We have audited the accompanying standalone financial statements of Hariyana Ship
Breakers Limited, ("the Company") which comprises the Balance Sheet as at March 31, 2025,
the Statement of Profit and Loss (including Other Comprehensive Income), statement of
changes in equity and statement of cash flow for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies and other
explanatory information (hereinafter referred as "the Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanations given to
us, the aforesaid Standalone Financial Statements except "Ind-AS 109 - "Financial Instruments
regarding providing expected credit loss on Unsecured Loans & Advances which is considered
good & recoverable and the effect for the possible effects of matter described in the basis for
qualified opinion" 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 accounting
principles generally accepted in India including Indian Accounting Standards("Ind AS")
specified in section 133 of the Companies Act, 2013, of the state of affairs of the Company as at
March 31, 2025, and total comprehensive income (comprising of profit and other
comprehensive income), changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

1. The Non-Current Loans and advances classified as Financial Assets: The company has
given advances of Rs. 1319.00 Lakhs in earlier years which have been classified under Non¬
current Loans and advances classified as Financial Assets. The company had given the said
amount with the objective of establishing a joint venture. As of the date of this report, the
company has not commenced any joint venture activities nor has it recovered the said
amount. The company has considered these outstanding Loans and Advances as good for
recovery at the value at which they have been stated in the standalone financial statements.
In our opinion, the necessary provision for Loans and advances should have been made by
the company. The above advances have been carried at the same amounts as at March 31,
2025 as no transactions have taken place during the period of our review. The balance
confirmation of above loans and advances have not been received by the management and
hence Non-provision of such doubtful advance of Rs. 1319.00 Lacs. The non - compliance of
Ind AS 109 has resulted in an overstatement of profit and an overstatement of the
outstanding balance of Non- Current loans and advance and shareholder's fund by Rs.
1319.00 Lacs. Our conclusion stands qualified in respect of possible impact of the above
advance on the audited financial statements.

We conducted our audit 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 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 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 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.

Emphasis of Matters

1. We draw attention to the users of Standalone financial statement, that the company
has accepted advance of Rs. 1.21 crores from one private limited company in the
financial year 2017-18 for starting a joint venture. Till date, the company has not
been able to start any joint venture as intended nor has the company paid back the
advanced amount. (Refer to Note No. 3.19 to Financial Statements for Loans received.)

2. We draw attention to users of Standalone financial statements, the company has
availed overdraft facility from Punjab National Bank of Rs. 25.00 crores. The
company has utilized part of the said OD for repayment of unsecured loans. The
outstanding balance of overdraft facility as on 31.03.2025 was Rs.11.87 Crore. In the
absence of specific linking of utilization, we are unable to comment on the purpose
for which the said loan was taken and utilized.

3. We draw attention to the users of Standalone financial statements, that the Company
is partner in five partnership firm having main object of real estate development.
The company has also invested in its subsidiary firm having main object of dealing
in oxygen gases. The capital contribution of the company as at the year ended on
March 31, 2025 is Rs.137.64 Crores which constitutes 82.91% of the total assets of the
company. Further, we draw attention to the fact that one of the partnership firms, in
which the Company has contributed Rs.127.25 crores, has deployed Rs.121.01 Crores
out of such contributions towards granting loans to body corporates and partnership
firms. Given the materiality of these assets in context of the standalone financial
statement and the nature of their deployment, the recoverability of such advances
may have significant impact on the financial position of the Company.

Our opinion is not modified in respect of above matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, 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. We have determined the matters described below to be the key audit matters to
be communicated in our report.

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

The Company's management and 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 Standalone Financial Statements and our auditor's 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 and, in doing so, consider whether the other information is
materially inconsistent with the Standalone 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.

Responsibility 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, changes in equity and cash
flows of the Company in accordance with the accounting principles generally accepted in
India, including the accounting Standards 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 of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate
implementation and maintenance of 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
Standalone Ind AS financial statement 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 are also responsible for overseeing the company's financial reporting
process.

Auditor's Responsibility 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 judgment 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 financial controls 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 Standalone
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 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, 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 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.

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 the paragraph 3 and 4 of the Order, to the
extent applicable.

2. As required by Section 143 (3) of the Act, based on our audit we report that:

i. 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.

ii. 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;

iii. 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 cash flow statement dealt with by this Report are in agreement with the
books of account;

iv. In our opinion, the aforesaid Standalone Financial Statements comply with the
Accounting Standards specified under Section 133 of the Act.

v. On the basis of the written representations received from the directors of the
Company 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;

vi. 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 B" to this report; and

vii. 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, in our opinion and to
the best of our information and according to the explanations given to us:

• the Company has disclosed impact of pending litigations which could
materially impact its financial statements - Refer Note 5.10 of the Standalone
Financial Statements;

• the Company did not have any long term contracts including derivative
contracts for which there were any material foreseeable losses;

• There have been no amounts which were required to be transferred, to the
Investor Education and Protection Fund by the Company.

• Management Representation:

1. The Management of the Company has represented to us that to the best of it's
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 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, 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.

2. The management of the Company 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(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.

3. Based on audit procedures which 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 (i) and (ii) of Rule 11(e) Companies

(Audit and Auditors) Rules, 2014 (as amended) and provided in clauses (a) and
(b) above contain any material misstatement.

4. The company has not declared or paid any dividend during the year.

• As per the explanation given to us by the management, the Company has used
accounting software for maintaining its books of account for the period ended March
31, 2025 which has a feature of recording audit trail (edit log) facility however, the
company has not provided audit trail records for the entire period ended on March
31, 2025. In the absence of audit trail records, we are unable to comment whether
audit trail feature of the said software was enabled and operated throughout the
period for all relevant transactions in the software or whether there were any
instances of the audit trail feature been tampered with. Since the company has not
provided audit trail records we are unable to comment on whether audit trail has
been preserved by the company as per statutory requirement of record retention or
not.

viii. In our opinion and according to the information and explanations given to us, the
remuneration paid by the Company to its directors during the current year is in
accordance with the provisions of Section 197 of the Act. The remuneration paid to
any director is not in excess of the limit laid down under Section 197 of the Act.

For LLB & Co. For S.N. Shah & Associates

Chartered Accountants Chartered Accountants

FRN : 117758W FRN : 109782W

CA Lalit Bajaj CA Dhruvin Joshi

Partner Partner

M. No. 104234 M. No. 612290

UDIN: 25104234BMKXJ S2985 UDIN: 25612290BMITXU6778

Place: Mumbai Place: Ahmedabad

Date: May 30, 2025 Date: May 30, 2025