1. We have jointly audited the accompanying Standalone
Financial Statements of D. B. Corp Limited ("the
Company”), which comprise the Standalone Balance
Sheet as at March 31,2025, the Standalone Statement
of Profit and Loss (including Other Comprehensive
Income), the Standalone Statement of Changes in
Equity and the Standalone Statement of Cash Flows
for the year then ended, and notes to the Standalone
Financial Statements, including material accounting
policy information 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 Standalone 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 accounting
principles generally accepted in India, of the state of
affairs of the Company as at March 31,2025, and total
comprehensive income (comprising of profit and other
comprehensive loss), changes in equity and its cash
flows for the year then ended.

Basis for Opinion

3. We conducted our joint 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 obtained by us is
sufficient and appropriate to provide a basis for our
opinion.

Key Audit Matters

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

Other Information

5. The Company’s 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. The Annual Report is
expected to be made available to us after the date of
this auditor’s report.

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 identified above when it becomes available
and, in doing so, consider whether the other information
is materially inconsistent with the Standalone 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 and take appropriate action as
applicable under the relevant laws and regulations.

Responsibilities of management and those charged with

governance for the Standalone Financial Statements

6. 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 Indian 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 Standalone Financial Statements
that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

7. In preparing the Standalone Financial Statements,
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 Board of Directors either intends to
liquidate the Company or to cease operations, or has
no realistic alternative but to do so.

8. Those Board of Directors are also responsible for
overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the Standalone

Financial Statements

9. 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.

10. As part of an audit in accordance with SAs, we exercise

professional judgement and maintain professional

scepticism 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 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
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.

11. 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.

12. 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.

13. 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

14. 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.

15. 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, except for the matters stated in paragraph
15(h)(vi) below on reporting under Rule 11(g) of
the Companies (Audit and Auditors) Rules, 2014
(as amended).

(c) The Standalone Balance Sheet, the Standalone
Statement of Profit and Loss (including other
comprehensive income), the Statement of
Changes in Equity and the Standalone Statement
of Cash Flows dealt with by this Report are in
agreement with the books of account.

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

(e) On the basis of the written representations
received from the directors 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.

(f) With respect to the maintenance of accounts and
other matters connected therewith, reference is
made to our remarks in paragraph 15(b) above on
reporting under Section 143(3)(b) and paragraph
15(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 Standalone
Financial Statements of the Company and the
operating effectiveness of such controls, refer to
our separate Report in "Annexure B”.

(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 litigations on its financial position
in its Standalone Financial Statements -
Refer Note 37 to the Standalone Financial
Statements.

ii. The Company was not required to recognise
a provision as at March 31, 2025 under
the applicable law or Indian Accounting
Standards, as it does not have any material
foreseeable losses on long-term contract
including derivative contracts.

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.

iv. (a) The management has represented

that, to the best of its knowledge and
belief, as disclosed in Note 45(vii) to
the Standalone Financial Statements,
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
person(s) or entity(ies) 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, as disclosed in the Note
45(vii) to the Standalone Financial
Statements, 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 person(s) or entity(ies)
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 interim dividend declared and paid by the
Company during the year is in compliance with
Section 123 of the Act.

vi. Based on our examination, which included test
checks, the Company has used an accounting
software for maintaining its books of account
which has a feature of recording audit trail (edit
log) facility and that has operated throughout
the year for all relevant transactions recorded
in the software, except that the audit trail is
not maintained for direct database changes till
January 2025 and the audit log of modification
does not contain pre-modified values throughout
the year. Further, the audit log of modification
does not contain the changes made by certain
users with specific access at application level till
November 2024. During the course of performing
our procedures except the aforesaid instances,
we did not notice any instance of audit trail
feature being tampered with. Further, the audit
trail, to the extent maintained in the prior year,
has been preserved by the Company as per the
statutory requirements for record retention.

16. The Company has paid/provided for managerial
remuneration in accordance with the requisite
approvals mandated by the provisions of Section 197
read with Schedule V to the Act.

For Price Waterhouse Chartered Accountants LLP For Gupta Mittal & Co.

Firm Registration Number: 012754N/N500016 Firm Registration Number: 009973C

Chartered Accountants

Priyanshu Gundana Shilpa Gupta

Partner Partner

Membership Number: 109553 Membership Number: 403763

UDIN: 25109553BMOAVD2602 UDIN: 25403763BMJLYT4475

Place: Mumbai Place: Bhopal

Date: May 8, 2025 Date: May 8, 2025