We have audited the accompanying Standalone Financial Statements of Williamson Magor & Co. Limited ("the Company"), which
comprise the Standalone Balance Sheet as at 31st March, 2025, the Standalone Statement of Profit and Loss (including Other
Comprehensive Income), the Standalone Statement of Changes in Equity, the Standalone Statement of Cash Flows for the year
ended 31st March, 2025, and notes to the Standalone Financial Statements, including a summary of material accounting policy
information and other explanatory information (hereinafter referred to as "Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, except for the matters described in
the Basis for Qualified Opinion section of our Report, 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 Indian
Accounting Standards prescribed under Section 133 of the Act and other principles generally accepted in India of the state of affairs
of the Company as at 31st March, 2025, its loss including other comprehensive income, changes in equity and its cash flows for the
year ended on that date.

Basis for Qualified Opinion

a. Non-recognition of Interest Expense

We draw attention to Note 47 of the Standalone Financial Statement relating to non-recognition of interest expense on
secured borrowings from financial institutions and unsecured inter-corporate borrowings. As the matter is under dispute /
negotiation, the Company has neither recognized nor ascertained any finance cost on such secured borrowings for the period
given hereunder :

Interest expense on unsecured inter-corporate borrowings amounting to Rs. 4,64,188 thousand for the year ended 31st March, 2025
including Rs. 1,06,766 thousand for the quarter ended on that date has not been recognised by the Company. As a result, finance
cost, liability on account of interest and total Comprehensive loss is understated to that extent. Further, penal/compound interest
and other adjustments in respect of borrowings have not been recognised and amount payable to the lenders and other parties in
this respect are lacking confirmation from respective parties and consequential reconciliation. Pending final determination of
amounts with respect to these, adjustments and impacts arising therefrom have not been ascertained and as such cannot be
commented upon by us.

This constitutes a departure from the requirements of Indian Accounting Standard 109 "Financial Instruments" and
accrual basis of accounting.

b. Default in repayment of principal and interest

We draw attention to Note 48 of the Standalone Financial Statement with respect to default in repayment of Principal and
Interest on Non-Convertible Debentures issued to IL&FS Financial Services Limited and subsequent settlement agreed upon.
In earlier years, Security provided by the Company by way of mortgage/pledge of certain properties with the Debenture
Trustee against issue of above debentures have been invoked by the Debenture Trustee from time to time.

The Management has ascertained and decided to adjust disposal proceeds and payment made as per the settlement
agreement from the outstanding value of debentures and estimated interest as per the repayment schedule. We are unable
to ascertain the effect of the same as of now due to the lack of requisite confirmations and pending reconciliations.

c. Default in payment of interest and repayment of principal of secured and unsecured loans

We draw attention to Note No 47(c), 47(d), 52, 53 and 54 of the Financial Statement with respect to default in payment of
interest and repayment of principal of Loan borrowed from secured and unsecured lenders of the Company.

d. Recognition of Deferred Tax Assets

We draw attention to Note 31(c) of the Standalone Financial Statements where the Management has considered recognition
of deferred tax assets amounting to Rs. 14,03,564 thousand as at 31st March, 2025 assuming virtual certainty supported by
convincing evidence that sufficient future taxable income would be available against which such assets can be realised.

Considering the management's assessment of going concern assumption in the Standalone Financial Statements, the
condition of reasonable certainty for recognizing the deferred tax assets as per Ind AS 12 "Income Taxes" has not been met.
Consequently, deferred tax assets are overstated and total comprehensive loss for the year ended 31st March, 2025 is
understated to that extent.

e. Balances of receivables, unsecured and secured loan creditors and their balance confirmations.

We draw attention to Note 33 to the Standalone Financial Statements, relating to trade and other receivables and liabilities
including those payable to loan creditors lacking reconciliation and confirmation. Non-determination/ recognition of amount
payable in respect of claims pursuant to the undertaking executed between the company and the lenders in respect of certain
group companies regarding company's obligation in respect of the settlement arrived at with corporate lenders. Pending
determination of the company's obligation and finalization of terms and conditions following the agreement arrived at with the
parties, adjustments to be made in this respect are currently not ascertainable and as such cannot be commented upon by us.

f. Material uncertainty related to Going Concern

We draw attention to Note 46 of the Standalone Financial Statements with respect to material uncertainty related to Going
Concern. The Company has defaulted in repayment of borrowings to its financial institutional lenders and others. In view of
the Management, the Company would be able to improve its net working capital position to discharge its current and
non-current financial obligations. However, in view of the uncertainties involved, these events and conditions indicate a
material uncertainty which may cast a significant doubt on the Company's ability to continue as a going concern. Accordingly,
the use of going concern assumption of accounting in preparation of this Statement is not adequately and appropriately
supported as per the requirements of Indian Accounting Standard 1 "Presentation of Financial Statements".

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies
Act, 2013 ("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 Act and the Rules made
thereunder, 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 is sufficient and appropriate to provide a basis for our qualified
opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgement 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 addition
to the matter described in the Basis for Qualified Opinion section we have determined the matters described below to be the key
audit matters to be communicated in our report.

Emphasis of Matter

a) We draw attention to Note 43 to the Standalone Financial Statements which states that the registration of the company as a
Non- Banking Finance Company stands cancelled by the Reserve Bank of India due to erosion of its net worth.

b) We draw attention to Note 55 to the Standalone Financial Statements regarding claims filed against McNally Bharat
Engineering Company Limited and provision made there against.

Our opinion is not modified in respect of this matter.

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 Financial Performance highlights, Board's Report including Annexure to Board's Report, Management
Discussions and Analysis, Business Responsibility Report, Shareholders Information and other information in the Integrated Annual
Report but does not include the Standalone Financial Statements and our auditors' 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 as identified
above when it becomes available, 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 on the other information that we obtained prior to the date of auditors' report, we conclude
that there is a material misstatement of this information, we are required to report that fact. We have nothing to report in this regard.

When we read the other information, which we will obtain after the date of auditors' report and if we conclude that there is material
misstatement therein, we are required to communicate the matter to those charged with governance.

Responsibilities of Management and Those Charged with Governance 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 including total
comprehensive profit, changes in equity and cash flows 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. 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 judgements 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 is also responsible for overseeing the Company's financial reporting process.

Auditors' 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 judgement 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 with reference to financial statements 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 and Board of Directors

• 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.

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 year 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:

a) We have sought and except for the effects/ possible effects of the matters described in Basis for Qualified Opinion Section
above, 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, except for the effects/ possible effects of the matters described in Basis for Qualified Opinion Section above,
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 Balance Sheet, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the
Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this Report are in
agreement with the books of account.

d) Subject to the matters specified in qualified opinion section of our report, in our opinion, the aforesaid Standalone Financial
Statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

e) On the basis of the information received from the Company, the following directors are disqualified w.e.f 30th September, 2022
as per section 164(2)(b) of Companies Act, 2013:

• Mr. Chandan Mitra (DIN: 09069336)

• Mr. Lakshman Singh (DIN: 00027522)

• Mr. Debashis Lahiri (DIN: 09451354)

• Ms. Lyla Cherian (DIN: 09452847)

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the
operating effectiveness of such controls, refer to our separate report in "Annexure B";

g) With respect to the matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of
the Act (as amended), the Company has neither paid nor provided for any remuneration to its directors during the year.

h) 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. except for the possible effects of the matter described in the Basis for Qualified Opinion section of our Report, the
Company has disclosed the impact of pending litigations as at 31st March, 2025 on its financial position in the Financial
Statements. (Refer Note 30 to the Financial Statements).

ii. the Company did not have any material foreseeable losses on long-term contracts including derivative contracts, and

iii. there were no amounts due 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, and as disclosed in Note No. 59(g)(i), no
funds (which are material either individually or in the 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 person or
entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that
the Intermediary shall, whether, directly or indirectly lend to 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, and as disclosed in Note No. 59(g)(ii), no
funds (which are material either individually or in the aggregate) has been received by the Company from any other
person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or
otherwise, that the Company shall, whether, directly or indirectly lend to or invest in any other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Parties ("Ultimate Beneficiaries") or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.

c) based on the audit procedures 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 sub-clause (i) and (ii) of Rule 11(e), as
provided under (a) and (b) above, contain any material misstatement.

v. The company has neither declared nor paid any dividend during the year.

vi. 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 ended
31st March, 2025 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 V. SINGHI & ASSOCIATES
Chartered Accountants
Firm Registration No.: 311017E

(A. Sengupta)

Place: Kolkata ^Partner

_ ..... Membership No: 051371

^{Date: 28 May} 2025 UDIN: 25051371BMUIZV7501