We have audited the accompanying financial statements of
GP PETROLEUMS LIMITED (the "Company"), which comprise
the Balance Sheet as at March 31, 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 on that date, and notes to the
accounts, including material accounting policy information
and other explanatory information (hereinafter referred to as
the "financial statements").

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 (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 March 31, 2025, the profit and total
comprehensive income, changes in equity and its cash flows
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 ("SA"s) 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 ("ICAI") together with the
ethical requirements that are relevant to our audit of the
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
obtained by us is sufficient and appropriate to provide a basis
for our audit opinion on the financial statements.

Key Audit Matters

Key audit matters ("KAM") are those matters that, in our
professional judgement, were of most significance in our
audit of the financial statements of the current period. 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.

1. Provision for Doubtful Debts
Key Audit Matter

The Company has recognized provisions against certain
trade receivables where amounts are long-outstanding
and are currently under legal dispute or arbitration.
The determination of the adequacy of such provisions
involves significant management judgment, particularly
in estimating the likelihood of recovery, timing, and
possible outcomes of legal proceedings. Considering
the materiality of these balances and the uncertainties
involved, this was considered a key audit matter.

How our audit addressed the Key Audit Matter

a) Reviewed the ageing of trade receivables and
identified disputed or long-pending cases.

b) Examined legal correspondence and evaluated the
current status of the cases.

c) Discussed with management their basis for
provisioning and likelihood of recoverability.

d) Verified subsequent receipts or adjustments post
year-end where applicable.

e) Assessed whether the Company's provisioning
policy aligns with Ind AS 109 and tested its
consistent application.

f) Evaluated adequacy of the related disclosures in
the financial statements.

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

The Company's Board of Directors and the Management are
responsible for the other information. The other information
comprises the information included in the Management
Discussion and Analysis, Board's Report including Annexures
to Board's Report, Business Responsibility Report, Corporate
Governance and Shareholder's Information, 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 or 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 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.

Responsibilities of Management and Board of
Directors for the Financial Statements

The Company's Board of Directors and the Management
are responsible for the matters stated in section 134(5) of
the Act with respect to the preparation and presentation
of these 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 Ind 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 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 Company's Board of Directors and the Management are
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
based on these financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional scepticism
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 financial control
relevant to the audit 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 the management.

• Conclude on the appropriateness of Board of Directors
and 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.

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 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.

Other Matter

We were appointed as statutory auditors of the Company in
the Annual General Meeting held on 18^th September 2024.
Previous Year's figures have been taken as audited by the
previous auditors, who issued an unmodified report dated
28^th May 2024.

Our opinion is not modified in respect of these matters.

Report on Other Legal and Regulatory
Requirements

1. 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.

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 Statement of Cash
Flows dealt with by this Report agree 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 read with Companies (Indian Accounting
Standards) Rules, 2015, as amended.

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
A".

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 impact of
pending litigations on its financial position in
its financial statements. Refer Note 34 to the
financial statements.

ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses.

iii. There has been no delay in transferring
amounts, 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 (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 source or kind
of funds) by the company to or in any
other person 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 by
or on behalf of the company ("Ultimate
Beneficiaries") or provide any guarantee,
security or the like on the behalf of the
Ultimate Beneficiaries.

(B) The Management has represented
that, to the best of it's knowledge and
belief, no funds (which are material
either individually or in the aggregate)
have been received by the company
from any person or entities, including
foreign entities, with the understanding,
whether received in writing or otherwise,
as on the date of this audit report, that
the company shall, directly or indirectly,
lend or invest in other persons or entities
identified in any manner by or on
behalf of the funding party ("Ultimate
Beneficiaries") or provide any guarantee,
security or the like on behalf of the
Ultimate Beneficiaries.

(C) Based on the audit procedures as
considered reasonable and appropriate
in the circumstances and according
to the information and explanations
provided to us nothing has come to our
notice that has caused 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
misstatements.

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 accounting
software systems for maintaining its books of

account for the financial year ended March
31, 2025 which have the feature of recording
audit trail (edit log) facility and the same has
operated throughout the year for all relevant
transactions recorded in the software systems.
Further, during the course of our audit we did
not come across any instance of the audit trail
feature being tampered with and the audit
trail has been preserved by the Company
as per the statutory requirements for record
retention.

2. As required by the Companies (Auditor's Report) Order,
2020 ("the Order") issued by the Central Government in
terms of Section 143(11) of the Act, we give in "Annexure
B" a statement on the matters specified in paragraphs 3
and 4 of the Order.

3. With respect to the other matters to be included in the
Auditor's Report in accordance with the requirements of
section 197(16) of the Act, as amended, in our opinion
and to the best of our information and according to the
explanations given to us, the remuneration paid by the
Company to its directors during the year is in accordance
with the provisions of section 197 of the Act.

For J Mandal & Co LLP

Chartered Accountants
(Firm's Registration No. 302100E/N500422)

CA Mukkul Agarrwal

Partner

Place: New Delhi Membership No.502489

Date: May 28, 2025 UDIN: 25502489BMKUHR4604