We have audited the accompanying standalone financial statements of MARSONS
LIMITED ("the Company”) which comprises the Balance Sheet as at 31^st March,
2025, the Statement of Profit and Loss (including Other Comprehensive Income), the
Cash Flow Statement and the Statement of Changes in Equity for the year then
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, the aforesaid standalone financial statements give the information
required by the Companies Act, 2013 ("the Act”), as amended in the manner so
required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at 31^st March,
2025 and its loss including other comprehensive income, its cash flows and the
changes in equity 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’) together with the ethical requirements that are relevant
to our audit of the Standalone Financial Statements under the provisions of the
Companies Act, 2013 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 opinion.

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 a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.

In our opinion and according to the information and explanation given to us, the
Company has settled all outstanding liabilities along with interest to Indian Bank,
dues as per NCLT Order pronounced dated 25.01.2022

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS
AND AUDITOR’S REPORT THEREON

The Company’s Board of Directors is responsible for the other information. The other
information comprises the information included in the Annual Report, 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 is materially inconsistent with the Standalone Financial Statements
or our knowledge obtained in the 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.

RESPONSIBILITY OF MANAGEMENT AND THOSE CHARGED WITH
GOVERNANCE FOR THE STANDALONE FINANCIAL STATEMENTS

The accompanying standalone financial statements have been approved by the
Company’s Board of Directors. The Company’s Board of Directors are responsible
for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act”) with
respect to the preparation of these standalone financial statements that give a true
and fair view of the state of affairs (financial position), profit (financial performance
including other comprehensive income), changes in equity and cash flows and
changes in equity 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 read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended. 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 implementation and
maintenance of 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 also responsible for overseeing the Company’s financial
reporting process.

AUDITOR’S RESPONSIBILITY 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 Standards on Auditing, 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 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.

• Obtain sufficient appropriate audit evidence regarding the financial information /
financial statements of Company to express an opinion on the financial
statements. We are responsible for the direction, supervision and performance
of the audit of financial statements of the Company.

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.

Materiality is the magnitude of misstatements in the 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 financial statements.

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.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the section 197(16) of the Act based on our audit, we report
that the Company has paid remuneration to its directors during the year in
accordance with the provisions of and limits laid down under section 197 read
with Schedule V of the Act.

2. As required by the Companies (Auditor’s Report) Order, 2020 ("the Order”)
issued by the Central Government of India, in terms of section 143(11) 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.

3. 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 purpose of
our audit of the accompanying standalone financial statements;

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 financial statements dealt with by this report are in
agreement with the books of account;

d) In our opinion, the aforesaid Standalone Financial Statements comply with
Ind AS specified under section 133 of the Act.

e) On the basis of written representations received from the directors and
taken on record by the Board of Directors, none of the directors is
disqualified as on 31 March, 2025 from being appointed as a director in
terms of Section 164(2) of the Act.

f) With respect to the adequacy of internal financial controls with reference to
financial statements of the Company as on 31 March 2025 and the
operating effectiveness of such controls, refer to our separate report in
Annexure "B" wherein we have expressed an unmodified opinion; and

g) With respect to 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 does not have any pending litigations which would
impact its financial position as at 31 March 2025.

(ii) The Company did not have any long term contracts including
derivative contracts for which there were any material foreseeable
losses as at 31 March 2025.

(iii) There were no amounts which were required to be transferred to
the Investor Education and Protection Fund by the Company during
the year ended 31 March 2025.

(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 securities premium or any other
sources or kind of funds) by the Company to or in any person(s) or
entity(ies), including foreign entities (the 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 (the Ultimate Beneficiaries) or provide
any guarantee, security or the like on behalf 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
person(s) or entity(ies). including foreign entities (the 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 such audit procedures performed as considered
reasonable and appropriate in the circumstances, nothing has
come to our attention that causes us to believe that the
management representations under sub-clauses (a) and (b) above
contain any material misstatement.

(v) The Company has not declared or paid any dividend during the
year ended 31 March 2025.

(vi) Reporting on Audit Trails

Based on our examination which included test checks, the company
has used an accounting software for maintaining its books of
account which has a feature of recording audit trail (edit log) facility
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 audit trail feature
being tampered with.

For NKSJ& Associates
Chartered Accountants
(Registration No. 329563E)
UDIN :25234454BMLGZF6628

Embassy Building, Flat No. 1B,

1st Floor,

4, Shakespeare Sarani,

Kolkata - 700 071

(CA Sneha Jain)
Partner

Dated the 30^th day of May, 2025 (Membership No. 234454)