We have audited the accompanying standalone financial
statements of Deep Industries Limited (the 'Company') which
comprise the Balance Sheet as at March 31,2026, and the statement
of Profit and Loss (including the statement of 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 significant accounting policies and other
explanatory information (herein after referred as "the standalone
financial statements").

In our opinion and to the best of our information and according to
the explanations given to us, the standalone 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 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 31,2026, and its profit,
total comprehensive income, the statement of changes in equity
and its cash flows for the year then ended on that date.

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 Standalone Financial Statements section of our
report. We are independent of the Company in accordance with the

Code of Ethics issued by Institute of Chartered Accountants of India
(ICAI) together with the ethical requirements that are relevant to our
audit of the standalone financial statements under the provisions of
the Act and the Rules made 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
obtained by us is sufficient and appropriate to provide a basis for
our opinion on the standalone financial statements.

Emphasis of Matter

We draw attention to Note No. 49.1 of the standalone Financial
Statement regarding Scheme of Amalgamation of Kandla Energy &
Chemicals Limited ("KECL"), a wholly owned subsidiary, with Deep
Industries Limited ("DIL") and their respective shareholders and
creditors. The Scheme has been duly sanctioned by the Hon'ble
National Company Law Tribunal (NCLT), Ahmedabad.

The accounting treatment of the amalgamation has been carried out
in accordance with the applicable Indian Accounting Standards (Ind
AS), including the principles prescribed under Ind AS 103 - Business
Combinations. The Appointed Date of the Scheme is March 31,2025.
Accordingly, the comparative figures for the previous period/year
have been restated and/or reclassified, wherever necessary, to give
effect to the Scheme and to ensure comparability with the current
year presentation.

Our opinion is not modified in respect of these matters.

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. We have determined the matters
described below to be the key audit matters to be communicated
in our report.

Information other than Standalone Financial Statements &
Auditors Report thereon

The Company's Board of Directors is responsible for the Other
Information. The Other Information comprises the information
included in the Board's Report including Annexures to Board's
Report, Corporate Governance report and Management Discussion
and Analysis (but does not include the standalone financial
statements, consolidated financial statements and our auditor's
reports thereon). The other information is expected to be 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 identified
above 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. 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.

When we read the other information, if we conclude that there is
a material misstatement therein, we are required to communicate
the matter to those charged with governance as required under SA
720 "The Auditor's Responsibilities Relating to Other Information".

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 including
other comprehensive income, changes in equity and cash flows
of the Company in accordance with the Indian Accounting

Standards (Ind AS) specified under section 133 of the Act read
with the Companies (Indian Accounting Standards) Rules, 2015,
as amended. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions
of the Act, for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making
judgement and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring
accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the standalone financial
statements 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, 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 Standalone
Financial Statements: -

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 Standard on Auditing,

we exercise professional judgment and maintain professional

skepticism 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 financial 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 polices used
and the reasonableness of accounting estimates and related
disclosures made by the 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 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.

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
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 are necessary for the
purpose 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 the paragraph 2(i)
(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014 (as
amended).

(c) The Balance Sheet, the Statement of Profit and
Loss including statement of other comprehensive
income and the Cash Flow Statement, Statement
of changes in Equity 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
Companies Act, 2013;

(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 modification relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph (b) above on
reporting under Section 143(3) and paragraph 2(i)

(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014 (as
amended).

(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";

(h) With respect to the 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/provided by
the Company to its directors during the year is in
accordance with the provisions of section 197 read
with Schedule V to the Companies Act, 2013;

(i) 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) Rule, 2014, in
our opinion and to the best of our information and
according to the explanations given to us :

a) The Company has disclosed the impact of
pending litigations on the financial position
of its financial statements - Refer Note No. 39
to the standalone financial statements;

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

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

d) (a) The Management has represented that,

to the best of its knowledge and belief,
as disclosed in the notes to the accounts
no funds (which are material either
individually or in the aggregate) 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.

(b) The Management has represented, that,
to the best of its knowledge and belief,
as disclosed in the notes to accounts,
no funds (which are material either
individually or in the aggregate) 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.

(c) Based on the audit procedures that
has 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 provide under
(a) & (b) above contain any material
misstatement..

(e) The final dividend proposed in the previous
year, declared and paid by the Company
during the year is in accordance with Section
123 of the Act, as applicable.

The Company has not declared and paid any
interim dividend during the year and until
the date of this report.

The Board of Directors of the Company have
proposed final dividend for the year, which
is subject to approval of the member at
the ensuing Annual General Meeting. The
amount of dividend proposed in accordance
with Section 123 of the act as applicable.

(f) Based on our examination which included
test checks, we report that 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 except that audit trail feature is not
enabled for direct changes to database level.
Further, during the course of our audit we did
not come across any instance of audit trail
feature being tampered with in respect to
accounting software. Additionally, the audit
trail has been preserved by the Company
as per statutory requirements for record
retention to the extent it was enabled and
recorded in the respective years. (Refer Note
No. 56 to the Standalone financial statement).

For Mahendra N. Shah & Co.

Chartered Accountants
FRN 105775W

Sd/-

CA Chirag M. Shah

Partner
M. No. 045706

UDIN: 26045706IQERKA4459
Place: Ahmedabad
Date: May 14, 2026