We have audited the accompanying financial statements of Five-Star
Business Finance Limited (the "Company"), which comprise the Balance
Sheet as at March 31, 2025, and the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Cash Flows
and the Statement of Changes in Equity for the year ended on that date,
and notes to the financial statements, including a summary of material
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,
("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, its cash flows and the changes in equity for
the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with
the Standards on Auditing ("SA"s) specified under section 143(10) of the
Act. Our responsibilities under those Standards are further described
in the Auditor's Responsibility 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 ("ICAI") together with the ethical requirements that are relevant
to our audit of the financial statements under the provisions of the Act
and the Rules made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the ICAI's
Code of Ethics. We believe that the audit evidence obtained by us is
sufficient and appropriate to provide a basis for our audit opinion on the
financial statements.

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 matter described below to be the key audit matter to be
communicated in our 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 Director's report including Annexures, Management Discussion &
Analysis, Business Responsibility & Sustainability 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.

• When we read the Director's report including Annexures, Management
Discussion & Analysis, Business Responsibility & Sustainability Report,
if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance
as required under SA 720 'The Auditor's responsibilities Relating to
Other Information.

Responsibilities of Management and Board of Directors 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 including other comprehensive income, cash flows
and changes in equity of the Company in accordance with the accounting
principles generally accepted in India, including Ind AS 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 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 statements
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 and Board of Directors
are 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 the Board of Directors
either intend to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

The Company's Board of Directors is also responsible for overseeing the
Company's financial reporting process.

Auditor's Responsibility 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 skepticism 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.

• 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 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 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 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 financial
controls 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.

Other Matter

The financial statements of the Company for the year ended March 31,
2024, were audited by another auditor who expressed an unmodified
opinion on those statements on April 30, 2024.

Our opinion on the financial statements is not modified in respect of this
matter.

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 so far as it appears from our examination
of those books, except for our comments as stated in (i)(vi) below.

c) The Balance Sheet, the Statement of Profit and Loss including
Other Comprehensive Income, the Statement of Cash Flows 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 financial statements comply with the
Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from the
directors as on March 31, 2025 and 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) The modification/s relating to the maintenance of accounts and
other matters connected therewith, is as stated in paragraph (b)
above.

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 A". Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Company's internal
financial controls with reference to financial statements.

h) 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.

i) 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 as at the year end in its financial statements
- Refer Note 36 to the financial statements.

ii. The Company has made provision at the year end, as required
under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including
derivative contracts - Refer Note 6 and 15 to the financial
statements.

iii. There were no amounts which were 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 Note 50(v)

(i) to the 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,
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, other than as disclosed in the Note 50(v)

(ii) to the 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, 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.

(c) Based on the audit procedures performed that have been
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), as provided under (a) and (b) above, contain any material
misstatement.

v. As stated in Note 22 to the financial statements, the Board of
Directors of the Company has proposed final dividend for the
year which is subject to the approval of the members at the
ensuing Annual General Meeting. Such dividend proposed is in
accordance with section 123 of the Act, as applicable.

vi. Based on our examination, which included test checks, the
Company has used an accounting software for maintaining its
books of account for the year ended March 31, 2025, which
has a feature of recording audit trail (edit log) facility and the
audit trail has operated throughout the year for all relevant
transactions recorded in the software, except that in respect of
one accounting software, the audit trail feature was not enabled
at the database level to log any direct data changes during the
period from April 1, 2024 to May 23, 2024. Consequent to this,

we are unable to comment whether there were any instances ol
the audit trail feature being tampered with during this period.

Further, during the course of our audit, we did not come
across any instance of the audit trail feature being tampered
with, in respect of the accounting software for the period
for which the audit trail feature was enabled and operating.

Additionally, the audit trail that was enabled and operated for
the year ended March 31, 2024, has been preserved by the
Company as per the statutory requirements for record retention,
as stated in Note 51 to the financial statements.

For Deloitte Haskins & Sells

Chartered Accountants
Firm's Registration No: 008072S

G.K. Subramaniam

Partner

Place: Mumbai Membership No: 109839

Date: April 29, 2025 UDIN: 25109839BMOFUP4228