We have audited the accompanying financial statements
of Apex Frozen Foods Limited ("the Company"), which
comprise the balance sheet as at 31^st March 2026,
and the statement of profit and loss (including other
comprehensive income), the statement of changes in
equity and the statement of cash flows for the year then
ended, and notes to the financial statements, including a
summary of material accounting policy information and
other explanatory notes (hereinafter referred to as "the
financial statements").

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) prescribed
under Section 133 of the Companies Act, 2013 read with

Companies (Indian Accounting Standards) Rules, 2015,
as amended, and other accounting principles generally
accepted in India, of the state of affairs of the Company
as at March 31^st 2026, the profit and other comprehensive
income, changes in equity and its cash flows for the year
ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in
accordance with the Standards on Auditing (SAs) 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.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Other Information

The Company's Board of Directors is responsible for the
other information. The other information comprises the
information included in the Director's Report including
Annexures to Director's Report, Management Discussion
and Analysis, Business Responsibility Report and
Sustainability report and Report on Corporate Governance
but does not include the financial statements and our
auditor's report thereon, which are expected to be made
available to us after the date of this Auditor's Report.

Our opinion on the financial statements does not cover the
other information and we do not and will 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 identified
above when it becomes available 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.

When we read the report and other information as stated
above, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to
those charged with governance.

Responsibilities of the Management and Those
Charged with Governance for the financial
statements

The Company's Board of Directors is responsible for the
matters stated in Section 134(5) of the Act with respect
to the preparation of these financial statements that give
a true and fair view of the financial position, financial
performance, total comprehensive income, changes in
equity, and cash flows of the Company in accordance
with the accounting principles generally accepted in India,
including the Indian 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 statement
that give a true and fair view and are free from material
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.

The 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 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.

As part of an audit in accordance with SAs, 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 Companies Act, 2013, we are also
responsible for expressing our opinion on whether
the company has adequate internal financial controls
system 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 management's
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.

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.

From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the financial statements of the
current period and are therefore the key audit matters. We
describe these matters in our auditor's report unless law
or regulation precludes public disclosure about the matter
or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report
because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest
benefits of such communication.

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 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.

2. (A) 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 except
for the matters stated in paragraph
2(C)(vi) below on reporting under Rule
11(g) of the Companies (Audit and
Auditors) Rules, 2014.

c) The Balance Sheet, the Statement
of Profit and Loss (including other
comprehensive income), the

Statement of Changes in Equity and
the Statement of cash flow dealt with
in this Report are in agreement with the
books of account.

d) In our opinion, the aforesaid financial
statements comply with the Indian
Accounting Standards specified under
section 133 of the Act.

e) On the basis of the written
representations received from the
directors as on 31^st March 2026 taken
on record by the Board of Directors,
none of the directors is disqualified
as on 31^st March 2026 from being
appointed as a director in terms of
Section 164(2) of the Act.

f) The modifications relating to the
maintenance of accounts and other
matters connected therewith are as
stated in the paragraph 2(A)(b) above
on reporting under Section 143(3)
(b) of the Act and paragraph 2(C)(vi)
below on reporting under Rule 11(g)
of the Companies (Audit and Auditors)
Rules, 2014.

g) With respect to the adequacy of
internal financial controls over financial
reporting of the Company and the
operating effectiveness of such
controls, refer to our separate Report in
"Annexure B".

(B) 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, the managerial remuneration
for the year ended March 31, 2026 has
been paid/provided by the Company to its
directors in accordance with the provisions
of section 197 read with Schedule V to
the Act;

(C) 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 has disclosed the impact
of pending litigations as on March 31,
2026 on its financial position in its

financial statements- Refer Note.47 to
the 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 been a delay of six days
in transferring amounts aggregating
to C 0.70 Lakhs to the Investor
Education and Protection Fund during
the year ended 31^st March 2026. We
are informed, the delay was due to
technical issue in the operation of the
unpaid dividend account.

iv. (a) The management has represented

that, to the best of its 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 its knowledge
and belief, 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) contain any material mis¬
statement.

v. The final dividend paid by the Company
during the year in respect of the same
declared for the previous year is in
accordance with section 123 of the
Act to the extent it applies to payment
of dividend.

As stated in Note 48 to the financial
statements, the Board of Directors
of the Company have proposed final
dividend for the year which is subject
to the approval of the members at the
ensuing Annual General Meeting. The
dividend declared is in accordance
with section 123 of the Act to the extent
it applies to declaration of dividend.

vi. The reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules,
2014 is applicable from 1 April 2023.

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 and except for records
of Property plant and equipment,
Payroll and Inventories which were not
maintained in any software.

Further, during the course of our audit
we did not come across any instance of
audit trail feature being tampered with.

Additionally, the audit trail (edit
log) facility, has been preserved by
the Company as per the statutory
requirements for record retention
with effect from 12^th December
2023, the date on which the audit trail
was enabled.

For Padmanabhan Ramani & Ramanujam

Chartered Accountants
FRN:002510S

Sd/-

P. Ranga Ramanujam

Partner

Membership No: 022201
UDIN: 26022201VFUYLE8191

Place: Kakinada
Date: May 30 2026