We have audited the accompanying standalone financial statements
of CG Power and Industrial Solutions Limited (“the Company”), which
comprise the Balance sheet as at March 31 2025, the Statement
of Profit and Loss, including the statement of Other Comprehensive
Income, the Cash Flow Statement and the Statement of Changes in
Equity for the year then ended, and notes to the standalone 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 standalone financial statements
give the information required by the Companies Act, 2013, as amended
(“the Act”) in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India,
of the state of affairs of the Company as at March 31,2025, its profit
including other comprehensive income, its cash flows and the changes
in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in
accordance with the Standards on Auditing (SAs), as 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 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 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 other ethical responsibilities in accordance
with these requirements and the 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 for the financial year ended March 31, 2025. 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.

The Company has two operating segments, namely, Power and Our audit procedures amongst others included the following:
Industrial Segment.

The type of customers varies across these segments, ranging from
Large Government companies / corporations to Original Equipment
Manufacturers and Industrial Customers etc.

Majority of the Company's revenue is from sale of goods which are
recognized at a point in time based on the terms of the contract with
customers which may vary case to case. Terms of sales arrangements
with various customers within each of the operating segments,
including Incoterms determine the timing of transfer of control and
require judgment in determining timing of revenue recognition.

Due to the judgement relating to determination of point of time in
satisfaction of performance obligations with respect to sale of products,
this matter is considered as a Key Audit Matter.

We read the Company s accounting policies for timing of revenue
recognition and assessed compliance with the policies in terms
of Ind AS 115 - Revenue from Contracts with Customers.

We performed walkthroughs of the Company's revenue
processes, including design and implementation of controls and
tested the design and operating effectiveness of such controls in
relation to revenue recognition.

On a sample basis, we tested the underlying contracts with
customers, purchase orders issued by customers, and sales
invoices raised by the Company (as may be applicable) to
determine the timing of transfer of control along with pricing
terms and the timing of the revenue recognition in respect of
such contracts.

The Company has uncertainties related to litigations on account o
tax losses adjusted against taxable income in earlier years and othei
disputed legal claims.

The tax losses were primarily on account of write off of receivable
balances in relation to various transactions in earlier years which
are under investigations by regulatory authorities. Basis legal advice
management has considered these write-offs as an allowable expense
in the computation of current tax in the relevant years.

Due to associated uncertainties related to the outcome of these
taxation and other litigations, significant judgement is involved in the
assessment of potential financial impact and application of materia
judgement in interpretation of relevant laws. Accordingly, this has beer
considered as a Key Audit Matter.

Information other than the Standalone Financial Statements and
Auditor’s Report Thereon

The Company's Board of Directors is 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.

Our opinion on the standalone financial statements does not cover
the other information and we do not express any form of assurance
conclusion thereon.

Our audit procedures amongst others included the following:

• We understood the process and assessed the internal control
environment relating to the identification, assessment of the
likely outcome of uncertain positions in respect of tax and other
legal matters, recognition and measurement of provisions for
disputes, potential claims and litigation, and contingent liabilities.

• We obtained details of tax and other disputed legal matters from
management and assessed management's position through
discussions on both the probability of success in significant
cases, and the magnitude of any potential loss.

• We involved tax specialists to assist us in evaluating tax positions
taken by management including evaluation of deductions claimed
by the Company in respect of receivable balances written off in
earlier years as per the applicable provisions of the Income Tax
Act in India and relevant judicial precedents, wherever available
and assessed the likelihood of the potential financial exposure.

• We obtained and read the Company's correspondences with tax
authorities and legal counsel's advice obtained by the Company.

• We circulated legal confirmations for material litigations to
external legal counsel and reviewed their assessment and had
a discussion with the senior management of the Company
regarding their assessment.

• We assessed the relevant disclosures made in the standalone
financial statements for compliance with the requirements of Ind AS.

In connection with our audit of the standalone financial statements,
our responsibility is to read the other information and, in doing so,
consider whether such other information is materially inconsistent with
the financial statements or our knowledge obtained in the 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 of these
standalone financial statements that give a true and fair view of the
financial position, financial performance including other comprehensive
income, cash flows and changes in equity of the Company in accordance
with the accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind AS) specified under Section 133 of
the Act read with the Companies (Indian Accounting Standards) Rules,
2015, as amended. 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 the 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, 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.

Those charged with governance 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 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
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.

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 for the financial year
ended March 31,2025 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 1” 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, 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;

(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 except for the matters
stated in the paragraph (i) (vi) below on reporting under
Rule 11(g);

(c) The Balance Sheet, the Statement of Profit and Loss
including the Statement of Other Comprehensive Income,
the Cash Flow Statement and Statement of Changes in
Equity dealt with by this Report are in agreement with the
books of account;

(d) In our opinion, the aforesaid standalone financial statements
comply with the 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 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) The modification relating to the maintenance of accounts
and other matters connected therewith are as stated in
paragraph (b) above on reporting under Section 143(3)(b)
and paragraph (i) (vi) below on reporting under Rule 11(g);

(g) With respect to the adequacy of the internal financial
controls with reference to these standalone financial
statements and the operating effectiveness of such
controls, refer to our separate Report in “Annexure 2” to
this report;

(h) In our opinion, the managerial remuneration for the year
ended March 31, 2025 has been paid / provided by the
Company to its directors in accordance with the provisions
of Section 197 read with Schedule V to the Act;

(i) 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 on its financial position in its standalone
financial statements - Refer Note 37 to the
standalone financial statements;

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

iii. There were no amounts which were required to be
transferred to the Investor Education and Protection
Fund by the Company;

v. The interim dividend declared and paid by the Company
during the year and until the date of this audit report is
in accordance with Section 123 of the Act.

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 relevant
transactions recorded in such software, except that
audit trail feature is not enabled for changes made
(if any) by users with privileged / administrative
access rights in respect of SAP applications and for
direct changes to data when using certain access
rights in respect of other accounting software used
for payroll processing and approval of discounts for
the period from April 1, 2024 to February 17, 2025
and from April 1,2024 to May 3, 2024, respectively
as described in Note 57 to the standalone financial
statements. Further, during the course of our audit
we did not come across any instance of audit trail
feature being tampered with, in respect of accounting
software where the audit trail has been enabled.

Additionally, the audit trail of relevant prior year has
been preserved by the Company as per the statutory
requirements for record retention to the extent it was
enabled and recorded in the relevant year.

For S R B C & CO LLP
Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Aravind K
Partner

Membership Number: 221268
UDIN: 25221268BMOUGM1343
Place of Signature: Mumbai
Date: May 6, 2025