We have audited the accompanying standalone financial
statements of Ganesha Ecosphere Limited (“the Company”),
which comprise the balance sheet as at March 31, 2026, and the
statement of profit and loss (including other comprehensive
income), the cash flow statement and the statement of changes
in equity for the year then ended, and notes to the standalone
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 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 principles generally
accepted in India including Indian Accounting Standards (‘Ind
AS’) specified under Section 133 of the Act, of the state of affairs
(financial position) of the Company as at March 31, 2026, and its
profit (financial performance including other comprehensive
income), its cash flows and changes in equity for the year ended
on that date.

Basis for Opinion

We conducted our audit 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 the
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
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 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
determined the matters described below to be the key audit
matters to be communicated in our report:

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

The Company’s Board of Directors are responsible for the
preparation of the other information. The other information
comprises the information included in the Annual Report, 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 state of affairs (financial position), profit (financial
performance including other comprehensive income), cash flows
and changes in equity of the Company in accordance with the
accounting principles generally accepted in India, including the
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
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 statements that give a true
and fair view and are free from material misstatement, whether
due to fraud or error, which have been used for the purpose of
preparation of the standalone financial statements by the Directors
of the Company, as aforesaid.

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 the
management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

Those charged with governance 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 Standards on Auditing 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
judgment and maintain professional skepticism throughout the
audit. We also:

O 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.

O 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.

O Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management.

O 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.

O 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.

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 Section 143(11) 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. Further to our comments in Annexure 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(i)(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 cash flow
statement and the statement of changes in equity dealt
with by this report are in agreement with the books
of accounts.

(d) In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act.

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

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

(g) 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” Our report expresses
an unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls
over financial reporting.

(h) With respect to the other matters to be included in
auditor’s report in accordance with the requirements of
Section 197(16) of the Act:

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
director’s during the year is in accordance with the
provisions of Section 197 of the Act read with Schedule
V to the Act.

(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) 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 on its financial position in its standalone
financial statements - refer note 32.2;

ii. the Company has made provision, as required under
the applicable law or Ind AS, 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 during the year
ended March 31, 2026;

iv. (a) the management has represented that, to the

best of its knowledge and belief, 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 - refer note 49.0;

(b) the management has represented, that, to the
best of its knowledge and belief, as disclosed
in the notes to the accounts, no funds have
been received by the Company from any
person or entity, 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 - refer note 49.0;

(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 (a) and (b)
above contain any material misstatement;

v. The dividend declared and paid during the year by
the Company is in compliance with Section 123 of
the Act.

vi. With effect from April 1, 2025, the Company has
migrated to an upgraded version of accounting
software, “MICROSOFT DYNAMICS BUSINESS
CENTRAL” from “MICROSOFT DYNAMICS NAV” which
was hitherto, being used i.e. till March 31, 2025.
Based on our examination which included test
checks, the Company has used 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 was enabled at database
level from July 21, 2025, as described in note 44 to
the standalone financial statements. Further, during
the course of our audit we did not come across any
instance of audit trail feature being tampered with,
in respect of accounting software to the extent it was
enabled. Additionally, the audit trail in respect of
the relevant prior years have been preserved by the
company as per the statutory requirement for record
retention to the extent it was enabled and recorded
in those respective year, as stated in note 44 to the
standalone financial statements.

For Narendra Singhania & Co.

Chartered Accountants
Firm Reg No. 009781N

Narendra Singhania
Partner

Place: New Delhi Membership No.: 087931

Date: May 21, 2026 UDIN- 26087931RGOGVX2976