We have audited the accompanying standalone Ind AS financial
statements of MULTI COMMODITY EXCHANGE OF INDIA LIMITED
("the Company"), which comprise the balance sheet as at 31^st
March, 2025, the statement of profit and loss (including other
comprehensive income), the statement of changes in equity and
the statement of cash flows for the year then ended, and notes to
the standalone financial statements, including a summary of the
material accounting policies and other explanatory information
(hereinafter referred to as "standalone financial statements").

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 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 31^st March, 2025, its profit and
total comprehensive income, changes in equity and its cash flows
for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards on
Auditing, as 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
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 (ICAI)
together with the ethical requirements that are relevant to our
audit of the standalone financial statements under the provisions
of the Companies Act, 2013 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 audit opinion on the standalone 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 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. For each
matter below, our description of how our audit addressed the
matter is provided in that context.

We have determined the matters described below to be the key
audit matters to be communicated in our report. We have fulfilled
the responsibilities described in the Auditor's responsibilities
for the audit of the standalone financial statements section of
our report, including in relation to these matters. Accordingly,
our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement
of the standalone financial statements. The results of our audit
procedures, including the procedures performed to address the
matters below, provide the basis for our audit opinion on the
accompanying standalone financial statements.

INFORMATION OTHER THAN THE STANDALONE
FINANCIAL STATEMENTS AND AUDITOR'S REPORT
THEREON

The Company's Board of Directors are 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 and, in doing so,
consider whether the other information is materially inconsistent
with the standalone 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.

RESPONSIBILITIES OF MANAGEMENT AND
THOSE CHARGED WITH GOVERNANCE FORTHE
STANDALONE FINANCIAL STATEMENTS

The Company's Board of Directors is responsible for the matters
stated in section 134(5) of the Companies Act, 2013 ("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, statement of changes in equity and cash flows 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 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.

In preparing the standalone financial statements, the 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 the Board of Directors either intends to liquidate
the Company or to cease operations, or has no realistic alternative
but to do so.

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

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.

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
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 Companies
Act, 2013, we are also responsible for expressing our opinion
on whether the company has adequate internal financial
controls system 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.

Materiality is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the standalone 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 standalone 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 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

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 A' 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 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, 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 books of
account;

(d) I n our opinion, the aforesaid standalone financial
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act, read
with Companies (Indian Accounting Standards) Rules,
2015, as amended;

(e) On the basis of the written representations received
from the directors as on 31^st March, 2025 and taken on
record by the Board of Directors, none of the directors
is disqualified as on 31^st March, 2025 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
Controls over financial reporting of the Company with
reference to these standalone financial statements and
the operating effectiveness of such controls, refer to our
separate report in "ANNEXURE B". Our report expresses
an unmodified opinion on adequacy and operative

effectiveness of the Company's internal financial
controls over financial reporting;

(g) 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.

I n our opinion and to the best of our information
and according to the explanations given to us, the
remuneration paid / provided by the Company to its
directors during the year is in accordance with the
provisions of section 197 read with Schedule V of the
Act;

(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, 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 30 to
the standalone financial statements;

i i. The Company was not required to recognise

a provision as at 31^st March, 2025, under the
applicable law or accounting standards, as it does
not have any material foreseeable losses on long¬
term contracts. The Company did not have any
derivative contracts as at 31^st March, 2025 - Refer
note 51 to the standalone financial statements;

iii. There has been no delay in transferring amounts,
required to be transferred, to the Investor
Education and Protection Fund by the Company
- Refer note 52 to the standalone financial
statements;

iv. A) The management has represented that,

to the best of its knowledge and belief, as
disclosed in the note 45.c.v 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 persons or entities, including
foreign entities ("Intermediaries"), with the
understanding, whether recorded in writing
or otherwise, that the Intermediaries 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, as

disclosed in the note 45.c.v to the financial
statements, no funds have been received by
the company from any persons or entities,
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 persons or entities identified
in any manner whatsoever by or on behalf of
the Funding Parties ("Ultimate Beneficiaries")
or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries; and

C) Based on the audit procedures that have
been considered reasonable and appropriate
in the circumstances, nothing has come to
our notice that has caused us to believe that
the representation under sub-clause (A) and
(B) contain any material misstatement.

v. The final dividend paid by the Company during
the year which was declared for the previous
year is in accordance with section 123 of the Act
to the extent it applies to payment of dividend.
As stated in note 44 to the standalone Ind AS
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.
The dividend declared is in accordance with
section 123 of the Act to the extent it applies to
declaration of dividend.

vi. Based on our examination, which included test
checks, the Company has used accounting
software for maintaining its books of account for
the financial year ended 31^st March, 2025 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 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.

For SHAH GUPTA & Co.

Chartered Accountants

Firm Registration No.: 109574W

Vedula Prabhakar Sharma

Partner

Place: Mumbai Membership No.: 123088

Date: 08 May, 2025 UDIN: 25123088BMIPII1249