We have audited the accompanying Standalone financial statements of Veefin Solutions Limited ("the
Company"), which comprise the Standalone Balance Sheet as at March 31, 2026, the Standalone Statement
of Profit and Loss and the Standalone Statement of Cash Flows for the year ended on that date, and a
summary of the significant accounting policies and other explanatory information (hereinafter 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 Accounting Standards
prescribed under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2015, as
amended, ("AS") and other accounting principles generally accepted in India, of the state of affairs of the
Company as at March 31, 2026, the profit 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 specified under section 143(10) of the Act (SAs). 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 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 are
sufficient and appropriate to provide a basis for our audit opinion on the Standalone financial statements.
Other Matter
i. During the period under audit, we informed that the Board of Directors of the Company in their Meeting held
on 30th Sept 2025, has approved the Scheme of merger of Estorifi Solutions Limited (hereinafter eferred to
as "The First Transferor Company") and Globetf Solutions Limited (hereinafter referred to as "The Second
Transferor Company") with Veefin Solution Limited (hereinafter referred to as "The Transferee Company")
and their respective Shareholders. The merger of Estorifi Solutions Limited (hereinafter referred to as
"The First Transferor Company") and Globetf Solutions Limited (hereinafter referred to as "The Second
Transferor Company") with Veefin Solution Limited (hereinafter referred to as "The Transferee Company")
and their respective Shareholders is under process, for which Veefin Solution Limited, the Transferee
Company, has received the Observation Letter dated 1st April 2026 from the Bombay Stock Exchange
of India Limited (BSE) conveying its "No objection" in terms of Regulation 37 of SEBI LODR Regulations,
2015, read with SEBI Master circular no. SEBI/HO/CFD/POD-2/P/CIR/2023/93 dated June 20, 2023 and Reg.
94 (2) of SEBI LODR Regulations, 2015, so as to enable Veefin Solution Limited (hereinafter referred to as
"The Transferee Company") to file the draft scheme with NCLT. On the date of signing this report, Veefin
Solution Limited (hereinafter referred to as "The Transferee Company") has Received an order from NCLT:
1. That the convening and holding the meeting of the respective Equity Shareholders of the First, Second,
and Third Applicant Company for the purpose of considering and, if thought fit, approving, with or without
modifications, the proposed Scheme shall be convened and held as may be decided by the Chairman,
2. That there are no Secured Creditors in the First Applicant Company as certified by practicing Chartered
Accountant M/s ADV Associates Chartered Accountant as on 31.03.2026, which is annexed and marked
as Exhibit Q (Page No. 565) to the Company Scheme Application.
3. That there is 1 (Sole) Secured Creditors having a value of Rs. 1,24,54,453.59/- (One Crore Twenty-Four
Lakh Fifty-Four Thousand Four Hundred and Fifty-Three Rupees and Fifty-Nine Paisa) as on 31.03.2026 in
the Second Applicant Company. List of Secured Creditors of the Second Applicant Company certified
by Chartered Accountant, which is annexed to the Company Scheme Application. That the convening
and holding the meeting of the Secured Creditors of the Second Applicant Company for the purpose of
considering and, if thought fit, approving, with or without modifications the proposed Scheme shall be
convened & held as may be decided by the Chairman.
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 Management Discussion and Analysis, Board's
Report including Annexure to Board's Report, Business Responsibility Report, Corporate Governance and
Shareholder's Information, 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 are 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 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 and cash flows of the Company in accordance with the
Accounting Standards 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 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 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
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 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
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
1. As required by Section 143(3) of the Act for the purposes of our audit.
a) I n 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.
b) The Balance Sheet, the Statement of Profit and Loss, The Statement of Cash Flows dealt with by this
Report are in agreement with the relevant books of account.
c) I n our opinion, the aforesaid Standalone financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Companies (Accounting Standards) Rules, 2015, as
amended.
d) On the basis of the written representations received from the directors as on 31st march, 2026 taken
on record by the Board of Directors, none of the directors is disqualified as on 31st march, 2026 from
being appointed as a director in terms of Section 164 (2) of the Act.
e) With respect to the adequacy of the internal financial controls over financial reporting of the Company
with reference to these Standalone financial statements and the operating effectiveness of such
controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the Company's internal financial controls over financial
reporting.
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 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. According to the information and explanations given to us, the company has no pending litigations
impacting its financial position.
ii. The Company did not have any long-term contracts including derivative contracts; as such the
question of commenting on any material foreseeable losses thereon does not arise.
iii. There was no amount which was 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, other than as
disclosed in the notes to the accounts, 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 or entity, 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, other than as
disclosed in the notes to the accounts, no funds have been received by the company from any
person or entity, 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 audit procedures which we considered reasonable and appropriate in the circumstances,
nothing has come to their notice that has caused them to believe that the representations under
sub-clause (a) and (b) contain any material mis-statement.
v. The company has not declared and paid any dividend during the year.
vi. Based on our examination, which included test checks, the Company has used accounting software
systems for maintaining its books of account for the financial year ended March 31, 2026 which have
the feature of recording audit trail (edit log) facility and the same has operated throughout the year
for all relevant transactions recorded in the software systems. Further, during the course of our audit
we did not come across any instance of the audit trail feature being tampered with and the audit
trail has been preserved by the Company as per the statutory requirements for record retention.
2. 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 B" a statement on the matters
specified in paragraphs 3 and 4 of the Order.
For A D V & ASSOCIATES
Chartered Accountants
FRN: 128045W
CA Reshma Nankani
Partner
M.No.: 121838
UDIN: 26121838EBXCTQ4528
Date: 13th May 2026
Place: Mumbai
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