We have audited the accompanying financial statements
of M/s. RAJ TELEVISION NETWORK LIMITED (“the
Company”), which comprise the balance sheet as at
March 31, 2025, and the Statement of Profit and Loss,
the Statement of Changes in Equity, the Statement of
Cash Flows for the year ended, and Notes to the Financial
Statements, including a summary of significant
accounting policies and other explanatory information.

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; and its profit, total comprehensive
income, changes in equity and its cash flows for the year
ended on that date.

BASIS FOR OPINION

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 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 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 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.

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

Key audit matter:

1. Recoverability of long overdue receivables from
customers and matter of litigation of receivables.

The Company has receivables of ? 12.96 crores, which are
long overdue, as on 31 March 2025. We considered this
as key audit matter on account of risk associated with

long outstanding receivables, the Company’s assessment
of the recoverability of these receivables and consequent
determination of provision for expected credit loss which
requires significant Management estimates and
judgments.

Principal audit procedures performed:

Company has filed a petition to collect the long
outstanding amount of Rs.5.12 crores and it is under
subject matter of Hon’ble Supreme Court. The company is
also in the process of collecting the balance amount of
?7.83 crores.

EMPHASIS OF MATTER

Attention is invited to following ‘Note 2.18’w of the Ind AS
financial statements regarding the matter of litigation
relating to M/s Thaicom Public Company Limited
(A Thailand based Company). M/s. Thaicom Public
Company Limited has received an award from Foreign
Arbitration for US$ 11,34,885.21, including interest
accrued thereon and has a filed petition under section 8
of Insolvency and Bankruptcy code 2016. The matter has
since been settled through an out-of-court settlement,
and the case has been withdrawn. Our opinion is not
modified in respect of this matter.

INFORMATION OTHER THAN THE FINANCIAL
STATEMENTS AND AUDITORS’ REPORT THEREON

The Company’s board of directors is responsible for the
preparation of the other information. The other
information comprises the information included in the
Board’s Report including Annexures to Board’s Report,
Business Responsibility Report 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 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.

RESPONSIBILITY OF MANAGEMENT AND THOSE
CHARGED WITH GOVERNANCE FOR THE 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 financial statements that give a
true and fair view of the financial position, financial
performance 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 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 statement
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. Those Board of
Directors are also 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 on the basis of
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.

• 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”. Our report
expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company’s
internal financial controls over financial reporting.

• 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

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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.

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 in terms of Section 143(11) 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
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 Statement of Changes in Equity,
and the Cash Flow Statement dealt with by this
Report are in agreement with the books of
account.

(d) In our opinion, the aforesaid financial statements
comply with the Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of
the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations
received from the directors as on 31st March
2025 taken on record by the Board of Directors,
none of the directors is disqualified as on 31st
March 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 B”. Our report expresses an
unmodified opinion on the adequacy and
operating effectiveness of the Company’s internal
financial controls over financial reporting.

(g) 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 read with
Schedule V to the Act.

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:

i. The Company financial statements has
disclosed the impact of pending litigations
on the financial position of the Company.

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

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, other than as disclosed in the
notes to the accounts, no funds 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, whether, 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.

b) The management has represented that,
to the best of its knowledge and belief,
no funds 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 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. The company has not declared dividend or
paid any dividend during the year and has
not proposed final dividend for the year.

vi. Based on our examination, which included
test checks, the Company has used
accounting software for maintaining its
books of account which has a feature of
recording audit trail (edit log) facility,
except that the audit trail (edit log) facility
for direct database changes for the
accounting software has been enabled and
operated for only part of the year for all
relevant transactions and with an
exception for modification of values in case
of certain users with specific access, both
at the database level and the application
level. During the course of performing our
procedures, except for the aforesaid
instances of audit trail not maintained at
database level and application level, where
the question of our commenting on whether
the audit trail has been tampered with does
not arise, we did not notice any instance of
audit trail feature being tampered with.

For N. Naresh & Co.,

Chartered Accountants,
Firm Regn No. 011293S

E. Kumar

Partner

217549

UDIN: 25217549BMIMAY9690

Date: May 20, 2025
Place: Chennai