We have audited the standalone financial statements of
TRIVENI ENGINEERING & INDUSTRIES LIMITED (“the
Company”), which comprise the Standalone Balance Sheet
as at March 31, 2026, and the Standalone Statement of
Profit and Loss (including other comprehensive income),
Standalone Statement of Changes in Equity and 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 (“Ind AS”) specified under section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015 and other accounting principles
generally accepted in India, of the state of affairs of the
Company as at March 31, 2026, and 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 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”)

read 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 audit opinion on the
standalone financial statements.

Emphasis of Matter

We draw attention to Note 45 to the standalone financial
statements with respect to the amalgamation of Sir Shadi Lal
Enterprises Limited (SSEL) with the Company during the year
ended March 31, 2026 in accordance with the Composite
Scheme of Arrangement (“the Scheme”) approved by NCLT
vide its orders dated May 7, 2026 and May 18, 2026, which
are filed by the Company with the Register of Companies
(ROC), Uttar Pradesh on May 19, 2026. The amalgamation
has been accounted by the Company by restating the financial
information in the financial statements in respect of prior
periods as if it had occurred from the date of acquisition of
SSEL (i.e. June 20, 2024) as per the requirement of Indian
Accounting Standards.

Our opinion is not modified in respect of the above matter

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 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 is responsible for the
preparation of the other information. The other information
comprises the information included in the annual report, but does
not include the consolidated financial statements, standalone
financial statements and our auditor's reports 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 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 accounting
principles generally accepted in India, including the Indian
accounting Standards (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.

In preparing the standalone financial statements, Board of
Directors 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 Board of Directors either intends
to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

Those Board of Directors 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
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 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 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 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 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

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, 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 of account.

c) The Standalone Balance Sheet, the Standalone
Statement of Profit and Loss (including
Other Comprehensive Income), Standalone
Statement of Changes in Equity and the
Standalone Statement of Cash Flows 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 Indian Accounting
Standards (Ind AS) specified under section 133
of the Act read with Rule 7 of the Companies
(Accounts) Rules, 2015, as amended from time
to time.

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 over financial reporting with
reference to standalone financial statements of
the Company and the operating effectiveness
of such controls, refer to our separate Report
in “Annexure B”.

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
the provisions of section 197 of the Act.

dividend for the year which is subject
to the approval of the members at the
ensuing Annual General Meeting.
The amount of dividend proposed is
i n accordance with section 123 of the
Act, as applicable.

vi. Based on our examination which included
test checks, the Company, in respect of
financial year commencing on April 1,
2025, has used an accounting software
for maintaining its books of account which
has feature of recording audit trail (edit log)
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 the audit trail feature being tampered
with in accounting software where this
feature has been enabled and the audit
trail has been preserved by the Company
as per the statutory requirements for
record retention.

For S S Kothari Mehta & Co. LLP

Chartered Accountants

Firm Registration No.: 00756N/N500441

Vijay Kumar

Partner

Membership No.: 092671

UDIN: 26092671LYNDBN9422

Place: New Delhi

Date: May 29, 2026