We have audited the financial statements of John Cockerill India Limited
("the Company”), which comprise the Balance sheet as at December
31 2024, the Statement of Profit and Loss, including the statement
of 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 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, the aforesaid financial statements give
the information required by the Companies Act, 2013, as amended
("the Act”) 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 December 31, 2024, its loss
including other comprehensive loss, its cash flows and the changes in
equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with
the Standards on Auditing (SAs), as 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 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 Act 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 audit
opinion on the 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 financial statements for the
financial year ended December 31,2024. These matters were addressed
in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion
on these matters. For the matter below, our description of how our audit
addressed the matter is provided in that context.

We have determined the matter described below to be the key
audit matter to be communicated in our report. We have fulfilled the
responsibilities described in the Auditor's responsibilities for the audit of
the financial statements section of our report, including in relation to this
matter. Accordingly, our audit included the performance of procedures
designed to respond to our assessment of the risks of material
misstatement of the financial statements. The results of our audit
procedures, including the procedures performed to address the matter
below, provide the basis for our audit opinion on the accompanying
financial statements.

Other Information

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 financial statements and
our 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 such
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 for the 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 financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive loss,
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 accounting policies; making judgments and estimates
that are reasonable and prudent; and the 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 financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

In preparing the 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.

Auditor’s Responsibilities for the Audit of the Financial Statements

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 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.

_# 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 for the year ended December 31, 2024 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 1”, a statement on the matters specified in paragraphs
3 and 4 of the Order.

As required by Section 143(3) of the Act, 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;

(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 except for the matters
stated in the paragraph i(vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules, 2014;

(c) The Balance Sheet, the Statement of Profit and Loss
including the Statement of Other Comprehensive Income,
the Cash Flow Statement and Statement of Changes in
Equity dealt with by this Report are in agreement with the
books of account;

(d) In our opinion, the aforesaid financial statements comply
with the Accounting Standards specified under Section
133 of the Act, read with Companies (Indian Accounting
Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from
the directors taken on record by the Board of Directors, none
of the directors is disqualified as on December 31, 2024
from being appointed as a director in terms of Section 164
(2) of the Act;

(f) The modification relating to the maintenance of accounts and
other matters connected therewith are as stated in paragraph
(b) above and paragraph i(vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules, 2014.

(g) With respect to the adequacy of the internal financial
controls with reference to these financial statements and
the operating effectiveness of such controls, refer to our
separate Report in "Annexure 2” to this report;

(h) In our opinion, the managerial remuneration for the year
ended December 31,2024 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;

(i) 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 impact of pending
litigations on its financial position in its financial
statements - Refer Note 35 (i) to the financial statements;

ii. The Company has made provision, as required
under the applicable law or accounting standards,
for material foreseeable losses, if any, on long-term
contracts including derivative contracts - Refer Note
20 and Note 21 to the financial statements;

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, as disclosed
in note 40(a)(v) to the financial statements,
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

person(s) or entity(ies), 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) The management has represented that, to the
best of its knowledge and belief, as disclosed
in note 40(a)(vi) to the financial statements,
no funds have been received by the Company
from any person(s) or entity(ies), 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 such 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 sub-clause (a)
and (b) contain any material misstatement.

v. The final dividend paid by the Company during the
year in respect of the same declared for the previous
year, is in accordance with section 123 of the Act, to
the extent it applies to payment of dividend.

vi. Based on our examination which included test
checks, the Company has used 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
except that, audit trail feature is not enabled for
direct changes to data and at the application
level for certain fields using certain access rights,
as described in note 40(a)(viii) to the financial
statements. Further, during the course of our audit
we did not come across any instance of audit
trail feature being tampered with in respect of
the accounting software wherever it is enabled.
Additionally, the audit trail of previous year has been
preserved by the Company as per the statutory
requirements for record retention to the extent it was
enabled and recorded in previous year.

For S R B C & CO LLP

Chartered Accountants
ICAI Firm Registration Number:324982E/E300003

per Vinayak Pujare

Partner

Place of Signature: Mumbai Membership Number: 101143

Date: February 20, 2025 UDIN: 25101143BMSBZG4164