We were engaged to audit the accompanying statement of standalone financial results of
Atcom Technologies Limited (‘the Company’) for thequarter and year ended March 31, 2024
(‘the statement’) attached herewith, being submitted by the Company pursuant to the requirement
of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
as amended.

In absence of any sufficient appropriate audit evidences regarding certainty, quantum and time
frame for recovery from Trade receivable, Loan to subsidiary (including interest), outcome of
pending legal action initiated against debtors and legal cases/ / insolvency proceedings initiated
by banks against company for recovery of loans and possession of Company's properties,
transfer of banks dues in favor of ARC, other factors such as non-availability of confirmations of
Trade Receivables, Trade payables, Borrowings and bank accounts, non-payment of Trade
payables and other liabilities including statutory dues, non-availability of finance due to
recalling of the bank finance and attachment of bank accounts by Income tax department
against its dues, impact of actions and forthcoming actions that may be taken by various legal
and statutory authorities due to various factors mentioned herein etc and in view of multiple
uncertainties as stated above we are unable to determine the possible effect on the financial
result and ability of the company to continue as a going concern.

Because of the significance of the matters described in the Basis of Disclaimer of Opinion section
of our report, absence of sufficient appropriate audit evidences and Material uncertainty related
to Going Concern paragraph below, it is not possible to form an opinion on the financial results
due to the potential interaction of the uncertainties and their possible cumulative effect on the
standalone financial results. Accordingly, we do not express an opinion on the standalone
financial results.

Basis of Disclaimer of Opinion

(a) The company has not translated following monetary items denominated in foreign currency as
at year ended closing rate and has been carried forward at the rate as at 31st March 2015, 31st March

2016, and / or 31st March 2017, which is not in accordance with Ind-AS -21 "The Effect of changes
in Foreign Exchange Rates" and accounting policy followed by the Company.

Basis for Qualified Opinion

1. the company has accumulated losses and its net-worth has been substantially recorded. The
Company is currently under liquidation in the High Court. Further the Company has also filed
a scheme of rearrangement & compromise with the NCLT. These conditions state that a
material uncertainty exists that may cast significant doubt on the entity’s ability to continue as
a going concern.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. 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 Companies Act, 2013 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 qualified opinion.

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 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.

The matters described under the Basis for Qualified Opinion section were determined to be key
audit matters to be communicated in our audit report.

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

The Company’s Board of Directors is 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 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.

Management’s Responsibility for the Standalone Financial Statements.

The Company’s Board of Director sis responsible for the matters state din section134(5) of the
CompaniesAd,2013(“theAd”)withrespedtothepreparationofthesestandalonefmandalstatementst
hatgiveatrueandfairviewofthefinancialposition,financialperformance,changesinequityandcashflo
wsofthe 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
include maintenance of adequate accounting records in accordance with the provision soft he 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;

anddesign,implementationandmaintenanceofadequateinternalfinancialcontrols,thatwereoperating
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 materialmisstatement,whetherduetofraudorerror.

Inpreparingthefinandalstatements,managementisresponsibleforassessingtheCompany’sabilitytoc
ontinueasagoingconcern,disclosing,asapplicable, 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 Responsibilities for the Audit of the Financial Statements

Ourobjectivesaretoobtainreasonableassuranceaboutwhetherthefinancialstatementsasawholeare
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 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 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 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 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.

Materiality is the magnitude of misstatements in the standalone financial statements that,
individually or in aggregate, makes it probable that the economic decisions of a reasonably
knowledgeable user of the standalone 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 standalone 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 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.

As per rule 11(g) of the Companies Rules, 2014 we report that the company has provided sufficient
and appropriate evidence to verify software used to maintain audit trail records. On test check basis
we state that the transactions are covered in audit trail feature

Report on Other Legal and Regulatory Requirements

1 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
in 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, the Cash Flow Statement and Statement of Changes in Equity dealt with by this
Report are in agreement with the relevant books of account.

d In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian
Accounting Standards prescribed under section 133 of the Act read with relevant rules
issued thereunder.

e On the basis of the written representations received from the directors as on 31^stMarch,
2024 and taken on record by the Board of Directors, none of the directors is disqualified as

st

on 31 March, 2024 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 “AnnexureA”

g With respect to the other matters to be included in the Auditor’s Report in accordance with
Rule11oftheCompanies(AuditandAuditors)Rules,2014,asamended,inouropinionandtotheb
est of our information and according to the explanations given to us:

(i) TheCompanyhasdisclosedtheimpactofpendinglitigationsonitsfinancialpositioninits
standalone Ind AS financial statements. Refer Notes to the standalone Ind AS
financial statements.

(ii) The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeablelosses.

(iii) There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company during the year ended

st

31March,2024.

2 With respect to the matter to be included in the Auditor’s Report under section 197(16) of the
Act: In our opinion and according to the information and explanations given to us,
theCompany has

notpaidanyremunerationtoitsdirectorsduringthecurrentyear.Thereforecommentonwhetherthere
munerationpaidtoanydirectorisinexcessofthelimitlaiddownundersaidsectionoftheAct has not
beengiven.

3. 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.

For Gada Chheda & Co. LLP
Chartered Accountants

Ronak Gada
Designated Partner
Membership No. 146825
Firm’s Registration No. W100059

Place of Signature: Mumbai

Date:29/05/2024

UDIN:24146825BKCUWJ6144