We have audited the accompanying financial statements of M/s. Vega Jewellers Ltd (Formerly, PH
Trading Limited)(“the Company”), which comprise the Balance Sheet as on March 31, 2025, the
Statement of Profit and Loss(Including the statement of other comprehensive income), Cash Flow
statementand the statement of changes in Equity for the year then ended, and notes to the Financial
Statements, including a summary of the materialaccounting policies 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, as amended
(“the Act”) in the manner so required and give a true and fair view in conformity with the Accounting
Standards prescribed under Section 133 of the Act and other accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31,2025, its profitincluding other comprehensive
income, 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)
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 theCompany 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
auditof the financial statements under the provisions of theAct, and the Rules thereunder, and we have
fulfilled our other ethicalresponsibilities in accordance with these requirements and the Codeof Ethics. We
believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our
audit opinion onthe 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 Ind AS Financial Statements of the current period. These matters were addressed in the
context of our audit of the Ind AS 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 that there are no key audit
matters to communicate in our report.

Other Matter:

The financial statements of the Company for the year ended March 31, 2024 were audited by another
auditor who expressed unmodified opinion on those financial statements vide their report dated 30th May
2024. Our opinion on the financial statements for the current year is not modified in respect of this matter.

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

The Company's Management and Board of Directors is responsible for the otherinformation. The other
information comprises the informationincluded in the Board's Report including Annexures to Board's
Report butdoes not include the financial statements and our auditor'sreport thereon.

Our opinion on the financial statements does not coverthe other information and we do not express any
form of assuranceconclusion 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 withthe financial
statements or our knowledge obtained duringthe course of our audit or otherwise appears to be materially
misstated.

If, based on the work wehave performed, we conclude that there isa material misstatement of this other
information, we are required toreport that fact. We have nothing to report in this regard.

Management’s and Board of Directors’ Responsibilities for the Financial Statements

The Company's Management and Board of Directors is responsible for the matters statedin Section
134(5) of the Act with respect to the preparation andpresentation of these financial statementsthat give a
trueand fair view of the financial position, financial performance including other comprehensive income,
changes in equity and cash flows ofthe Company in accordance with the accounting principles
generallyaccepted in India, including the Indian accounting standards (Ind AS) specified underSection
133 ofthe Act read with (the companies (Indian Accounting standards) Rules, 2015. as amended.

This responsibility also includes maintenance of adequate accountingrecords in accordancewith the
provisions of the Act for safeguardingthe assets of the Company and for preventingand detecting
fraudsand other irregularities; selection and application of appropriateaccounting policies; making
judgements and estimates that arereasonable and prudent; andthe design, implementation
andmaintenance of adequate internal financial controls, that wereoperating effectively for ensuring the
accuracy and completeness ofthe accounting records,relevant to the preparation and presentationof the
financial statements that give atrue and fair viewand are free from material misstatement, whether due to
fraud or error.In preparing the financial statements, Management and Board ofDirectors is responsible
forassessing the Company's ability to continueas a going concern, disclosing, as applicable,matters
related to goingconcern and using the going concern basis of accounting unless themanagement either
intends to liquidate the Company or to ceaseoperations, or has no realisticalternative but to do so.

The company Management and Board of Directors is also responsible for overseeing the
Company'sfinancial reporting process.

Auditor’s Responsibilities for the Audit of the FinancialStatements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are
free from materialmisstatement, whether due to fraud or error, andto issue an auditor'sreport that includes
our opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit
conducted inaccordance with SAs will alwaysdetect a material misstatement whenit exists.
Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate,
they could reasonably beexpectedto influence the economic decisions of users taken on thebasis 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 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 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.

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 obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company so far as
appears from our examination of those books;

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,theaforesaid Financial Statements comply with theInd AS specified under Section 133
of the Act, read with Companies (Indian Accounting standards) Rules, 2015, as amended;

e) on the basis of written representations received from the directors as on March 31,2025, and 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 and the
operating effectiveness of such controls, refer to our separate report in “Annexure B” to this report;

g) With respect to the other matters to be included in the Auditor's in the Auditor's report in accordance
with the requirement of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to explanation given to us,
remuneration paid or payable by the company to the directors during the year is in accordance with
the section 197 of the Act read with Schedule V of the Act and the rules thereunder.

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 has disclosed the impact of pending litigation in its 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 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 thebest of its knowledge and belief, other than
asdisclosed in the notes to the accounts, no fundshave been advanced or loaned or invested
(eitherfrom borrowed funds or share premium or anyother sources or kind of funds) by the
Companyto or in any other person(s) or entity(ies),including foreign entities (“Intermediaries”),with
the understanding, whether recordedin writing or otherwise, that the Intermediaryshall,whether,
directly or indirectly, lend orinvest in other persons or entities identified inany manner whatsoever by
or onbehalf of theCompany (“Ultimate Beneficiaries”) or provideany guarantee, security or the like on
behalf ofthe Ultimate Beneficiaries;

(b) The management has represented that, to the best of its knowledge and belief, no fundshave been
received by the Company from anyperson(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 that we 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. No dividend declaredduring the year bythe Company.

vi. Based on our examination which included test checks, The Company has maintained its books of
account in accounting software which does not have an audit trail (edit log) feature as required under
Rule 3(1) of the Companies (Accounts) Rules, 2014, as amended.

For Sagar and Associates

Chartered Accountants

FRN:003510S

Sd/-

A Manikanta Rayudu

M.No:243439

UDIN: 25243439BMIJKQ6703

Place: Hyderabad

Date:20-05-2025