We have audited the accompanying Financial Statements of Khaitan Chemicals
and Fertilizers Limited (“the Company”), which comprise the Balance Sheet as at
March 31, 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
(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 Indian Accounting Standards (“Ind AS”) prescribed under
section 133 oftheActand other accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31, 2025 and its profit and other
comprehensive income, changes in equity and its cash flows 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 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 the Financial Statements under the
provisions oftheActand the Rules made thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and thelCAI’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 matters described below to be the key
audit matters to be communicated in our reoort.

Information Other than the 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 Management
Discussion and Analysis, Board’s Report including Annexures to Board’s Report,
Business Responsibility & Sustainability Report and Report on Corporate
Governance and Shareholder’s information, 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.

Responsibilities of the Management and Those Charged with Governance 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 including
other comprehensive income, changes in equity and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the
I nd 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 Board of Directors either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.

The Company’s Board of Directors are 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 aggregate, they could reasonably be expected to influence the
economic decisions of users taken based on 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 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 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.

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
ouraudit.

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.

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 Section 143(11) 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
ouraudit.

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 including Other
Comprehensive income, Statement of Changes in Equity and the
Statement of Cash Flow 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 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) With respect to the adequacy of the internal financial controls with
reference to the Financial Statements of the Company and the operating
effectiveness of such controls, refer to our separate Report in “Annexure
B’’.Our report expresses an unmodified opinion on the adequacy and
operating effectiveness of the Company’s internal financial controls with
reference to the 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 explanation 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 oftheAct.

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, 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 as at
March 31, 2025 on its financial position in its Financial Statements.
Refer note 36 to the Financial Statements.

ii. The Company has made provisions, as required under the applicable
law or accounting standards, for material foreseeable losses, if any, on
long term contracts including derivative contracts.

iii. There has been no delay in transferring amounts required to be
transferred to the Investor Education and Protection Fund by the
Company.

iv. (a) The Management has represented to us that, to the best of its
knowledge and belief, 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
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) Management has represented to us that, to the best of its knowledge
and belief no funds have been received by the Company from any
person(s) 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 Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(c) Based on ouraudit procedure conducted that have been considered
reasonable and appropriate in the circumstances, nothing has come to
our notice that cause us to believe that the representation under sub¬
clause (i) and (ii) of Rule 11 (e), as provided under (a) & (b) above,
contain any material misstatement.

(v) As stated in note 18 to the Financial Statements:

The Company has not declared and paid dividend during the year,
hence, provisions of section 123 to the Act are not applicable to the
Company and has not commented upon.

(vi) Based on our examination, which included test checks, the Company
has used accounting software for maintaining its books of account
which has a feature of recording audit trail (edit log) facility and the
same has operated throughout the year for all the transactions
recorded in the software. Further, during the course of our audit we did
not come across any instance of audit trail feature being tampered with.
As Proviso to Rule 3(1) of the Companies (Account) Rules, 2014 is
applicable from April 01, 2025, reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rule, 2014, on Preservation of audit
trail as per the statutory requirements for record retention is not
applicable for the financial year ended March 31,2025.

For NSBP & Co.

Chartered Accountants
Firm’s Registration No. 001075N

Ram Niwas Jalan

Partner

Place- New Delhi Membership Number: 082389

Date: April 23, 2025 ^UDIN: 25082389BMMJQC3010