We have audited the Separate financial statements (also
known as Standalone Financial Statements) of HLE Glascoat
Limited (the “Company"), which comprise the Balance Sheet
as at March 31, 2025, the Statement of Profit and Loss
(including Other Comprehensive Income), Statement of
Changes in Equity and Statement of Cash Flows for the year
ended on that date, and 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 Indian Accounting Standards (Ind AS) prescribed
under Section 133 of the Act read with Companies (Indian
Accounting Standards) Rules, 2015, as amended and other
accounting principles generally accepted in India, of the state
of affairs (financial position) of the Company as at March 31,
2025, and its profit (financial performance including Other
Comprehensive Income), the Changes in Equity and its Cash
Flows for the year ended on that date.

2. 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 the Institute of Chartered
Accountants of India (ICAI) together with the independence
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 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.

3. 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 year. 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.

4. 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 Board’s Report
including Annexures to Board’s Report, Management
Discussion and Analysis, Report on Corporate Governance,
Business Responsibility and Sustainability 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.

5. Management's Responsibility 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 Ind AS and other 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 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.

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 is responsible for overseeing the
Company’s financial reporting process.

6. Auditor's Responsibility 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 SAs, we exercise
professional judgement and maintain professional scepticism
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 controls
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 with reference
to financial statements 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 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 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.

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 year 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.

7. Report on Other Legal and Regulatory
Requirements

As required by the Companies (Auditor’s Report) Order,
2020 (“the Order") issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure
A" a statement on the matters specified in paragraphs 3 and
4 of the Order.

As required by Section 143(3) of the Act, based on our audit,
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.

c) The Balance Sheet, the Statement of Profit and Loss
including Other Comprehensive Income, the Statement
of Changes in Equity 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 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, 2025 taken on record
by the Board of Directors, none of the directors are
disqualified as on March 31, 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 with reference to standalone financial
statements 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
effectivenessof theCompany’sinternal financial controls
with reference to standalone financial statements.

g) As required by section 197(16) of the Act, based on
our audit, we report that the Company has paid and
provided for remuneration to its directors during the
year in accordance with the provisions of and limits laid
down under section 197 read with Schedule V to the Act.

h) 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 30(l) to the
Standalone Financial Statements;

ii. The Company has long-term contracts including
derivative contracts for which there were no
material foreseeable losses; and

i ii. 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, 2025 except for ' 20.89 lakhs
due to legal disputes with regard to ownership that
have remain unresolved.

iv. (a) As represented to us by the management
and to the best of its 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,
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) As represented to us by the management and
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, we have
considered reasonable and appropriate in
the circumstances, nothing has come to our
notice that causes us to believe that the above
representations under sub-clause (i) and (ii) of
Rule 11(e) as provided under (a) and (b) above,
contain any material misstatement.

The Company has complied with the provisions
with respect to Section 123 of the Companies Act,
2013 in respect of final dividend proposed in the
previous year and paid by the company during the
year and the proposed final dividend for the year
which is subject to the approval of members at the
ensuing Annual General Meeting.

v. Based on our examination which included test
checks, except for the instances mentioned below,
the Company has used accounting softwares
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
respective softwares:

a) The feature of recording audit trail at the
database level was not enabled during the year
in three accounting software systems used
by the Company—EMS, SAP B1, and Paywell.
Consequently, direct data changes made at the
database level in these systems were not logged.

b) In respect of Tally Prime 4.1, the software provides
an option to enable or disable the audit trail feature.
Access to this setting is strictly controlled by the
system administrator. We have reviewed relevant
system logs and observed that there were no
instances of the audit trail feature being enabled
or disabled during the year, thereby ensuring its
continuous operation.

c) While audit trail functionality was available in
EMS, SAP B1, and Paywell, the master audit logs
did not capture the old and new values of modified
data, limiting the ability to track the precise nature
of changes made.

Further, based on our procedures performed, we did
not notice any instance of the audit trail feature being
tampered with. In respect of the aforesaid database,
in the absence of audit trail for the said period, the
question of our commenting on whether the audit trail
was tampered with, does not arise. Additionally, the
audit trail has been preserved by the Company as per
the statutory requirements for record retention.

For M M NISSIM & CO LLP

Chartered Accountants

Firm Reg.No.107122W / W100672

Hiren P Muni

Partner

Membership No. 142067

UDIN: 25142067BM NASH7039

Place: Anand

Date: May 19, 2025