We have audited the accompanying Financial Statements of GALA GLOBAL
PRODUCTS LIMITED (the Company), which comprise the Balance Sheet as at March 31,
2024, the Statement Of Profit and Loss, including the Statement of Other Comprehensive
Income, the Cash Flow Statement and the Statement of Changes in Equity for the year
then ended, and Notes to the Financial Statements, including a summary of Significant
Accounting Policies and other Explanatory Information (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, except for the possible effects of the matter described in the Basis for Qualified
Opinion section of our report, 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 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 Iridja”ofthq'4tate.
of affairs of the Company as at March 31, 2024, the loss and total cqfftRr^hpnsive income^ v-

changes in equity and its cash flows for the year ended on that daf^f ^C rbPucn. Y?2?oq¹⁰ )j

\\oX MEF No’ 04060 /&//

NvoX^AHMEDAEAD

Basis for Qualified Opinion

1. (a) Considerable payments made as advances to the supplier can be quantified
subject to detailed investigation with the outcome of future events only. As per the
information and explanations provided to us, this matter is sub- judice at present. ECL
Provisioning for the same will be done on the basis of a detailed investigation with the
outcome of future events only. The considerable value of the stock is subject to
acceptance by a customer and can be quantified with the outcome of future events only,
(b) There is a major amount of stock and it is not possible to value the stock, especially
in the light of the obsolescence possibility due to the nature of goods. Ind AS 2 is not
followed. We are not in a position to quantify the effect on the Profit and Loss accounts
and Balance Sheet of the company.

2. Ind AS adjustments are yet to be affected in the books. In light of this, we are not
in a position to quantify the effect on the Profit and Loss accounts and Balance Sheet of
the company.

3. During the year the company had made various transactions with Director/s and
other related parties. We are unable to verify whether such transactions were carried
out at arm’s length price. With reference to the overall situation of the company, the
company is running a current account with the Director/s and section 185 may be
attracted.

4. As required under Ind AS 109, Financial Instruments, the company has not
measured the loss allowance with regard to the provision of expected credit loss for
financial instruments.

5. As auditors, we observe the reasonable threat to the going concern status even though
visible efforts are seen to avert the treat.

6. As required under Ind AS 108, Operating Segments, the company has not reported the
operating segment with respect to various segments. The company has entered into
trading of many commodities other than paper.

7. The company carries Intangible assets worth Rs. 13 crores which are not amortized
and are subject to valuation and we are not in a position to quantify.

8. The savings on OTS of Rs. 41.54 Lakh have been booked in spite of the provisional
letter resulting in over statement of profit and understatement of liability to that extent.

9. The company has not accounted audit fees in the books. Accordingly, profit is
overstated, and current liabilities is understated to that extent.

10. Some bank Loan Statements/ Confirmations are not provided for the verification and
certifications are pending.

11. Bank CC Account as on 31.03.2024 is showing long outstanding with a
substantial amount under reconciliation.

12. Provision of interest on Loans is not provided in the books.

13. Audit trail accounting yet to be adopted by the Company.

We conducted our audit of the Financial Statements in accordance with the Standards on
Auditing ('SAs'), as 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 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 ICAl's Code
of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our qualified audit opinion on the Financial Statements.

Emphasis of Matters

1. We draw attention to the requirements of Ind AS 19 — Employee Benefits have
not been complied with. Based on the books of account and as per the explanations
given by the management, the Company is in the process of finalization of structure
for the employee benefits, and hence, there were no employees who were eligible for
the benefits yet. Accordingly, Employee Benefits have not been provided in the
financial statements as per the criteria defined by the Company.

2. We draw attention to the inability to pay income tax liabilities of Rs. 63.2 lakhs
based on tax audit assessment of the company on the earlier due date.

3. The company is required to maintain cost records and required to be audited u/s
148 of the Companies Act, 2013. However, cost records have not been maintained
as prescribed, nor the same has been audited as prescribed. Hence, we are unable
to review the same.

4. As required under Section 138 of the Companies Act 2013 read with rule 13 of
Companies (Accounts) Rules,2014, every listed company is required to appoint an
Internal Auditor. However, the company has not appointed an Internal Auditor and
are in the process of appointment of the internal auditor.

5. Various compliances of statutory requirements like; company law, PF, TDS,
Income tax, etc; are subject to actual compliance.

6. We draw attention to outstanding dues of the provident fund and outstanding TDS,
TCS, etc. are yet to be paid.

7. Balances of Debtors, Creditors, Security Deposits, etc; are subject to confirmation.

8. Valuation of inventories is accounted on the basis of management evaluation.

9. Some mandatory disclosures as per schedule - III Division - II are not properly
presented.

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 for the financial year ended March
31, 2024. 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. In addition to the matter described in the ‘Basis for

Qualified Opinion’ section, we have determined the matters described below to be the key
audit matters to be communicated in our report.

We have fulfilled the responsibilities described in the 'Auditor's responsibilities for the
audit of the Financial Statements' section of our report, including in relation to these
matters. Accordingly, our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement of the Financial
Statements. The results of our audit procedures, including the procedures performed to
address the matters below, provide the basis for our audit opinion on the accompanying
Financial Statements.

Other Matters

1. We draw attention to Note 3 to Note 8

2. We draw attention to Note 32 of the financial results, as regards the management’s
evaluation of COVID-19’s impact on the future performance of the Company. To
assess the recoverability of certain assets, investments, and trade receivables, the
Company has considered internal and external information up to the date of this
report in respect of the current and estimated future global including Indian
economic indicators consequent to the global health pandemic. The actual impact of
the pandemic may be different from that considered in assessing the recoverability of
these assets.

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

The Company’s Board of Directors is responsible for 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
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 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.

Responsibilities of Management and Board of Directors for the 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 Financial
Statements that give a true and fair view of the financial position, financial performance
including other comprehensive income, cash flows and changes in equity of the Company
in accordance with the Ind AS and the accounting principles generally accepted in India.
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 the 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 material
misstatement, whether due to fraud or error.

In preparing the 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 the Board of Directors 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 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 SAs, 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 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 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 financial statements that,
individually or in aggregate, make it probable that the economic decisions of a reasonably
knowledgeable user of the 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 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
for the financial year ended March 31, 2024, 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 Section 143(3) of the Act^ vpe'fdport that^'^>_:;:

/f%^^>FRN

if. / ratkC, No WftO 510

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 company's balance sheet and the statement of profit and loss account dealt
with by this report are in agreement with the books of account.

d. In our opinion, the aforesaid Ind AS financial statements, subject to the matters
mentioned in the ‘Basis for Qualified Opinion’ para above, comply with the Ind AS
specified under Section 133 of the Act, read with relevant rules issued there under;

e. On the basis of the written representations received from the directors taken
on record by the Board of Directors, none of the directors is disqualified as on
March 31, 2024 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 A”.

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 does not have any pending litigations which would impact
its financial position.

II. The Company does not have any long-term contracts, including
derivative contracts having 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 during the year
ended March 31, 2024. _ _

A. The Management has represented that, to the best of its knowledge
and belief, 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 or entity, including
foreign entity (“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 (which are material either individually or in the
aggregate) have been received by the Company from any person or
entity, including foreign entity (“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.

C. Based on such audit procedures that we have considered
reasonable and appropriate in the circumstances, nothing has
come to our notice that has caused us to believe that the
representations under both sub-clauses mentioned above contain any
material mis-statement.

IV. The company has not proposed or declared any dividend during the year.

V. Based on our examination which included test check, the company has
not used an accounting software for maintaining its books of account
which has feature of recording audit trail (Edit Log) facility for all relevant
transactions recorded in the software. As ..proviso Rule 3(1) of the

companies (Accounts) Rules, 2014 is applicable from April, 2023
reporting under Rule 11(g) of the companies (Audit and Auditors) Rules,
2014 on preservation of audit trail as per the statutory requirements for
record retention is not applicable for the financial year ended on March
31, 2024.

VI. With respect to the other matters to be included in the Auditor’s Report
in accordance with the requirements of sub-section (16) of Section 197
of the Act, as amended, we report that to the best of our information and
according to the explanations given to us, remuneration paid by the
Company to its directors during the year is in accordance with the
provisions of Section 197 of the Act.

h. In our opinion , the remuneration paid/provided by the company for its directors
and manager for the year ended on March 31, 2024 is in accordance with the
provision of section 197 read with Schedule V to the Act.

2. 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 B” a statement on the matters specified in paragraphs 3 and 4 of
the Order.

For

H K Shah & Co.,

Chartered Accountants

™-^{! 109583W} /feSEKA

H K Shah _Hf,/_DA8AD^^

Partner

M.No.: 042758

Place: Ahmedabad

Date: September 06, 2024

UDIN: