We have audited the accompanying financial statements of Prince Pipes and Fittings Limited ("the Company"), which comprise the
Balance Sheet as at 31st March 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of
Changes in Equity and Statement of Cash Flows for the year then ended, 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 of the Act and other accounting principles generally
accepted in India, of the state of affairs of the Company as at 31st March 2025, its profit including other 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 (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 of the
Act and the Rules thereunder, and we have fulfilled our ethical responsibilities in accordance with these requirements and the ICAI's
Code of Ethics. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our 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.

Description of Key Audit Matters

Information Other than the financial statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the preparation of 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 and Sustainability Reporting, Corporate Governance and Shareholder's Information, but does not include the financial
statements and our auditor's report thereon. These reports are expected to be made available to us after the date of this auditor's
report.

Our opinion on the accompanying 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 accompanying financial statements, our responsibility is to read the other information identified
above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the
matter to those charged with governance and make other appropriate reporting as prescribed.

Responsibilities of Management and Board of Directors for the financial statements

The Company's Management and 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, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Ind 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 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 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 Management and Board 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 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 a 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. 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 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 and Board of Directors.

• Conclude on the appropriateness of management's and Board of Directors' use of the going concern basis of accounting in
preparation of financial statement 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 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 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 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 I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

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, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes in
Equity 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 Ind AS specified under Section 133 of the Act.

e. On the basis of the written representations received from the directors as on 31st March 2025 taken on record by the Board
of Directors, none of the directors is disquaLified as on 31st 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 and the operating
effectiveness of such controls, refer to our separate report in Annexure "II". Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.

g. With respect to the matter to be included in the Auditors' Report under Section 197(16) of the Act, read with note 17.1 of
financiaL statement, in our opinion and according to the information and expLanations given to us, the remuneration paid by
the Company to its directors during the year is in accordance with the provisions of Section 197 of the Companies Act, 2013.

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 financial statements - Refer
33 to the financial statements.

ii. The Company did not have any Long-term contracts incLuding derivative contracts for which there were any materiaL
foreseeabLe Losses.

iii. During the year, there were no amounts which were 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 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 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. Also, refer to note 48 of the
financial statements.

v. The amount of dividend is in accordance with Section 123 of the Act

(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in
accordance with section 123 of the Act, as applicable.

(b) As stated in note 44 to the 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 (i.e. ERP ) for
maintaining its books of account, which have a feature of recording audit traiL (edit Log) faciLity and the same has
operated throughout the year for aLL transactions recorded in the software including critical fields of non-transactionaL

activities at data base Level for which a feature of recording audit trait (edit Log) facility was enabled during the year.

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
and in case of non-transactional activities at database level for which a feature of recording audit trail (edit log) was
enabled during the current year. Also refer note 52 to the financial statements.

For N. A. Shah Associates LLP

Chartered Accountants

Firm Registration Number: 116560W/W100149

Milan Mody

Partner

Membership No. 103286
UDIN: 25103286BMOMUB1599

Place: Mumbai
Date: 21st May 2025