We have audited the accompanying financial statements of Neelkanth Rockminerals Ltd.
("the company”], which comprise the Balance Sheet as at 31 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 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, changes in equity and its cash flows
for the year ended on that date.

Basis for opinion

We conducted our audit of Financial Statement in accordance with the Standards on Auditing
(SAs] 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 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 financial statements under the provisions
of the Act and the Rules made there under, 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 financial statements.

Emphasis of Matter

The company has provided loans and advances to unrelated parties and earns major part of its
total income from interest. According to the provisions of the Reserve Bank of India, the company
satisfies the principal business criteria to get registered as Non-banking financial institution, but
has not obtained the required registration with the Reserve Bank of India. The management
intends to discontinue such activities and take corrective actions in the upcoming financial year.

Our opinion is not modified in respect of this matter.

Information Other than the Financial Statements an Auditor's Report Thereon

The Company’s Board of Directors 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 Annexures to Board’s Report, Business Responsibility and

Sustainability Report, Corporate Governance and Shareholder's Information, but does not
include the standalone 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

Responsibilities of Management and Those Charged with Governance 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 and presentation of these financial statements that give a
true and fair view of the financial position, financial performance including other
comprehensive income, statement of changes in equity and cash flows of the company in
accordance with the Ind AS and other accounting principles generally accepted in India. This
responsibility also includes the maintenance of adequate accounting records in accordance
with the provision of the Act for safeguarding of the assets of the Company and for preventing
and detecting the 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 internal financial control, 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 is responsible for
assessing the Company's ability to continue as 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.

The Board of Directors is 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 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 control 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 the 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 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
auditors’ 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 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 financial 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 Section 143(3) of the Act, based on our audit, 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 of the
aforesaid financial statements.

b) In our opinion, proper books of account as required by law relating to preparation of
the aforesaid financial statements have been kept so far as it appears from our
examination of those books.

c) The balance sheet, the statement of profit and loss including Other Comprehensive
Income, the statement of changes in equity and the statement of cash flows dealt with
by this report are in agreement with the relevant books of account maintained for the
purpose of preparation of the financial statements.

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 of the Company,
as on 31 March 2025 taken on record by the Board of Directors, none of the directors is
disqualified as on 31 March 2025 from being appointed as a director in terms of Section
164(2) of the Act.

f) With respect to adequacy of the internal financial controls over the financial reporting
of the company with reference to these Financial Statements and the operating
effectiveness of such controls, refer to our separate Report in "Annexure-B" to this
report. Our report expresses an unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls with reference to standalone
financial statements.

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:

In our opinion and to the best of our information and according to the explanations
given to us, the company has not paid any remuneration to the directors of the company
during the year, and hence, the company has complied with the provisions of section
197 of the Act.

h) With respect to the other matters to be included in the Auditors’ Report in accordance
with Rule 11 of the Companies (Audit and Auditor's) 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 f inancial
position.

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

iii. There has been no amount 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, no funds
(which are material either individually or in the aggregate) 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 or entity, including foreign
entity ("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, no funds
(which are material either individually or in the aggregate) have been received by the
Company from any person or entity, including foreign entity ("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 Party ("Ultimate Beneficiaries")
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

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
representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and
(b) above, contain any material misstatement.

v. The company has not declared nor paid any dividend for the financial year 2024-25.

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
March 31, 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’s.

Further, where audit trail (edit log) facility was enabled and operated, we did not come
across any instance of audit trail feature being tampered with during the course of our
audit. Additionally, where the audit trail (edit log) facility was enabled and operated in
the previous year, the audit trail has been preserved by the Company as per the
statutory requirements for record retention.

2. As required by the Companies [Auditors' Report] Order, 2020 ["the Order"] issued by
the Central Government of India in terms of Section 143[11] of the Act, we give in
"Annexure-A" a statement on the matters specified in paragraphs 3 and 4 of the Order,
to the extent applicable.

For Shambhu Gupta & Co.

Chartered Accountants
FRN:007234C

CA Gorang Baheti
Partner
M.No: 426813

UDIN: 25426813BMIASQ5456

Place: Mumbai
Date: 30/05/2025