We have audited the accompanying financial Statements of Harish Textile Engineers Limited ("the
Company") which comprises the Balance Sheet as at 31st March, 2025 and the Statement of Profit and
Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Cash Flow
Statement for the year then ended, and notes to the financial statements, including a summary of
material 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 effect of the matters described in the Basis for Qualified Opinion section of our report, the aforesaid
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 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 31st March 2025, the profit and total comprehensive income, the changes in equity and
its cash flows for the year ended on that date.

Basis for Qualified Opinion

The company has ascertained the particulars of dues to Micro, Small and Medium enterprises, under
MSMED Act, 2006. The interest liability arising out of delayed payment to undertakings registered under the
MSMED Act, has not been quantified and provided for.

Our audit opinion on the financial statements for the year ended 31st March 2025 is qualified in respect of
the said matter.

We conducted our audit of the Financial Statements in accordance with the Standards on Auditing (SAs)
specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards
are further described in the Auditor's Responsibilities for the Audit of the 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 together with the ethical requirements that are relevant to our
audit of the 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 qualified opinion on the Financial Statements.

Material Uncertainty Related to Going Concern

We draw attention to Note 19 to the financial statements, regarding extensions of timelines/defaults in
repayment of debenture obligations arising out of liquidity crunch faced by the Company. We further

draw your attention to the fact that the net working capital of the Company is negative at the year end.
The current liabilities (including short term borrowings) amounted to INR 6465 Lakhs. The current assets
amounted to INR 4325 Lakhs. The net negative working capital amounted to INR 2140 Lakhs.

In view of the above, the Company's ability to continue as a going concern is dependent on its ability to
raise additional funds as required and successful negotiations with lenders/debenture holders and vendors
for continued support and generation of cash flow from its operations that it needs to settle its liabilities as
they fall due. Our opinion is not modified in respect of this matter.

Emphasis of matter

We draw attention to the following matters. Our opinion is not modified in respect of these matters:

a. Note 42 A (1) of notes to the financial statement year ended March 31, 2025 which states that "the
Company has received notice on 14th May 2022 from Shree Nikhil H Gandhi, Smt. Chhaya N. Gandhi
and Smt. Kumudben H. Gandhi, claiming to be Shareholders of Pacific Haish Industries Limited
("PHIL"), that they have filed a company petition with Hon. NCLT, Mumbai Bench, inter-alia
contending that the business of Non-Woven and PSF transferred to the Company by PHIL by way of
Slump-sale w.e.f. April 01, 2019 was without obtaining the approval of Shareholders of PHIL and
hence such transfer is invalid. The Company is taking appropriate legal recourse to protect its
interest. Vide order dated 09th June, 2023 Hon. Bombay High Court has instructed parties to
maintain Status quo and subsequently, Hon. NCLT as well vide its order dated 14th June, 2023 has
stayed the further proceedings till the pendency of the Hon. High Court order."

b. Note 42 A (2) of notes to the financial statement year ended March 31, 2025 which states that "the
Term Loan and other Credit facilities from Bank of India are, inter-alia secured by Corporate
Guarantee and mortgage of properties of Kasha Textile Private Limited (KTPL). One of the
Shareholders of KTPL has claimed that the said corporate guarantee and security were given by
KTPL without obtaining consent of Shareholders as is required in terms of section 186 of Companies
Act, 2013. The company is taking appropriate legal recourse to protect its interest."

c. Note 19 of notes to the financial statement year ended March 31, 2025 which states that "the
Company has availed working capital loans from various banks, which are repayable on demand or
subject to annual renewal. As at the reporting date, working capital facilities aggregating to ?
1755.75 Lakhs are due for renewal. The Company has applied for the renewal of these facilities and
is in discussions with the respective banks. Management expects the renewal process to be
completed in the normal course of business without any significant modification to the terms."

Our conclusions are not modified in respect of these matters.

Report on 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. We have determined the matters described
below to be the key audit matters to be communicated in our report.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Management and Board of Directors are responsible for the other information. The other
information comprises the information included in the Company's annual report, but does not include the
financial statements and auditor's report thereon.

Our opinion on the 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 Financial Statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the 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.

Responsibilities of Management and those charged with governance for the financial Statements

The Company's Management and 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 financial Statements that

give a true and fair view of the financial position, financial performance, including total comprehensive
income, changes in equity and cash flows of the Company in accordance with the Ind AS and other
accounting principles generally accepted in India, including 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
Ind AS financial statement 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 financial statement

Our objectives are to obtain reasonable assurance about whether the 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 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 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 Companies Act, 2013, 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 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 financial Statements, including the
disclosures, and whether the financial Statements represent the underlying transactions and events in a
manner that achieves fair presentation.

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 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:

2.A

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.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income,
Statement of Changes in Equity and the Cash Flow Statement 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 the Companies (Indian Accounting
Standards) Rules, 2015, as amended.

e) On the basis of the written representations received from the directors as on 31st March, 2025, and
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2025
from being appointed as a director in terms of Section 164(2) of the Companies Act, 2013, except as
stated below:

Mr. Ritesh Harshad Patel, Independent Director of the Company, did not submit the declaration as
required under the provisions of the Companies Act, 2013 and hence, was disqualified. We draw
attention to Clause 9 - "Declaration by Independent Directors" of the Board's Report, which
describes the matter in detail.

f) With respect to the adequacy of the Internal Financial Control over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in Annexure
"B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Company's internal financial controls over financial reporting.

g) In our opinion, the managerial remuneration for the year ended March 31, 2025 has been paid/
provided by the Company to its directors in accordance with the provisions of section 197 read with
Schedule V to the Act.

2.B With respect to the other matters to be included in the Auditors' Report in accordance with Rules 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 and as represented by the management:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements as referred to in Note 42 to the financial statements;

ii. The Company has made provision, as required under the applicable law or Ind AS, for material
foreseeable losses, if any, on long-term contracts including derivative contracts;

iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

iv.

a. Management has represented to us that, to the best of it's knowledge and belief, other than
as disclosed in the notes to the accounts no funds (which are material either individually or in
aggregate) 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 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. Management has represented to us that, to the best of it's knowledge and belief other than as
disclosed in the notes to the accounts no funds (which are material either individually or in
aggregate) 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, 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 our audit procedure conducted that are considered reasonable and appropriate in
the circumstances, nothing has come to our attention that cause us to believe that the
representation under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above,
contain any material misstatement.

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

vi. Based on our examination, which included test checks, the Company has maintained its books of

account using accounting software that has the feature of recording an audit trail (edit log) facility.

However, the said feature was not enabled during the year by the Company.

For K. M. Swadia and Company

Chartered Accountants

(Firm’s Registration No. 110740W)

Pravin Panchiwala

Partner

Place: Vadodara (Membership No. 127406)

Date: June 25, 2025 UDIN: 25127406BNFXEU4140