparation and presentation of these financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive income, changes in equity and cash flows of
the Company in accordance with the Ind AS specified under section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India. This
responsibility also includes maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate 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.

6. In preparing the financial statements, the Board of Directors is responsible for assessing the Company''s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company
or to cease operations, or has no realistic alternative but to do so.

7. The Board of Directors is also responsible for overseeing the Company''s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements

8. 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 auditor''s 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 Standards on Auditing will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

9. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we
exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls with reference
to financial statements in place and the operating effectiveness of such controls;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

• Conclude on the appropriateness of Board of Directors'' 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 Company''s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s 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 auditor''s
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.

10. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.

Report on Other Legal and Regulatory Requirements

11. As required by section 197(16) of the Act based on our audit, we report that the Company has paid
remuneration to its directors during the year in accordance with the provisions of and limits laid down under
section 197 read with Schedule V to the Act.

12. As required by the Companies (Auditor''s Report) Order, 2020 (‘the Order'') issued by the Central Government
of India in terms of section 143(11) of the Act we give in the Annexure A a statement on the matters specified
in paragraphs 3 and 4 of the Order, to the extent applicable.

13. Further to our comments in Annexure A, as required by section 143(3) of the Act based on our audit, we
report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit of the accompanying financial statements;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books;

c) The financial statements dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid financial statements comply with Ind AS specified under section 133 of
the Act;

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

f) With respect to the adequacy of the internal financial controls with reference to financial statements of
the Company as on 31 March 2025 and the operating effectiveness of such controls, refer to our
separate report in Annexure B wherein we have expressed an unmodified opinion; and

g) With respect to the other matters to be included in the Auditor''s 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:

i. The Company, as detailed in note 41 to the financial statements, has disclosed the impact of
pending litigations on its financial position as at 31 March 2025.

ii. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses as at 31 March 2025;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company during the year ended 31 March 2025;

iv. a. The management has represented that, to the best of its knowledge and belief, as

disclosed in note 44 to the financial statements, no funds have been advanced or loaned
or invested (either from borrowed funds or securities premium or any other sources or kind
of funds) by the Company to or in any person(s) or entity(ies), including foreign entities
(‘the intermediaries''), with the understanding, whether recorded in writing or otherwise, that
the intermediary shall, whether, directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the Company
(‘the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the
Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, as disclosed
in note 44 to the financial statements, no funds have been received by the Company from
any person(s) or entity(ies), including foreign entities (‘the Funding Parties''), with the
understanding, whether recorded in writing or otherwise, that the Company shall, whether
directly or indirectly, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries'') or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in
the circumstances, nothing has come to our notice that has caused us to believe that the
management representations under sub-clauses (a) and (b) above contain any
material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31 March 2025 and
until the date of this audit report is in compliance with section 123 of the Act

vi. Based on our examination which included test checks, the Company, in respect of financial year
commencing on or after 1 April 2024, has used accounting software for maintaining its books of
account which have a feature of recording audit trail (edit log) facility and the same have been
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. Furthermore, the audit trail has been preserved by the Company as per the statutory
requirements for record retention.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm''s Registration No:001076N/N500013

Sd/-

Sudhir N. Pillai

Partner

Membership No:105782

UDIN:25105782BMLIBM4612

Place: Mumbai

Date: 12 April 2025