To the Members of TAAL Enterprises Limited

Report on the Audit of the Standalone Ind AS Financial StatementsOpinion We have audited the accompanying Standalone Ind AS Financial Statements of TAALEnterprises Limited (“the Company”) which comprise the Standalone Balance sheetas at 31% March 2022 the Standalone Statement of Profit and Loss including thestatement of Other Comprehensive Income the Standalone Cash Flow Statement and theStandalone Statement of Changes in Equity for the year then ended and notes to theStandalone Ind AS Financial Statements including a summary of significant accountingpolicies and other explanatory information (hereinafter referred to as the“Standalone Ind AS Financial Statements'). In our opinion and to the best of ourinformation and according to the explanations given to us the aforesaid Standalone Ind ASFinancial Statements give the information required by the Companies Act 2013 (“theAct”) in the manner so required and give a true and fair view in conformity with theIndian Accounting Standards prescribed under section 133 of the Act read with the Company(Indian Accounting Standards) Rules 2015 as amended (“Ind AS”) and otheraccounting principles generally accepted in India of the state of affairs of the Companyas at 31% March 2022 its profit including other comprehensive income its cash flows andthe changes in equity for the year ended on that date. Basis for Opinion We conducted ouraudit of the Standalone Ind AS Financial Statements in accordance with the Standards onAuditing (“SAs”) specified under Section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the ‘Auditor'sResponsibilities for the Audit of the Standalone Ind AS Financial Statements' sectionof our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India (ICAI) together with the ethicalrequirements that are relevant to our audit of the Standalone Ind AS Financial Statementsunder the provisions of the Act and the Rules made thereunder and we have fulfilled ourother ethical responsibilities in accordance with these requirements and the ICAI'sCode of Ethics. We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our audit opinion on the Standalone Ind AS FinancialStatements. Key Audit Matters Key audit matters are those matters that in ourprofessional judgment were of most significance in our audit of the Standalone FinancialStatements of the current period. These matters were addressed in the context of our auditof the Standalone Financial Statements as a whole and in forming our opinion thereon andwe co not provide a separate opinion on these matters.

We have determined that there are no key audit matters to communicatein our report. Information Other than the Standalone Ind AS Financial Statements andAuditor's Report Thereon The Company's Board of Directors is responsible for theother information. The other information comprises the information included in the AnnualReport but does not include the Consolidated Ind AS Financial Statements Standalone IndAS Financial Statements and our auditor's report thereon. Our opinion on theStandalone Ind AS Financial Statements does not cover the other information and we do notexpress any form of assurance conclusion thereon. In connection with our audit of theStandalone Ind AS Financial Statements our responsibility is to read the otherinformation and in doing so consider whether such other information is materiallyinconsistent with the Standalone Ind AS Financial Statements or our knowledge obtainedduring the course of our audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard. Responsibilities of the Management for the Standalone Ind AS Financial StatementsThe Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these Standalone Ind AS FinancialStatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the Ind AS and other accounting principles generally accepted in India.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Standalone IndAS Financial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error. In preparing the Standalone Ind AS FinancialStatements management is responsible for assessing the Company's ability to continueas a going concern disclosing as applicable matters related to going concern and usingthe going concern basis of accounting unless management either intends to liquidate theCompany or to cease operations or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing theCompany's financial reporting process. Auditor's Responsibilities for the Auditof the Standalone Ind AS Financial Statements Our objectives are to obtain reasonableassurance about whether the Standalone Ind AS Financial Statements as a whole are freefrom material misstatement whether due to fraud or error and to issue an auditor'sreport that includes our opinion. Reasonable assurance is a high level of assurance butis not a guarantee that an audit conducted in accordance with SAs will always detect amaterial misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if individually or in the aggregate they could reasonably beexpected to influence the economic decisions of users taken on the basis of theseStandalone Ind AS Financial Statements. As part of an audit in accordance with SAs weexercise professional judgment and maintain professional skepticism throughout the audit.We also: e Identify and assess the risks of material misstatement of the Standalone Ind ASFinancial Statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol. Obtain an understanding of internal financial control relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls. Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates and related disclosures made by themanagement. Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the Standalone Ind AS Financial Statements or if such disclosuresare inadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditionsmay cause the Company to cease to continue as a going concern.

Evaluate the overall presentation structure and content of theStandalone IndAS Financial Statements including the disclosures and whether theStandalone Ind AS Financial Statements represents the underlying transactions and eventsin a manner that achieves fair presentation. Materiality is the magnitude of misstatementsin the Standalone Ind AS Financial Statements that individually or in aggregate makes itprobable that the economic decisions ofa reasonably knowledgeable user of the StandaloneInd AS Financial Statements may be influenced. We consider quantitative materiality andqualitative factors in (i) planning the scope of our audit work and in evaluating theresults of our work; and (iil) to evaluate the effect of any identified misstatements inthe Standalone Ind AS Financial Statements. We communicate with those charged withgovernance regarding among other matters the planned scope and timing of the audit andsignificant audit findings including any significant deficiencies in internal controlthat we identify during our audit. We also provide those charged with governance with astatement that we have complied with relevant ethical requirements regarding independenceand to communicate with them all relationships and other matters that may reasonably bethought to bear on our independence and where applicable related safeguards From thematters communicated with those charged with governance we determine those matters thatwere of most significance in the audit of the Standalone Ind AS Financial Statements ofthe current year and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication. Report onOther Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit wereport that:

a) We have sought obtained all the information and explanations whichto the best of our knowledge and belief were necessary for the purpose of our audit: b) Inour opinion proper books of account as required by law have been kept by the Company sofar as it appears from our examination of those books.

c) The Standalone Balance Sheet the Standalone Statement of Profit andLoss including the Statement of Other Comprehensive Income the Standalone Cash FlowStatement and Statement of Changes in Equity dealt with by this Report are in agreementwith the relevant books of account; q) In our opinion the aforesaid Standalone Ind ASFinancial Statements comply with the IndAS specified under Section 133 of the Act;

e) On the basis of the written representations received from thedirectors as on 31% March 2022 taken on record by the Board of Directors none of thedirectors is disqualified as on 31% March 2022 from being appointed as a director interms of Section 164(2) of the Act: With respect to the adequacy of the internal financialcontrols over financial reporting of the Company and the operating effectiveness of suchcontrols refer to our separate Report in “Annexure A”. Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company'sinternal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor'sReport in accordance with the requirements of Section 197(16) of the Act as amended inour opinion and to the best of our information and according to the explanations given tous the managerial remuneration paid/provided by the Company during the year is inaccordance with the provisions of Section 197 of the Act. h) With respect to the othermatters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules 2014 in our opinion and to the best of ourinformation and according to the explanations given to us: i. The Company does not haveany pending litigations which would impact its financial position except for the matterdescribed in note 31A of the Standalone Financial Statements.

ij The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

ili. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.

iv. The Management has represented that to the best of its knowledgeand belief other than as disclosed in notes to accounts no funds (which are materialeither individually or in the aggregate) have been advanced or loaned or invested (eitherfrom borrowed funds or share premium or any other sources or kind of funds) by the Companyto or in any other person or entity including foreign entity (‘Intermediaries')with the understanding whether recorded in writing or otherwise that the intermediaryshall whether directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Company (‘UltimateBeneficiaries') or provide any guarantee security or the like on behalf of theUltimate Beneficiaries. v. The Management has represented that to the best of itsknowledge and belief no funds (which are material either individually or in theaggregate) have been received by the Company from any person or entity including foreignentity (‘Funding Parties') with the understanding whether recorded in writingor otherwise that the Company shall whether directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party (‘Ultimate Beneficiaries') or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries vi. Based on the audit procedures thathave been considered reasonable and appropriate in the circumstances nothing has come toour attention 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 materialmisstatement.

vil. In our opinion and according to the information and explanationsgiven to us the dividend declared and / or paid during the year the Company is incompliance with Section 123 of the Act

2. As required by the Companies (Auditor's Report) Order 2020(“the Order') issued by the Central Government in terms of section 143(11) ofthe Act we give in the “Annexure B” a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT

[Referred to in paragraph 2 under ‘Report on Other Legal andRegulatory Requirements' section of our report of even date] i. In respect of itsProperty Plant and Equipment:

a. A. The Company has maintained proper records showing fullparticulars including quantitative details and situation of Property Plant andEquipment; B. According to the information and explanations given to us and on the basisof our examination of the records of the Company the Company does not have any IntangibleAssets. Accordingly the reporting under clause 3(i)(a)(B) of the Order is not applicableto the Company.

b. Property Plant and Equipment have been physically verified by themanagement during the year and no material discrepancies were identified on suchverification.

c. According to the information and explanations given to us and on thebasis of our examination of the records of the Company the Company does not have anyimmovable property (other than properties where the Company is the lessee and the leaseagreements are duly executed in favour of the lessee). Accordingly the reporting underclause 3(i)(c) of the Order is not applicable.

d. According to the information and explanations given to us and on thebasis of our examination of the records of the Company the Company has not revalued itsProperty Plant and Equipment during the year. Accordingly the reporting under clause3(i)(d) of the Order is not applicable to the Company. e. According to the information andexplanations given to us and on the basis of our examination of the records of theCompany no proceedings have been initiated during the year or are pending against theCompany as at 31 March 2022 for holding any benami property under the Benami Transactions(Prohibition) Act 1988 (as amended in 2016) and rules made thereunder Accordingly thereporting under clause 3(i)(e) of the Order is not applicable to the Company. i. Inrespect of its inventory;

(a) According to the information and explanation given to us and on thebasis of our examination of the records of the Company the Company does not have anyinventory. Hence reporting under clause 3(ii)(a) of the Order is not applicable to theCompany.

(b) According to the information and explanation given to us and on thebasis of our examination of the records of the Company the Company has not beensanctioned with any working capital loan from banks or financial institutions on the basisof security of current assets at any point of time during the year. Accordinglyreporting under clause 3(ii)(b) of the Order is not applicable to the Company. In respectof provision of guarantees or security or granting loans or advances in the nature ofloans secured or unsecured to companies firms Limited Liability Partnerships or to anyother parties;

(a) According to the information and explanation given to us and on thebasis of our examination of the records of the Company the Company has neither providedguarantees or security nor granted loans or advances in the nature of loans secured orunsecured to companies firms Limited Liability Partnerships or to any other parties atany point of time during the year.

(b) According to the information and explanation provided to us andbased on the audit procedures performed by us the terms and conditions of the guaranteesprovided in our opinion prima facie are not prejudicial to the Company's interest.

(c) According to the information and explanation provided to us andbased on the audit procedures performed by us there are no loans or advances in thenature of loans granted during the year or outstanding as at the balance sheet date.Accordingly reporting under clause 3(iii)(c)(d)(e)(f) of the Order is not applicable tothe Company. In our opinion and according to the information and explanations given to usthe Company has not either directly or indirectly granted any loan to any of itsdirectors or to any other person in whom the director is interested in accordance withthe provisions of Section 185 of the Act and the Company has not mace investments throughmore than two layers of investment companies in accordance with the provisions of Section186 of the Act. Accordingly provisions stated in paragraph 3(iv) of the Order are notapplicable to the Company. According to the information and explanation provided to usthe Company has not accepted any deposits during the year in terms of Section 73 to 76 ofthe Act and hence reporting under clause 3(v) of the Order is not applicable to theCompany. vi. The provisions of sub-section (1) of section 148 of the Act are notapplicable to the Company as the Central Government of India has not specified themaintenance of cost records for the Company. Accordingly the provisions stated inparagraph 3(vi) of the Order is not applicable to the Company.

Vil. According to the information and explanation provided to us inrespect of statutory dues:

a) The Company is generally regular in depositing undisputed statutorydues including Income Tax Goods and Service Tax Provident Fund Profession tax andother material statutory dues as applicable to it except delay in few cases with theappropriate authorities. There were no undisputed amounts payable in respect of Incometax Provident Fund Goods and Service Tax Profession Tax and other material statutorydues is arrears as at 31% March 2022 for a period of more than six months from the datethey became payable.

b) There are no material dues of Income Tax Goods and Service TaxCustom Duty Cess and any other statutory dues that have not been deposited on account ofany dispute except in cases which are described below:

In our opinion and according to the information and explanations givento us and on the basis of our examination of the records of the Company we confirm thatwe have not come across any transactions not recorded in the books of account which havebeen surrendered or disclosed as income during the year in the tax assessments under theIncome Tax Act 1961. In our opinion and according to the information and explanationsgiven to us and on the basis of our examination;

a) The Company has not defaulted in repayment of loans or otherborrowings to financial institutions banks government and dues to debenture holders orin the payment of interest thereon to any lender.

b) The Company has not been declared wilful defaulter by any bank orfinancial institution or government or any government authority or any other lender.

c) The Company has raised term loans from any lender and hencereporting under clause 3(ix)(c) is not applicable. cd) Based on the procedures performedby us and on an overall examination of the financial statements of the Company we reportthat no funds raised on short term basis have been used for long-term purposes by theCompany.

e) The Company has not taken any funds from any entity or person onaccount of or to meet the obligations of its subsidiaries associates or joint ventures.

f) The Company has not raised loans during the year on the pledge ofsecurities held in its subsidiaries joint ventures or associate companies. According tothe information and explanations given to us

a) The Company has not raised any moneys by way of initial public offeror further public offer (including debt instruments) during the year and hence reportingunder clause 3(x)(a) of the Order is not applicable to the Company.

b) The Company has not made any preferential allotmentor privateplacement of shares or convertible debentures (fully or partly or optionally convertible)during the year and hence reporting under clause 3(x)(b) of the Order is not applicable tothe Company.

Xi. In our opinion and according to the information and explanationsgiven to us

a) there has been no fraud by the Company or any fraud on the Companythat has been noticed or reported during the year.

b) In our opinion and according to the information and explanationsgiven to us no report under sub-section (12) of section 143 of the Act has been filed bythe auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors)Rules 2014 with the Central Government and up to the date of this report.

c) As represented to us by the management there are no whistle blowercomplaints received by the Company during the year.

Xil. The Company is nota Nidhi Company and hence reporting under clause3(xii) of the Order is not applicable to the Company.

xili. According to the information and explanations given to us andbased on our examination of the records of the Company transactions with the relatedparties are in compliance with Sections 177 and 188 of the Act where applicable andcetails of such transactions have been disclosed in the Ind AS Standalone FinancialStatements as required by the applicable Ind AS.

xiv. In our opinion and based on our examination

a) the Company has an adequate internal audit system commensurate withthe size and nature of its business.

b) We have considered the internal audit reports of the Company issuedtill date for the period under audit.

XV. In our opinion and according to the information and explanationsgiven to us during the year the Company has not entered into any non-cash transactionswith its directors or directors of its holding company or persons connected with them andhence provisions of Section 192 of the Act are not applicable to the Company. Accordinglythe reporting under clause 3 (xv) of the Order is not applicable to the Company.

Xvi. In our opinion and based on our examination

a) The Company is not required to be registered under section 45-IA ofthe Reserve Bank of India Act 1934. Accordingly the reporting under clause 3 (xvi)(a) ofthe Order is not applicable to the Company. b) The Company has not conducted anyNon-Banking Financial or Housing Finance activities without any valid Certificate ofRegistration from Reserve Bank of India. Hence the reporting under paragraph clause 3(xvi)(b) of the Order are not applicable to the Company.

c) The Company is not a Core investment Company (CIC) as defined in theregulations made by Reserve Bank of India. Hence the reporting under paragraph clause 3(xvi)(c) of the Order are not applicable to the Company.

d) The Company does not have more than one CIC as a part of its group.Hence the provisions stated in paragraph clause 3 (xvi)(d) of the Order are notapplicable to the Company. XVI. In our opinion and according to the information andexplanations given to us the Company has not incurred cash losses during the financialyear and in the immediately preceding financial year.

Xvill. According to the information and explanations give to us therehas been no resignation of the statutory auditors during the year and accordingly thereporting under clause 3(xvilil) is not applicable.

xix. On the basis of the financial ratios mentioned in the StandaloneInd AS Financial Statements ageing and expected dates of realization of financial assetsand payment of financial liabilities other information accompanying the Standalone IndAS_ Financial Statements our knowledge of the Board of Directors and management plans andbased on our examination of the evidence supporting the assumptions nothing has come toour attention which causes us to believe that any material uncertainty exists as on thedate of the audit report that company is not capable of meeting its liabilities existingat the date of balance sheet as and when they fall due within a period of one year fromthe balance sheet date. We however state that this is not an assurance as to the futureviability of the Company. We further state that our reporting is based on the facts up tothe date of the audit report and we neither given any guarantee nor any assurance that allliabilities falling due within a period of one year from the balance sheet date will getdischarged by the Company as and when they fall due. XX. The Company has fully spent therequired amount towards Corporate Social Responsibility (CSR) and there is no unspent CSRamount for the year requiring a transfer to a Fund specified in Schedule VII to theCompanies Act or special account in compliance with the provision of sub- section (6) ofsection 135 of the said Act. Accordingly reporting under clause (xx) of the Order is notapplicable for the year

ANNEXURE “B” TO THE INDEPENDENT AUDITOR'S REPORT

[Referred to in paragraph 1(f) under ‘Report on Other Legal andRegulatory Requirements' section of our report of even date] Report on the InternalFinancial Controls over Financial Reporting under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 (“the Act”) We have audited the internalfinancial controls over financial reporting of TAAL Enterprises Limited (“theCompany”) as of 31% March 2022 in conjunction with our audit of the Standalone IndAS Financial Statements of the Company for the year ended on that date. Management'sResponsibility for Internal Financial Controls The Company's management isresponsible for establishing and maintaining internal financial controls based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the ICAI. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to Company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act. Auditors' Responsibility Our responsibilityis to express an opinion on the Company's internal financial controls over financialreporting based on our audit. We conducted our audit in accordance with the Guidance Noteon Audit of Internal Financial Controls Over Financial Reporting (the “GuidanceNote”) issued by ICAI and the Standards on Auditing prescribed under section 143(10)of the Act to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects. Qur audit involves performingprocedures to obtain audit evidence about the adequacy of the internal financial controlssystem over financial reporting and their operating effectiveness. Our audit of internalfinancial controls over financial reporting included obtaining an understanding ofinternal financial controls over financial reporting assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement ofthe Standalone Ind AS Financial Statements whether due to fraud or error. We believe thatthe audit evidence we have obtained is sufficient and appropriate to provide a basis forour audit opinion on the Company's internal financial controls over financialreporting. Meaning of Internal Financial Controls Over Financial Reporting ACompany'sinternal financial control over financial reporting is a process designed to providereasonable assurance regarding the reliability of financial reporting and the preparationof Standalone Ind AS Financial Statements for external purposes in accordance withgenerally accepted accounting principles. A Company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of StandaloneInd AS Financial Statements in accordance with generally accepted accounting principlesand that receipts and expenditures of the company are being mace only in accordance withauthorizations of management and directors of the Company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the Company's assets that could have a material effect on theStandalone Ind AS Financial Statements. Inherent Limitations of Internal FinancialControls Over Financial Reporting Because of the inherent limitations of internalfinancial controls over financial reporting including the possibility of collusion orimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols over financial reporting to future periods are subject to the risk that theinternal financial control over financial reporting may become inadequate because ofchanges in conditions or that the degree of compliance with the policies or proceduresmay ceteriorate. Opinion In our opinion to the best of our information and according tothe explanations given to us the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31 March 2022 based onthe criteria for internal financial control over financial reporting established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.