We have audited the accompanying Standalone financial
statements of PNB Housing Finance Limited ("the
Company"), which comprise the Standalone Balance
Sheet as at March 31, 2026, the Standalone Statement of
Profit and Loss (including Other Comprehensive Income),
the Standalone Statement of Changes in Equity and the
Standalone Statement of Cash Flows for the year then
ended and notes to the standalone financial statements,
including a summary of material accounting policies and
other explanatory information (hereinafter referred to as
"Standalone financial statements").

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 prescribed under Section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended ("Ind AS"), the relevant
circulars, guidelines and directions issued by the Reserve
Bank of India (RBI) / National Housing Bank (NHB) from
time to time (RBI / NHB Guidelines) and other accounting
principles generally accepted in India, of the state of affairs
of the Company as at March 31, 2026, its standalone profit
(including other comprehensive income), changes in equity
and its cash flows 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) specified under Section 143(10) of the Act. Our
responsibilities under those SAs 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 ICAI's Code of
Ethics. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our
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. 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 Auditors report thereon

The Company's Management and Board of Directors is
responsible for the other information. The other information
comprises the information included in the Company's
Annual report but does not include the Standalone financial
statements and our auditor's report 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 when it becomes available 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.

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 Board of
Directors for the Standalone financial statements

The Company's Management and the Board of Directors
is responsible for the matters stated in Section 134(5) of
the Act with respect to the preparation and presentation 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
accounting principles generally accepted in India, including
Ind AS prescribed under Section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules,

2015, and other accounting principles generally accepted
in India and the applicable RBI / NHB guidelines. 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 and the 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 Board of Director's either intends to liquidate
the Company or to cease operations, or has no realistic
alternative but to do so.

The Management and the Board of Directors are also
responsible for overseeing the company's financial
reporting process.

Auditor's Responsibilities for the Audit of
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 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 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 system with
reference to standalone financial statements in place and
the operating effectiveness of such controls based on
our audit;

» Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by Management and Board
of Directors;

» Conclude on the appropriateness of Management and
Board of Directors' use of the going concern basis
of accounting in preparation of Standalone financial
statements 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 financial 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 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 disclosures about the matters 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 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, based on our
audit, we report to the extent applicable 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 of the accompanying
Standalone financial statements;

(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(h)

(vi) below on reporting under rule 11(g) of the
Companies (Audit and Auditors) Rules 2014 (as
amended);

(c) The Standalone Balance Sheet, the Standalone
Statement of Profit and Loss (including other
comprehensive income), the Standalone Statement
of changes in equity and the Standalone Statement
of Cash Flows dealt with by this Report are in
agreement with the relevant books of account;

(d) In our opinion, the aforesaid Standalone financial
statements comply with the Ind AS prescribed
under Section 133 of the Act, read with the relevant
rules issued thereunder;

(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 the 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 effectiveness of the Company's
internal financial Controls with reference to the
Standalone Financial statements;

(g) With respect to the other 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 by the Company to its
directors during the year is in accordance with
requisite approvals mandated by the provisions of
Section 197 read with Schedule V of the Act; and

(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 as on March 31, 2026, on
its financial position in its Standalone financial
statements - Refer Note 40 to the Standalone
financial statements.

ii. The Company has recognised 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 15 to the
Standalone financial statements;

iii. The Company was regular in depositing
the amounts required to be transferred
to the Investor Education and Protection
Fund except for the instances as reported
in the Note 44.4 to the Standalone
financial statements;

iv. a. The Management has represented

that, to the best of its knowledge and
belief, as disclosed in Note 48 to the
Standalone financial statements, 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, as disclosed in Note 48 to
the Standalone financial statements
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

(i) and (ii) of Rule 11(e), as provided
under (a) and (b) above, contain any
material misstatement.

v. The Company has paid the final dividend pertaining
to the financial year ended March 31, 2025, which
was approved by the members during the year, in
compliance with Section 123 of the Companies Act,
2013, to the extent applicable as stated in Note 24.9
to the Standalone Financial Statements. Further,
as stated in Note 24.9 to the Standalone financial
statements, the Board of Directors of the Company
has proposed final dividend for the year which
is subject to the approval of the members at the
ensuing Annual General Meeting. Such dividend
proposed is in accordance with Section 123 of the
Act, as applicable.

vi. Based on our examination, which included test checks, the Company has used various accounting software for
maintaining books of accounts which has feature of recording audit trail (edit log) facility and has been operated
throughout the year for all relevant transactions recorded in the respective software except that audit trail was
not enabled in one software which was operational till the month of May 2025. Further, during the course of our
examination, we did not come across any instance of audit trail feature being tampered with. The Audit trail wherever
available has been preserved by the Company as per the statutory requirements for records retention as per Proviso
to Rule 3 (1) of the Companies (Accounts Rules) 2014.

For M M Nissim & Co LLP For C N K & Associates LLP

Chartered Accountants Chartered Accountants

Firm Registration No. 107122W/W100672 Firm Registration No. 101961W/W-100036

Navin Kumar Jain Hiren Shah

Partner Partner

Membership No. 090847 Membership No. 100052

UDIN: 26090847CPFNPK6852 UDIN:26100052ELUESP9714

Place: Gurugram Place: Gurugram

Date: April 20, 2026 Date: April 20, 2026