KD Leisures Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2025

We have audited the accompanying standalone financial statements of KD Leisures Limited (“the
Company
”) which comprises the Balance Sheet as at 31 March 2025, the Statement of Profit and
Loss (including Other Comprehensive Income), Statement of Changes in Equity and Statement of
Cash Flows for the year then ended, and notes to the financial statements, including a summary of
material accounting policies and other explanatory information (hereinafter referred to as “the
standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us,
except for the effects of the matters described in Basis for Qualified Opinion section of our report the
aforesaid Standalone Financial Statements give the information required by the Companies Act,
2013, as amended, ("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 read with the
Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS") and other accounting
principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, its
loss, total comprehensive income, changes in equity and its cash flow for the year ended on that
date.

Basis for qualified Opinion

Attention is invited to the following matters in the Notes to the Standalone Financial Statements:

(i) the confirmations regarding the closing balances of loans and advances were not
made available to us by the management. Therefore, we are unable to comment on
whether those balances, as shown in financial results, are correct or not.

(ii) the Company has not complied with the provision of Income Tax Act, 1961 (“IT Act”)
by failing to file the Income Tax Return (“ITR”) under section 139 of the IT Act for the
assessment year 2021-22 onwards. Accordingly, the company shall be liable to pay
the applicable penalties for non-filing of ITR as per provisions of the IT Act.

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 Standalone 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 standalone 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 on
the Standalone Financial Statements.

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 not come across with any key audit matter to be communicated in our report.

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon

The Company’s Management and Board of Directors are responsible for the other information. The
other information comprises the information included in the Company’s annual report, but does not
include the standalone financial statements and our auditor’s report thereon. The Company’s annual
report is expected to made available to us after the date of this auditor’s report.

Our opinion on the standalone 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 standalone financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the standalone financial statements or our knowledge obtained in the audit or otherwise appears
to be materially misstated.

The Director’s report is not made available to us at the date of this auditor’s report. We have nothing
to report in this regard.

Management’s and Board of Director’s Responsibilities for the Standalone Financial
Statements

The Company’s Management and Board of Directors are responsible for the matters stated in section
134(5) of the Act with respect to the preparation of these standalone 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 accounting principles
generally accepted in India, including Indian Accounting Standards (IND AS) prescribed 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 of
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 standalone financial statement that give a true and fair view and
are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the management and Board of Directors are
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.

The Board of Directors is also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of Standalone IND AS Financial Statement

Our objectives are to obtain reasonable assurance about whether the Standalone 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
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 standalone financial statements.

As part of an audit in accordance with SA’s, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone 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 Companies
Act, 2013, we are also responsible for expressing our opinion on whether the company has
adequate internal financial controls with reference to Standalone 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 the Management and Board of Directors.

• Conclude on the appropriateness of the Management and Board of Directors use of the going
concern basis of accounting in preparation of standalone financial statements 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 standalone 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 standalone financial statements,
including the disclosures, and whether the standalone financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually
or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user
of the standalone financial statements may be influenced. We consider quantitative materiality and
qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work;
and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements

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.

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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s 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 specified in paragraphs 3 and 4 of the

Order, to the extent applicable.

2. As required by Section 143(3) of the Act, based on our audit we report, to the extent applicable

that:

(a) Except for the matters described in the basis of qualified section, 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 (including Other Comprehensive
Income), Statement of change in equity and the Statement of Cash Flow dealt with by this
Report are in agreement with the books of account.

(d) Except for the possible effects of the matters described under the Basis for Qualified
Opinion paragraph,
in our opinion, the aforesaid standalone financial statements comply with
the Indian Accounting Standards (IND AS) specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31 March 2025
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 Control with reference to Standalone
Financial Statements of the Company and the operating effectiveness of such controls, refer
to our separate Report in the
“Annexure B”.

(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, in our opinion and to the best of
our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in
its standalone financial statements;

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

iii. There has no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company.

iv.

> The management has represented that, to the best of its knowledge and belief, 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 persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of
the Company or provide any guarantee, security or the like to or on behalf of the
Ultimate Beneficiaries;

> The management has represented, that, to the best of its knowledge and belief, no
funds have been received by the Company from any persons or entities, 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 (“Ultimate
Beneficiaries”) by or on behalf of the Funding Party or provide any guarantee,
security or the like from or on behalf of the Ultimate Beneficiaries; and

> Based on such audit procedures as considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that
the representations under subclause (a) and (b) above contain any material mis¬
statement.

v. The company has not declared dividend during the year ended 31 March 2025.

vi. Based on our examination which included test checks, the Company has used an
accounting software for maintaining its books of account for the financial year
ended 31 March 2025, which does not have a feature of recording audit trail (edit
log) facility. Further, the audit trail has not been preserved by the Company as per
the statutory requirements for record retention.

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with the
requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us,
the remuneration paid by the Company to its directors during the current year is in accordance
with the provisions of section 197 of the Act.

For GAV & Associates,

Chartered Accountants

Firm’s Registration No.: 036002N

Sd/-

CA Rahul Gupta

Partner

Membership No.: 562648

UDIN: 25562648BNFVUO7986

Place: Delhi

Date: 07 November 2025

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