We have audited the standalone Ind AS financial statements of Atlas Cycles (Haryana) Limited ("the Company") which
comprise Balance Sheet as at 31^st March, 2025, the Statement of Profit and Loss, (including other comprehensive income),
the Cash Flow Statement and statement of changes in equity for the year then ended, and a summary of the significant
accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

In our opinion and to the best of our information and according to the explanations given to us, except for the possible
effects of the matters described in the 'Basis of Qualified Opinion' section of our Report, the aforesaid standalone Ind
AS 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 ("IND AS") prescribed under section
133 of the act read with the companies (Indian accounting Standards) Rules, 2015, as amended, and other accounting
principles generally accepted in India, of the state of affairs of the company as at 31^st March 2025, of its Profit, total
comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis of Qualified Opinion

As explained in notes to standalone financial statements for the year ended 31^st March 2025,

1. Refer Note 23.1 and Note 40, The company has not provided for the interest on overdue outstanding payment
of creditors including MSMEs and on suits filed by creditors in different courts. Exact quantum of liability is not
ascertainable in absence of reconciliations with suppliers and balance confirmations by suppliers; however, the
company has disclosed in contingent liability regarding claims of interest filed by creditors in different courts.

2. Refer Note 7.1 of the statement, the company has not provided for deferred tax Liability/ Deferred tax asset during
the year 2024-25 .

3. Refer note 19.1, the company has defaulted in repayment of Inter corporate Loan within stipulated time as per
the agreed terms. Further, the company has not recognized interest expense on the borrowings of the company.
The accumulated interest not provided as on 31^st March 2025 is Rs. 4,95,00,000/-(including Rs. 99,00,000/- for the
financial years 2024-25, Rs. 99,00,000/- for the financial years 2023-24, Rs. 99,00,000/- for the financial years 2022-23,
Rs. 99,00,000/- for the financial years 2021-22 and Rs. 99,00,000/- 2020-21, calculated at simple interest rate) which
is not in accordance with the requirement of Ind AS 23; Borrowing Cost. The company has understated losses to the
tune of Rs. 99,00,000/- for FY 2024-25.

4. Refer Note 36.1 , the company has not provided for Statutory Audit fee during the financial year 2024-25, hence
understated losses to the tune of Rs. 22,83,300/-. The accumulated Statutory Audit fee not provided as on 31^st
March 2025 is Rs. 1,38,83,300/- (including Rs. 22,83,300/- for the financial years 2024-25, Rs. 29,00,000/- for the
financial years 2023-24, Rs. 29,00,000/- for the financial years 2022-23, Rs. 29,00,000/- for the financial years 2021-22
and Rs. 29,00,000/- 2020-21).

5. Refer Note 25.2, The company has neither exported goods nor disclosed advance against export sales as per FEMA
regulations amounting Rs.25,91,500/- in Sahibabad unit and Rs. 17,21,000/- in Sonepat unit respectively.

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified
under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered
Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether the standalone financial statements are free
from material misstatement. We are independent of the company in accordance with the code of ethics issued by The
Institute of Chartered Accountants of India and we have fulfilled our ethical responsibilities in accordance with the
provisions of the act. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our Qualified opinion.

Emphasis on Matter

1. Special attention brought to the fact that the accounting record ERP System related to Sonepat and Malanpur units
were incomplete due to sealing by municipal committee of Sonepat and server problem of Malanpur unit and
management decided to shift all accounting from ERP to Tally software for the year under reporting. We have
relied upon the judgement of management for shifting of accounting software from ERP to tally for Sonepat and
Malanpur unit for the FY 2024-25.

Our opinion is not modified in respect of this matter 1 .

Key Audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial statements of 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 are key audit matters to be communicated in our report.

Other Information

The Company's management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company's Annual Report, but does not include the 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 in the 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 Responsibilities for the Standalone Financial Statements

The Company's Management and Board of Directors are responsible for the preparation and presentation of these
standalone financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as "the
Act") that give a true and fair view of the standalone financial position, standalone financial performance, standalone
cash flows and changes in equity of the Company in accordance with accounting principles generally accepted in
India including the Indian Accounting Standards specified in the Companies (Indian Accounting Standards) Rules,
2015 (as amended) under Section 133 of the Act. The Company's Board of Directors are also responsible for ensuring
accuracy of records including financial information considered necessary for the preparation of the standalone financial
statements. The Board of Directors of the company are responsible for maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting
frauds and other irregularities; the selection and application of appropriate accounting policies; making judgements
and estimates that are reasonable and prudent; and the 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 statements 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, the management and Board of Directors of the Company are
responsible for assessing the 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 of the Company is also responsible for overseeing the financial reporting process of the company.
Auditors' 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 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 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 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 control systems 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, inducing 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, 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.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2016 (The Order) issued by the Central Government of India
in terms of section 143(11) of the Act, we give in "Annexure A" statement on the matters specified in paragraphs 3 and
4 of the Order, to the extent applicable.

A. As required by Section 143 (3) of the Act, we report, to the extent applicable, 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. Refer Para 3 of Emphasis of matter stated above, however our
opinion is not modified in this regard.

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), Cash Flow
Statement and the Statement of Changes in Equity 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 IND AS specified under
Section 133 of the Act read with companies (Indian Accounting Standard) Rules 2015 as amended except for
the matters described in Basis for Qualified opinion paragraph.

(e) The matters described in Basis of Qualified opinion and Emphasis of matter paragraph, in our opinion may
have adverse effect on the functioning, stability of the company and which may lead to change of controlling
management.

(f) 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 disqualified as on 31st March 2025, from being appointed as
a director in terms of Section 164 (2) of the Act.

(g) With respect to the adequacy of the internal financial controls with reference to financial statements of the
Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".

B. With respect to the other matters to be included in the Auditors' 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, as explained by the management, has legal cases in MSMEs, NCLT and various District courts

to tune of Rs. 25,60,92,088/- Rs. 18,71,17,066/- (68 Cases), 1,47,58,061/- (1 case) and Rs. 5,42,16,961/- (15
cases) respectively as recovery claims by vendors and interest liability is likely to incur but is not provided
for in books of accounts however appropriate disclosures have been provided.

Further, according to the explanation and information given to us, there are Outstanding Income tax pending
with relevant tax department on account of disputes which are as follows:

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

iii. There was no amount which were required to be transferred to the Investor Education and Protection Fund
by the Company.

iv. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of

account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the
Company with effect from April 1, 2023. Based on our examination, which included test checks, the company, have
used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit
log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.
Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered
with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.

C. With respect to the matter to be included in the Auditor's report under Section 197(16)

In our opinion and according to the information and explanation given to us, the remuneration paid during the
current year 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 Company and it is not in excess of the limit laid down under
Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16)
which are required to be commented upon by us.

For Dinesh Nangru and Co
Chartered Accountants
Firm Registration No: 015003N
CA Dinesh Nangru
Partner

Membership No: 094779
UDIN: 25094779BMJGFX9271
Place : Delhi
Date : 24 May, 2025