Auditor Report of Repono Ltd.

Mar 31, 2024

We have audited the financial statements of REPONO PRIVATE LIMITED (CIN:
U74999MH2017PTC90217) (“the Company”), which comprise the Balance Sheet as at 31st
March 2024, and the statement of Profit and Loss and statement of cash flows for the year then
ended, and notes to the financial statements, including a summary of significant accounting
policies and other explanatory information.

Opinion

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 Act in the manner so
required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at 31st March, 2024, it’s profit and its
cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013. 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 together with the ethical
requirements that are relevant to our audit of the 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 for our
opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance
in our audit of the standalone financial statements of the current period. These matters were
addressed in the context of our audit of the standalone financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters. We
have determined the matters described below to be the key audit matters to be communicated in
our report.

1. During the year company board disinfested entire investments from the subsidiary M/s

Repono Green Private Limited representing 99.90% of Investee Equity Capita! and
Associate M/s Enerjaa Infra Private Limited representing 50% equity of the investee
company. Disinvestment carried out at the face value upper from fair value determined
which based on the share valuation report issued by the valuer as per Section 56(2)(x)of
the Income Tax Act, 1961

2. Due to disinvestment no consolidate financial statement shall prepare for FY 2023-24

Information other than the financial statements and auditors’ report thereon

The Company’s board of directors is responsible for the preparation of the other information.
The other information comprises the information included in the Board’s Report including
Annexures to Board’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 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 no 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 Standalone
Financial Statements

The Company’s 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 financial statements
that give a true and fair view of the financial position, financial performance and cash flows of
the Company in accordance with the accounting principles generally accepted in India, including
the accounting Standards specified 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 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 materia!
misstatement, whether due to fraud or error.

In preparing the financial statements, management 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 management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting
process.

Auditor’s Responsibilities for the Audit of the 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
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 SAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are
considered materia! 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.

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by

the Centra! 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 specified

in paragraphs 3 and 4 of the Order, to the extent applicable,

2. As required by Section 143 (3) of the Act, we report 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 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 from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss dealt with by this Report are in
agreement with the books of account.

d) In our opinion, the aforesaid financial statements comply with the Accounting
Standards specified under Section 133 of the Act and rules made thereunder.

e) On the basis of the written representations received from the directors as on 31st
March, 2024 taken on record by the Board of Directors, none of the directors is
disqualified as on 31st March, 2024 from being appointed as a director in terms of
Section 164 (2) of the Act.

f) This report does not include a report relating to internal financial controls as required
u/s 143(3)(i) pursuant to Notification No. GSR 583(E) dated 13.06.2017 issued by
MCA as is not applicable to the Company.

g) With respect to the other matters to be included in the Auditor’s report in accordance
with the requirements of Sec 197(16) of the Act as amended, we report that Section
197 is not applicable to a private company. Hence reporting as per Section 197(16) is
not required, (applicable in case of Private Company)

h) 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, 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 except an order of GST - DRC-07 under appeal for the amount
of Rs.2460.24 Thousand (Tax-Rs.2236.58 Thousand & Penaity-Rs.223.66
Thousand) for F.Y. 2018-19 under dispute.

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 the Company.

iv. (a) The management has represented that, to the best of it’s knowledge and
belief, other than as disclosed in the notes to the accounts, no funds 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(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 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;

(b) The management has represented, that, to the best of it’s knowledge and
belief, other than as disclosed in the notes to the accounts, no funds have been
received by the company from any person(s) or entity(ies), including foreign
entities (“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 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 (a) and (b) above, contain any material mis-statement.

v. No dividend have been declared or paid during the year by the company.

vi. 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 S Bapna & Associates

Chartered

CA Virendra Bapna

(Proprietor)

M.No. 405027

UDIN- 24405027BKFKUN8027

Date: 24.06.2024

Place: Navi Mumbai