Wc have audited the accompanying financial statements of MARC LOIRE FASHIONS LIMITED ("the
Company"), which comprise the balance sheet as at March 31, 2025, and the Statement of Profit and
Loss and the statement of cash flows for the year ended on that date and notes to the financial
statements, including a summary of significant accounting policies and other explanatory
information (hereinafter referred to as "the Financial Statements").

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 Accounting Standards
pi esci ibed under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021,

( AS ) and other accounting principles generally accepted in India, of the state of affairs of the Company as
at Match 31,2025 and its financial performance 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 (SAs)
specified under section 143(10) of the Companies Act, 2013. 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
lelcvunt to om 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 ICAI’s code of ethics.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.

Information other than the financial statements and Auditor’s report thereon

I he Company's board of directors and management is responsible for the preparation of other
information. The other information comprises the information included in the management
Discussion and analysis, Board's report including annexure to Board's report and information

obtained at the date of this auditor's 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.

Management's responsibility for the financial statements

The Company's board of directors are 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 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 judgements and estimates that are reasonable and prudent; and design
implementation and maintenance of adequate internal linancial controls, that were operating
effectively lor 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.

The boards 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
aic 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 judgement 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 control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. But not for the purpose of expressing an opinion on the
effectiveness of the entity’s internal controls.

Hvaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and i elated 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 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
m (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
intei nul 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.

Report on other legal and regulatory requirements

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 Companies Act, 2013, we give

m the Annexure "A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the
extent applicable.

1. As required by Section 143(3) of the Act, we report that:

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A/ x \

a) We have sought and obtained all the information and explanations which to the best of
our knowledge and belief wei e 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 and the Statement of Cash Flow
dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid financial statements comply with the AS prescribed

under Section 133 of the Act, read with the Companies (Accounting Standards] Rules
2021;

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.

I) 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".

2. With respect to the other matters to be included in the Auditor's Report in accordance with
Rule 11 ot 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

>Ý The Company does not have any pending litigations which would impact its financial
position;

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

hi- There has been no liability to transfer any amount, to the Investor Education and
I i olection 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,
other than as disclosed in the notes to the accounts, no funds have been received by
the company from any person(s) or entity(ies), including foreign entities ("Funding
Patties ), 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 audit procedures which 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 mis¬
statement.

v. The company has not declared or paid any dividend during the year in contravention
of the provisions of section 123 of the Companies Act, 2013.

vi. Based on our examination, the company has used an accounting software for
maintaining of its books of account for the year ended 31« march 2025 which has a
feature of recording audit trail (edit log) facility in terms of the Proviso to Rule 3(1) of
the Companies (Accounts) Rules, 2014 and the feature of recording audit trail (edit
log) facility was operational throughout the year. Based on our examination, we report
that during the course of our audit, we did not come across any instance of the audit
trail feature being tampered with and the audit trail has been preserved by the
Company as per the statutory requirements for record retention.

vii” ^{With respect t0 the matter t0} ^ included in the auditor’s Report under Section 197 of

the Act, we report that the remuneration paid by the Company to its directors during
the year is in accordance with the provision of Section 197 of the Act.

For S P M G and Company
(Chartered Accountants)

FRN: 509249C

CA Shilpi Jain
(Partner)

M. NO.: -S31054

IJDIN : 25531054BMZWFI4017

PLACE : DELHI
DATE : 20.05.2025