We have audited the accompanying Standalone Financial Statements
of Mindteck (India) Limited ("the Company"), which comprise the
Balance Sheet as at March 31, 2026, the Statement of Profit and Loss,
including the Statement of Other Comprehensive Income/ (Loss), the
Cash Flow Statement and the Statement of Changes in Equity for the
year ended March 31, 2026, and notes to the Standalone Financial
Statements, including a summary of significant 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, as amended ("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, ("IndAS")
and other accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31, 2026, its profit
including other comprehensive income/ (loss), its cash flows and the
changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the Standalone 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 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 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 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 Standalone
Financial Statements for the financial year ended March 31, 2026.
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. For each matter below, our description of how our audit
addressed the matter is provided in that context.

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

Other Information

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 and Corporate Governance
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 such 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.

Responsibilities of Management and Those Charged with
Governance for the Standalone Financial Statements

The Company's Board of Directors and management are 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/(loss), 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
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 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 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 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:

Ý 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.

Ý 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 with reference to financial statements in place and
the operating effectiveness of such controls.

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

Ý 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.

Ý 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 Statement that,
individually or in aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of the Statement 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 Statement.

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, 2026, 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 1" a
statement on the matters specified in paragraphs 3 and 4 of the Order.

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 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
the Statement of Other Comprehensive Income, the Cash Flow
Statement and 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 Ind AS specified under Section 133 of the Act,
read with Companies (Indian Accounting Standards) Rules,
2015, as amended.

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. With respect to the adequacy of the internal financial controls
with reference to these Standalone Financial Statements and the
operating effectiveness of such controls, refer to our separate
Report in "Annexure 2" to this report.

g. In our opinion, the managerial remuneration for the year ended
March 31, 2026, has been paid / provided by the Company to its
directors in accordance with the provisions of 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 29 to the Standalone Financial Statements.

ii. The Company has made provision, as required under
the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including
derivative contracts - Refer Note 29 to the Standalone
Financial Statements

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

iv. a. The management has represented that, 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. The management has represented that, 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 performed that have
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) contain any material misstatement.

v. As stated in Note 15 to the Standalone Financial Statements,

a) the final dividend proposed in the previous year was
declared and paid by the Company during the year and is
in accordance with Section 123 of the Act.

b) The Board of Directors of the Company have proposed
final dividend for year ended March 31, 2026, which is
subject approval of the members at the ensuing Annual
General Meeting. The same is in accordance with Section
123 of the Act.

vi. Based on our examination which included test checks, the
Company has used an accounting software for maintaining
its books of account for the financial year ended March 31,
2026, 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 audit trail feature being tampered with and the
audit trail has been preserved by the Company as per the
statutory requirements for record retention.

For Suresh Surana & Associates LLP
Chartered Accountants
Firm Registration Number:

121750W/ W-100010

Rajesh Maniar
Partner

Membership Number: 040833
ICAI UDIN:26040833LPVTQL1369

Place: Bengaluru
Date : May 19, 2026