We have audited the accompanying standalone financial statements of Asian Hotels (North) Limited (“the Company”), which comprises
of the Balance Sheet as at 31st March 2025, the statement of Profit and Loss (including other comprehensive income), the 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.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial
statements gives the information required by the Companies Act, 2013 (“the Act”) in the manner so required and gives 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 as at 31st March 2025, and its profits, total comprehensive income, its cash flows and the changes in equity for the year
ended on that date.

Emphasis of Matters

We draw attention to the following matters in the Notes to the standalone financial statements:

A. Contingent Liabilities

We draw attention to Note 33 which describes the uncertainty related to the outcome of certain disputes and law-suits filed
against the Company. The impact (if any) of these disputes/law-suits on the standalone financial statements of the Company
could not be ascertained.

B. Status of Secured and Unsecured Borrowings

We draw attention to Note 18 to the Financial Statement. During the year ended March 31, 2025, the Company has completed
One Time Settlement (OTS) with Bank of Maharashtra ("BOM"), J.C. Flowers Asset Reconstruction Private Limited ("JCF"),
Standard Capital Markets Ltd.("SCML") and VSJ Investment Ltd. Due to such settlement, there is write back of interest liability
& Principal on these loans amounting to Rs. 30,120.56 Lakhs which is being disclosed as exceptional item in the financial
statement.

C. Current Status of Business Operations and ability to continue as a Going Concern

We draw attention to Note 46 to the Financial Statements relating to the Current Status of Business Operations. The Company's
financial statements are prepared on a going concern basis, which contemplates the utilization of assets and the satisfaction of
obligations in the normal course of business.

The operating profitability for the Company is improving significantly and it will be further aided by several cost reduction
measures being adopted by the Company. The Company has completed OTS with various Banks and Financial Institutions. The
Management is confident that its planned financial settlement will enable the Company to continue as a going concern.

D. Reclassification of “Promoter/Promoter Group” to “Public Category”

We draw attention to Note 39(aa) to the Financial Statement. Pursuant to the request of re-classification raised by Mr. Amritesh
Jatia, Mr. Shiv Kumar Jatia, Asian Holdings Private Limited (AHPL), Yans Enterprises (HK) Limited (Yans) and Fineline Holdings
Limited (FHL), (together referred as 'outgoing promoters') on May 07, 2024 in compliance with Regulation 31A and other
applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company made an application to BSE Limited (BSE) and National Stock Exchanges of India Limited (NSE) ('Stock
Exchanges') for reclassification of' Promoter/Promoter Group' to 'Public' category, on July 15, 2024 and appropriate intimations
in respect to same was duly submitted to the Stock Exchanges.

The Company has received approval from BSE Ltd. and National Stock Exchange of India Limited (NSE) on March 18, 2025.

E. Non-Requirement of Presentation of Consolidated Financials

We draw attention to Note 43 to the financial statement. In respect of foreign subsidiaries, an liquidation order is being passed
by competent authority on voluntary application for liquidation. Accordingly, in the absence of control over these entities, the
Company will not be presenting Consolidated Financial Statements.

F. Advance for Sale of Property

We draw attention to Note 52 to the Financial Statement. The Company has received Rs. 331.51 Crores as Advance for Sale of
properties during the year ending March 31, 2025.

Our opinion is not modified in respect of the above matter's “A” to “F” above.

Basis for Opinion

We conducted our audit of the standalone 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 ICAI's Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit 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 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 Matters

Impairment on Plant & Machinery for Power Generation Business

The Company has booked Impairment loss of Rs. 200.00 Lakhs on Plant & Machinery related to Windmill Operations which represents
the estimate amount of expense required to be incurred for making the same operational.

Our opinion is not modified in respect of the above matters.

Information Other than the Standalone Financial Statements and Auditor's 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 Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business
Responsibility Report, Corporate Governance and Shareholder's Information, but does not include the standalone financial statements

and our auditor's report thereon.

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 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 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 Standalone 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 standalone financial statements that give a true and fair view of the financial position, financial performance, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian
Accounting Standards (Ind AS) 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 implementation and maintenance 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 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. 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 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 Act, 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.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the standalone 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 the paragraph
3 and 4 of the order, to the extent applicable.

(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. However, the backup of the certain books of accounts, other books and papers
maintained in electronic mode has not been maintained on servers physically located in India on daily basis ;

c. The balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are in
agreement with the books of account;

d. In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e. On the basis of the written representations received from the directors as on 31st March 2025 taken on record by the
Board of Directors, none of the directors is disqualified as on 31st 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 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 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, wherever necessary, of pending litigations on its financial position in its
financial statements - Refer Note 34 to the financial statements;

ii. the Company has made provision, as required under the applicable law or Indian Accounting Standards, for material
foreseeable losses, if any, on long-term contracts including derivative contracts;

iii. There has been 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 it's 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 person(s) or entity(ies), including foreign entities (“Intermediaries”), with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall, 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.

v. The Management has represented, that, to the best of it's 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, 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.

vi Based on the audit procedures performed that have been considered reasonable and appropriate in the
circumstances, nothing has come to my/our notice that has caused me/us to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e) contain any material mis-statement.

vii The company has not declared or paid any dividend during the financial year ended 31st March, 2025 and thus the
reporting requirement as per Rule 11(f) is not applicable.

viii Based on our examination, which included test checks, the Company has used accounting software for maintaining
its books of account for the year ended March 31,2025, 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 the audit trail feature being tampered with.

(C) With respect to the matter to be included in the Auditors' Report under Section 197(16) of the Act:

In our opinion and according to the information and 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. The remuneration paid to
any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not
prescribed other details under Section 197(16) which are required to be commented upon by us.

For, V V Kale & Co

Chartered Accountants

Firm Reg. Number: 000897N

Vijay V. Kale

Partner

Membership No: 080821

UDIN: 25080821BMGZTI9908

Place: New Delhi

Date: 28 May 2025