We have audited the accompanying Ind AS Financial Statements of M/s. Bheema Cements Limited ("the
company"), which comprise the Balance Sheet as at 31st March, 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 and notes to the financial statements, including a summary of significant
accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for
the effects of the matters described in the 'basis for Qualified Opinion' section of our report, the aforesaid
Ind AS 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 principles generally
accepted in India 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 and its loss, total comprehensive income, changes
in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

1. In accordance with the National Company Law Appellate Tribunal (NCLAT) Order (as per para
15) dated 19.01.2024, the Company has to pay the entire amount due to Union bank of India on or
before 31.03.2024. But the company has not paid the amount due to financial creditors as per the
NCLAT Order. Aggrieved by the above, Union bank of India has filed a Liquidation petition vide
IA (IBC) (Liquidation) 09/2024. However, the company has paid Rs. 6 cores to Union bank of India
dated 06-08-2024. Subsequently, the Liquidation petition has been withdrawn by NCLT
pursuant to directions of NCLAT through order dated 04-10-2024.

2. In accordance with the National Company Law Appellate Tribunal (NCLAT) Order (as per para
15) dated 19.01.2024, the Company has to pay Rs. 10 cores to JM Financial Asset Reconstruction
Company Limited on or before 19.04.2024 and the remaining amount due under the resolution plan
shall be paid in three equal quarterly instalments i.e., on or before 19.01.2025. But the company has
not paid the amount due to financial creditors as per the NCLAT Order. Aggrieved by the above,
JMFARC has filed a Liquidation petition vide IA (IBC) (Liquidation)15/2024. The Consortium of
Fortuna Engi Tech & Structural (India) Pvt Ltd. along with its promoters (SRA) and JMFARC has
entered into an MOU regarding revised repayment schedule through letter dated 18.10.2024. SRA
has already paid Rs. 11.5 Crores along with the MOU. As per the revised payment schedule, Rs. 3.5
Crores has to be paid on or before 20.12.2024 and Rs. 2.5 Crores has to be paid on or before
31.01.2025. However, they have only paid Rs. 1.75 Crores thereafter. In accordance with NCLT
Order dated 03-12-2024, in case of non-compliance or breach of any of the terms of the revised re¬
payment schedule, the liquidation application shall be revived before NCLT. These conditions
indicate the existence of a material uncertainty that may cast a significant doubt on the
Company's ability to continue as going concern.

3. "The Company" has not remitted Tax Deducted at Source (TDS) amounting to Rs. 9.58 Iakhs for
the year ended 315* March, 2025.

4. The Trade Receivables/Trade Payables are subject to confirmations & reconciliations.

5. Loans and advances are subject to Confirmations & Reconciliations.

6. In the absence of proof of physical verification of Property, Plant and Equipment during the year
by the management, we are unable to comment on the discrepancies, if any. (Net Block of PPE of
Rs. 19,864.35 lakhs as per books of account as at 31.03.2025)

7. The Company has not paid Annual Listing Fees, which is in violation of SEBI & Exchange
Regulations. Further, SEBI has suspended trading due to penal reasons.

We conducted our audit of the Ind AS 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 Ind AS 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 Ind AS 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 Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
qualified audit opinion on the Ind AS 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 Ind AS Financial Statements of the current period.

These matters were addressed in the context of our audit of the Ind AS 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

1. "The Company" has defaulted in repayment of dues to Union Bank of India & IM Financial Asset
Reconstruction Company, which was in violation to / as against to the order passed by the National
Company Law Appellate Tribunal (NCLAT) dated 19.01.2024.

2. As per the order passed by the NCLAT dated 19.01.2024, it was held that in case of any deviation in the
payment of dues to above referred parties, the Financial Creditors may approach the Adjudicating
Authority to seek an order for liquidation. However, as per the information and explanations by the
management, no such application for liquidation has been filed by the Financial Creditors before the
NCLAT as of date.

The Company's Board of Directors is responsible for 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 Ind AS Financial Statements and our auditor's report thereon.

Our opinion on the Ind AS 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 Ind AS Financial Statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the Ind
AS 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 thelnd AS 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 Ind AS 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 lnd AS 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 Ind AS Financial Statements
that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS 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 also responsible for overseeing the Company's financial reporting process.
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Ind AS 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. Mis
statements 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
Ind AS 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 Ind AS 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 is 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 Ind AS 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 Ind AS Financial Statements, including
the disclosures, and whether the Ind AS Financial Statements represent the underlying transactions
and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Ind AS Financial Statements that, individually or in
aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Ind
AS 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 Ind AS 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 the 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 Ind AS Financial Statements for the financial year ended 31^st
March,2025 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

(h) 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.

(i) As required by Section 143(3) of the Act, based on our audit 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 except for the points discussed

in the Basis for Qualified Opinion Paragraph.

B. Except for the possible effects of the matters described in the Basis for Qualified 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 Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income,
Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in
agreement with the relevant books of account.

D. In our opinion, the aforesaid Financial Statements comply with the Ind AS specified under Section
133 of the Act, as amended, read with relevant rules issued there under except for the matters
discussed in the Basis for Qualified Opinion Paragraph.

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 adequacy of the internal financial controls over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in
"Annexure B". Our report expresses a modified opinion on the adequacy and operating
effectiveness of the Company's internal financial controls over financial reporting.

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. The Company has disclosed the pending litigations which would impact its financial position

in its notes to Ind AS financial statements.

ii. The Company does not have any long-term contracts including derivative contracts for which

there were any material foreseeable losses.

iii. There were no amounts which were 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, 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 persons or entities, including foreign
entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company
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 have
been received by the Company from any persons or entities, including foreign entities ("Funding
Parties"), with the understanding, whether recorded in writing or otherwise, that the Company
shall directly or indirectly, lend or invest in other persons or entities identified in any manner
whatsoever ("Ultimate I5eneficiaries") by or on behalf of the Funding Parties or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on the 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 subclause (i) and (ii) of Rule 11(e) contain any material
misstatement.

v. The company has not declared or paid any dividend during the year.

vi. The Company uses accounting software for maintaining its books of account which has a feature
of recording Audit Trial (edit log) facility, but the same was not enabled in the software during
the year.

For P. Murali & Co.,

Chartered Accountants
FRN: 007257S

SD/-

Mukund Vijayrao Joshi

Partner

M.No. 024784

UDIN NO: 25024784BMIXTV8549

Place: Hyderabad
Date: 30.05.2025