1. We have audited the accompanying financial statements of Cantabil Retail India Limited ('the Company'}, which comprise the
Balance Sheet as at 31 March 2025, the Statement of Profit and Loss (including Other Comprehensive Income}, the Statement
of Cash Flow and the Statement of Changes in Equity for the year then ended, and notes to the financial statements, including
material accounting policy informat ion and other explanatory information.

2. 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 ('Ind AS') specified under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the
state of affairs of the Company as at 31 March 2025 , and its profit (including other comprehensive income), its cash flows and
the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing 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 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 Matter

4. Key audit matters are those matters that, in our professional judgment, 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.

5. We have determined the matter described below to be the key audit matter to be communicated in our report.

Information other than the Financial Statements and Auditor's Report thereon

6. The Company's Board of Directors are 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. The Annual
Report is expected to be made available to us after the date of this auditor's report.

Our opinion on the financial statements does not cover the other information and we will 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 identified above when
it becomes available 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.

When we read the Annual Report, if we conclude that there is a 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 Financial Statements

7. The accompanying 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 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 specified under
section 133 of the Act 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 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, implement at
ion 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.

8. In preparing the financial statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but
to do so.

9. 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

10. 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 Standards on Auditing will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered mater ial
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.

11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act 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 Board of Directors' 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;
and

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures , and
whether the financial statements represent the underlying transact ions and events in a manner that achieves fair
presentation.

12. 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.

13. 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.

14. 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

15. The financial statements of the Company for the year ended 31 March 2024 were audited by the predecessor auditor, Suresh &
Associates , who have expressed an unmodified opinion on those financial statements vide their audit report dated 15 May
2024.

Report on Other Legal and Regulatory Requirements

16. As required by 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
to the Act.

17. 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 I a statement on the matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

18. Further to our comments in Annexure I, 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 financial statements;

b) Except for the matters stated in paragraph 18(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules , 2014 (as amended), 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 financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid financial statements comply with Ind AS specified under section 133 of the Act;

e) On the basis of the 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 2025from being appointed as a director in terms of section 164(2) of the Act;

f) The qualification relating to the maintenance of accounts and other matters connected therewith are as stated in,
paragraph 18(b) above on reporting under section 143(3)(b) of the Act and paragraph 18(h)(vi) below on reporting under
Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

g) With respect to the adequacy of the 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 II wherein we
have expressed an unmodified opinion; and

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. the Company , as detailed in note 60(a)(i) and 60(a)(ii) to the financial statements, has disclosed the impact of pending
litigation on 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, as disclosed in note 65(e) to the

financial statements, 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, as disclosed in note 65(f) to the
financial statements, 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 notice that has caused us to believe that the management representations under sub¬
clauses iv(a) and iv(b) above contain any material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31 March 2025 and until the date of this
audit report is in compliance with section 123 of the Act.

vi. As stated in note 65(o) to the financial statements and based on our examination which included test checks, the
Company, in respect of financial year commencing on 1 April 2024, has used an accounting software for maintaining
its books of account which have a feature of recording audit trail (edit log) facility and the same have been operated
throughout the year for all relevant transactions recorded in the software except that the audit trail feature was not
enabled at the database level for accounting software to log any direct data changes, used for maintenance of all
accounting records by the Company. Further, during the course of our audit we did not come across any instance of
audit trail feature being tampered with and the audit trail has been preserved by the Company as per the statutory
requirements for record retention, other than the consequential impact of the exception given above.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm's Registration No.: 001076N/N500013

Kartik Gogia

Partner

Membership No.: 512371

UDIN: 25512371BMN UDF3614

Place: New Delhi

Date: 15 May 2025