We have audited the accompanying Standalone Financial Statements
of Pokarna Limited (‘the Company’), which comprise of the balance
sheet as at March 31, 2025, the statement of Profit and Loss (including
other comprehensive income), the statement of changes in equity
and the statement of cash flows for the year ended on that date, and
notes to the financial statements, including a summary of material
accounting policies and other explanatory information (hereafter
referred to as “the 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") and other accounting
principles generally accepted in India, of the state of affairs of the
Company as at March 31, 2025, its loss and total comprehensive loss,
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 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 requirement that are relevant to our audit of
the Standalone Financial Statements under the provisions of the Act
and the rules made there under, 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
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 of the current period. 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. 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
Statement and our Auditor’s Report Thereon

The Company’s management and Board of Directors are 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 Consolidated Financial
Statements, 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.

Management’s, Those Charged with Governance’s and
Board of Director’s Responsibility for the Standalone
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 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 the accounting Standards
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 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 Statement 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 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 Management and Board of Directors either intends
to liquidate the Company or to cease operations, or has no realistic
alternative but to do so. The Company’s Board of Directors are
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 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 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 the Standalone 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 management.

• Conclude on the appropriateness of management’s and Board
of Director’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 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 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

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 Companies Act, 2013, we give in the
“Annexure A", a statement on the matters specified in paragraphs 3 and
4 of the Order, to the extent applicable. 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.

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 Standalone Balance Sheet, the Standalone Statement of
Profit and Loss including other comprehensive income, the
standalone statement of change in equity, and the standalone
statement of Cash Flow 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 Accounting Standards 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 is 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 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 the provisions of Section 197 of the Act.

g) 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
effectiveness of the Company’s internal financial controls with
reference to the Standalone Financial Statements.

h) With respect to the other matters to be included in the Auditors
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.34 to the Standalone
Financial Statement;

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. The
Company neither entered into any derivative contract
during the year nor have any outstanding derivative
contract at the end of the year;

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, 2025.

iv. (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 the audit procedures 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 final dividend paid by the Company during the
current year in respect of the same declared for the
previous year is in accordance with section 123 of the Act
to the extent it applies to payment of dividend. As stated in
Note. 45 to the Standalone Financial Statements, the Board
of Directors of the Company have proposed final dividend
for the current year which is subject to the approval of the
members at the ensuing Annual General Meeting.

vi. Based on our examination, which includes test checks, the
Company has used accounting software for maintaining
its books of account for the financial year ended March 31,
2025 which has a feature of recording audit trail (edit log)
facility and 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 the audit trail feature being tampered with.

For S. DAGA & CO.,
Chartered Accountants
(ICAI FRN: 0000669S)

(Shantilal Daga)

Partner

Membership No. 011617

Place: Hyderabad
Date: 29-05-2025

UDIN: 25011617BMLBNL1987