We have audited the accompanying financial statements of Premier Capital Services Limited ("the Company")
which has its registered office at 4, Bhima Vaitama Complex, Sir Pochkhanwala Road , Worli Mumbai,
Mumbai city ,Maharashtra - 400030 , which comprise the balance sheet as at March 31, 2024, and the
Statement of Profit and Loss, Statement of changes in equity and Statement of Cash Flows for the year then
ended March 31 2024, 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 accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31, 2024 its loss and cash flows for the year ended on
that date.

Basis for opinion

We conducted our audit in accordance with the standards on auditing specified under section 143(10) of the
Companies Act, 2013. 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
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 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 that there are no key audit matters to communicate in our
report.

Information other than the financial statements and auditors' 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 Board's Report including Annexures to Board's Report,
Business Responsibility Report 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 communicate the matter with those charged with governance and take
appropriate action. We have nothing to report in this regard.

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 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 judgements 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 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 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
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 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 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 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'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.

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

i. 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.

ii. 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 company has informed that it has no operational branch which requires Audit u/s 143 (8) of the Act;

d. The balance sheet, the statement of profit and loss (including OCI), the statement of changes in equity
and the cash flow statement dealt with by this report are in agreement with the books of account
maintained for the purpose of Financial Statement.

e. In our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of
the Companies Act 2013 read with Companies (Indian Accounting Standards) rules , 2015.

f. On the basis of the examination of the Books of Account and other records shown to us for the purpose of
the Audit and other such documents asked during the course of the audit, the auditor has no observation
or adverse comment (apart from those mentioned in the relevant paras if any, on the financial
transactions or matters which may have any adverse effect on the functioning of the company)

g. On the basis of the written representations received from the directors as on March 31, 2024 taken on
record by the board of directors, none of the directors is disqualified as on March 31, 2024 from being
appointed as a director in terms of Section 164 (2) of the Act;

h. On the basis of the examination of the Books of Account and other records shown to us for the purpose of
the Audit and other such documents asked during the course of the Audit, we found no material reason
to report any qualification, reservation or adverse remark relating to the maintenance of accounts and
other matters connected therewith, apart from the matters already mentioned in the relevant paras if any.

i. 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 "B"; and

iii. 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;

a) The Company has disclosed the impact of pending litigations on its financial position in its financial
statements (Refer Note No. 22)

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

c) There were no amounts which were required to be transferred, to the Investor Education and Protection
Fund by the Company.

d) (i)The management has represented that, to the best of its knowledge and belief, as disclosed in the
standalone accounts, no funds (which are material either individually or in 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 persons or entities, including foreign entities
("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the
Intermediary shall:

• Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
("Ultimate Beneficiaries") by or on behalf of the Company or

• provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

ii) The management has represented, that, to the best of its knowledge and belief, as disclosed in the
standalone accounts, no funds (which are material either individually or in aggregate) have been
received by the Company from any persons or entities, including foreign entities ("Funding Parties"),
with the understanding, whether recorded in writing or otherwise, that the Company shall:

• Directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever
("Ultimate Beneficiaries") by or on behalf of the Funding Party or

• provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

iii) Based on such audit procedures as 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) contain any material misstatement

e) The Company has not declared or paid any dividend during the year and until the date of this report.

f) Based on our examination which included test checks and in accordance with requirements of the
Implementation Guide on Reporting on Audit Trail under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014, the Company has used accounting software for maintaining its books of account,
which have a feature of recording audit trail (edit log) facility but the company has not enabled this audit
feature throughout the year.

iv. With respect to the matter to be included in the Auditors' Report under section 197(16) of th e Act, as
amended:

i. In our opinion and according to the information and explanations given to us, no
remuneration is paid by the Company to its managing director during the year.

Unique Document Identification Number (UDIN) for this document is: 24436593BKFSOT3888

For S P A R K & Associates Chartered Accountants LLP

Chartered Accountants
Firm Reg No. 005313C/C400311

Sd/-

CA Chandresh Singhvi

Partner

Membership No. 436593
Indore

Date: May 30, 2024

Annexure "A" To the Independent Auditor's Report on The Financial Statement of Premier Capital
Services Limited

(Referred to in paragraph (i) under 'Report on other legal and regulatory requirements' section of our report
to the members of Premier Capital Services Limited of even date)

Report on the Order issued under Section 143(11) of the Companies Act 2013

I. (a) i. The said Company has generally maintained proper records showing full particulars, including
quantitative details and situation of Property, Plant and Equipment.

ii. The company is maintaining proper records showing full particulars of intangible assets.

(b) The Property, Plant and Equipment referred to in Note no. 2 of financial statements have been
physically verified by the management at reasonable intervals (covering all the assets in a period of
three years), which in our opinion is reasonable, having regard to the size of the said Company and
nature of its assets. As informed to us, no material discrepancy was noticed on such physical
verification.

(c) According to the information and explanation given to us and on the basis of our examination of the
records of the corporation, we found that company does not hold any immovable property hence Report
under this clause is not applicable to the company.

(d) According to the information and explanations given to us, the said company has not revalued its
Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the
year.

(e) There are no proceedings initiated or pending against the company for holding any benami
property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made
thereunder as details provided by management.

II. (a) As explained to us, and information provided to us company does not have inventories hence this
clause is not applicable.

(b) As explained to us, and information provided to us During any point of time of the year, company
has not been sanctioned working capital limits in excess of 5 crore rupees, in aggregate, from banks or
financial institution on the basis of security of current asset.

III. According to the information and explanations given to us, the company has not made investment in,
provided any guarantee or security or granted any loan or advances in the nature of loans, secured or
unsecured, to companies, firms, Limited Liability Partnerships or any other parties, accordingly this
clause is not applicable to the said Company.

IV. In our opinion and according to the information and explanation given to us, the Company has
complied with the provisions of section 185 & 186 of the Companies Act, 2013 with respect to the
loans made.

V. The Company has not accepted any deposits from the public as governed by the provision of section
73 to 76 or any other relevant provision of the Companies Act, 2013 and rules framed their under.

VI. The Central Government has not prescribed the maintenance of cost record under section 148(1) of the
Act, for any of the services rendered by the company.

VII. (a) According to the information and explanations given to us and on the basis of our examination of
the records of the Company, amounts deducted / accrued in the books of account in respect of
undisputed statutory dues including provident fund, income-tax, sales tax, value added tax, duty of
customs, goods and service tax, cess and other material statutory dues have been regularly deposited
during the year by the Company with the appropriate authorities. Except the following statutory dues
were in arrears as at March 31, 2024 for a period of more than six months from the date they became
payable:

(b) According to information and explanations given to us, the following dues of Income Tax have not
been deposited by the Company on March 31, 2024 on account of disputes:

VIII. According to the information and explanations given to us, there are no transaction that are not
recorded in books of accounts have been surrendered or disclosed as income during the year in the tax
assessment under income tax act,1961. Hence this clause is not applicable.

IX. (a) According to the records of the Company examined by us and the information and explanations
given to us, the Company has not defaulted in repayment of loans or borrowing to any Lenders.

(b) According to the information and explanations given to us and on the basis of our audit
procedures, we report that Company has not been declared as willful defaulter by bank or financial
institution or another lender.

(c) According to the information and explanations given to us, the Company has not obtained any
Term Loans. Hence, the Clause is not applicable.

(d) According to the information and explanations given to us, no funds have been raised by the
company during the year. Hence, the Clause is not applicable.

(e) According to the information and explanations given to us, the company does not have subsidiary,
associates or joint ventures, hence the clause is not applicable.

X. (a) The Company did not raise any money by way of initial public offer or further public offer
(including debt instruments) during the year. Accordingly, paragraph 3 (x)(a) of the order is not
applicable.

(b) The company has made not made any preferential allotment or private placement of shares or
convertible debentures (fully, partially, or optionally convertible) during the year.

Accordingly, reporting under clause 3(x)(b) of the Order is not applicable to the Company.

XI. (a) During the course of our examination of the books and records of the company, carried out in
accordance with the generally accepted auditing practices in India and according to the information
and explanations given to us, we have neither come across any instance of fraud on or by the
Company, noticed or reported during the year, nor have we been informed of such case by the
management.

(b) According to the information and explanations given to us, no report under subsection (12) of
Section 143 of the Companies Act, 2013 has been filed by the auditors in Form ADT-4 as prescribed
under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(c) According to the information and explanations given to us including the written
representation made to us by the management of the Company, there are no whistle-blower
complaints received by the Company during the year.

XII. In our opinion and according to the information and explanations given to us, the Company is not a
Nidhi company. Accordingly, paragraph (xii) of the order is not applicable.

XIII. According to the information and explanations given to us and based on our examination of the
records of the Company, transactions with the related parties are in compliance with Sections 177 and
188 of the Act where applicable and details of such transactions have been disclosed in the financial
statements as required by the applicable accounting standards.

XIV (a) In our opinion and based on our examination the company has an internal audit system
commensurate with the size and nature of its business.

(b) We have considered the internal Audit Report of the company issued till date, for the period under
audit.

XV According to the information and explanations given to us the Company has not entered into any
non-cash transactions with directors or persons connected with them during the financial year and
accordingly, provisions of section 192 of the Act are not applicable to the Company.

XVI. (a) According to the information and explanations provided to us, the company is not required to be
registered under Section 45-IA of the Reserve Bank of India Act, 1934 and hence this clause is not
applicable to the Company.

(b) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India
Act, 1934. Accordingly, the clause is not applicable.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the
Reserve Bank of India. Accordingly, the clause is not applicable.

(d) According to the information and explanations provided to us during the course of audit, the
Company does not have any CIC. Accordingly, the clause is not applicable.

XVII The Company has incurred cash losses in the current financial year and in the immediately preceding

financial year as well.

XVIII There has been no resignation of the statutory auditors during the year. Hence Report under this
clause is not Applicable.

XIX On the basis of the financial ratios, ageing and expected dates of realization of financial assets and
payment of financial liabilities, other information accompanying the financial statements, the auditor's
knowledge of the Board of Directors and management plans, nothing has come to our attention,
which causes us to believe that any material uncertainty found as on the date of the audit report that
company is not capable of meeting its liabilities existing at the date of balance sheet as and when they
fall due within a period of one year from the balance sheet date. We, however, state that this is not an
assurance as to the future viability of the Company. We further state that our reporting is based on the
facts up to the date of the audit report and we neither give any guarantee nor any assurance that all
liabilities falling due within a period of one year from the balance sheet date, will get discharged by
the Company as and when they fall due.

XX. (a) According to the information and explanations given to us, in respect of other than ongoing
projects, and transferred unspent amount to a Fund specified in Schedule VII to the Companies Act
within a period of six months of the expiry of the financial year in compliance with second proviso to
sub-section (5) of section 135 of the said Act are not applicable to the company.

(b) According to the information and explanations given to us, the company is not required to transfer
any amount to special account in compliance with provision of sub-section (6) of section 135 of the
said Act.

XXI According to the information and explanations given to us, the company does not make any
consolidation financial statement hence this clause is not applicable.

Unique Document Identification Number (UDIN) for this document is: 24436593BKFSOT3888

For S P A R K & Associates Chartered Accountants LLP

Chartered Accountants

Firm Reg No. 005313C/C400311

Sd/-

CA Chandresh Singhvi

Partner

Membership No. 436593

Indore

Date: May 30, 2024