We have audited the accompanying standalone financial statements
of HPL ELECTRIC & POWER LIMITED (“the Company”), which
comprise the standalone Balance Sheet as at 31st March 2025,
and the standalone statement of Profit and Loss (including other
comprehensive income), standalone Statement of changes in
Equity and standalone Statement of Cash Flows for the year then
ended, and notes to the standalone financial statements, including
a summary of material accounting policies and other explanatory
information (hereinafter referred to as the “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 (“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 31st March, 2025,
its profit/loss 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 Standalone 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 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 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 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.

Information other than the financial statements and Auditors'
report thereon

The Company's Management and Board of Directors are responsible
for the preparation of the other information. Other information
comprises the information included in the Board's Report including
Annexures to Board's Report but does not include the 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.

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 for the Standalone 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 standalone 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
Indian Accounting Standards (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 standalone financial statements, the 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 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 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 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 with reference to the standalone
financial statements 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 and Board
of Directors' 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 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.

Report on Other Legal and Regulatory Requirements

1. 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 Companies
Act, 2013, we give in the 'Annexure A', 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 standalone Balance Sheet, the standalone Statement
of profit and loss(including other comprehensive income),
the standalone statement of changes in Equity and the
standalone statement of Cash flows 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 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 with reference to standalone financial statements
of the Company and the operating effectiveness of such
controls, refer to our separate Report in 'Annexure B'.

g) With respect to the matter to be included in the Auditor's
Report under section 197(16), in our opinion and according
to the information and explanations given to us, the
remuneration paid by the Company to its Directors during
the current year is in accordance with the provisions of
Section 197 of the Act. The remuneration paid to any
Director is not in excess of the limit laid down under
Section 197 of the Act. The Ministry of Corporate Affairs
has not prescribed other details under Section 197(16)
which are required to be commented upon by us.

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 pending litigations and
the impact on its financial position in its standalone
financial statements. Refer Note 45 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 has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Company during the year.

iv. The dividend declared or paid during the year by the
Company is in accordance with Section 123 of the
Act.

v. (a) The Management has represented that, to the

best of its knowledge and belief, other than as
disclosed in the notes to the accounts to the
standalone 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 person(s) or entity(ies), 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) The Management has represented, that, to the
best of its knowledge and belief, other than
as disclosed in the notes to the accounts to
the standalone financial statements, no funds
have been received by the Company from any
person(s) or entity(ies), 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
; and

(c) Based on such 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 mis-statement.

vi. The reporting under Rule 11(g) of the Companies
(Audit and Auditors) Rule, 2014 is applicable from 01
April 2023.

Based on our examination which included test checks,
the Company has used an 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 the software.

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

For SAKSHI & ASSOCIATES

Chartered Accountants
Firm's Registration Number: 025099N

SAKSHI KHARABANDA

Proprietor

Place : New Delhi M.No.:523802

Date : 22 May, 2025 UDIN : 25523802BMKTYH4438