We have audited the accompanying Standalone financial statements of
VANI COMMERCIALS LIMITED (“the Company) which comprise the
Balance Sheet as at March 31, 2024 the Statement of Profit and Loss, the
Cash Flow Statement and the Statement of Changes in Equity for the year
then 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 standalone financial statements
give the information required by the Companies Act, 2013, as amended
('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 31st
March 2024, its profit, and its cash flows and the changes in equity for the
year ended on that date.

Basis of opinion

We conducted our audit of the Standalone financial statements in
accordance with the Standards on Auditing (SAs), as 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 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 audit opinion on the
Standalone financial statements.

Key Audit Matters

Key audit matters ('KAM') are those matters that, in our professional
judgment, were of most significance in our audit of the Standalone financial
statements for the current period. No 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

The Company's management andBoard 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 auditors' 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 Responsibility for the Standalone 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 Standalone
financial statements that give a true and fair view of the financial position,
Standalonefinancial performance including otherStandalone
comprehensive income, Standalonecash flows and changes in equity of the
Group in accordance with the accounting principles generally accepted in
India, including Ind AS specified under section 133 of the Act read with read
with Rule 7 of the Companies (Accounts) Rules, 2015. 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 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
Standalone 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, Management of the
holding company responsible for assessing the group and its subsidiary'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 group or to cease
operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the Standalone Financial
Statements

Our objectives are to obtain reasonable assurance about whether the
Standalone financial statements based on our audit. We have taken into
account the provisions of the Act, the accounting and auditing standards
and matters which are required to be included in the Audit Report under the
provisions of the Act and the rules made thereunder. We conducted our
audit in accordance with the Standards on auditing issued by the institute of
chartered accountants of India as specified under section 143(10) of the
Act. Those standards require that we comply with ethical requirements and
plan and perform the audit to obtain reasons about whether the financial
statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the
amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of the
risks of material misstatement of a financial statements whether due to
fraud or error in making those risk assessment the auditor considered
internal financial control relevant to the companies preparation of the
financial statements that give a true and fair view in order to design audit
procedure that are appropriate in the circumstance.An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the company's
directors as well as evaluating the overall presentation of the financial
statements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion on the
standalone financial statements.

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 of India in terms of sub¬
section (11) of Section 143 of the Act, we give in the Annexure 1 a
statement on the matters specified in paragraphs 3 and 4 of the
Order.

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 purpose 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) TheBalance Sheet, the Statement of Profit and Loss, the
Cash Flow Statement and 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 (Accounting
Standards) Rules, 2015, as amended;

e) On the basis of written representations received from the
directors as on 31st March 2024 taken on record by the
Board of Directors, none of the Directors is disqualified as
on 31st 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
controlsover financial reporting of the Company and the
operating effectiveness of such controls, refer to our
separate Report in “Annexure 2” to this report;

g) 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 does not have any pending
litigations which would impact its financial
position.

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

(iii) There has not been an occasion, in which the
Company, during the year under report, to transfer
any sum to the Investor Education and Protection
Fund. Hence, the question of delay in transferring
such sum does not arise.

For MKRJ & Co.

Chartered Accountants

Firm Registration No.: 030311N

Sd/-

Mukesh Kumar Jain

Partner

Membership No. 073972

UDIN: 24073972BKFARC9258

Place: New Delhi

Date:30.05.2024