We have audited the Standalone Ind AS Financial Statements of
Indian Railway Finance Corporation Limited (“the Company”),
which comprise the Balance Sheet as at 31^st March, 2026 and the
Statement of Profit and Loss (including Other Comprehensive
Income), Statement of Changes in Equity, and the Statement of Cash
Flows for the year then ended, and Notes to the Standalone Ind AS
Financial Statements, including a summary of material accounting
policies and other explanatory information (hereinafter referred to as
“Standalone Ind AS Financial Statements”).

In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone Ind AS 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 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 31^st March, 2026 and the profit and total 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 Companies Act, 2013.
Our responsibilities under those Standards are further described in
the Auditor's Responsibilities for the Audit of the standalone Ind AS

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 Ind AS
financial statements under the provisions of the Companies Act, 2013
and the Rules there-under, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the ICAI's
Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

We draw attention to Note- 33 of the standalone Ind AS financial
statements where company has disclosed about recognition of
lease receivable (Amounting to H1,64,768.83 crores) for Project EBR
IF 2019-20, Project EBR IF 2020-21 and Project EBR S 2020-21 w.e.f.
24^th March, 2026 and execution of lease agreement for same is under
process on the reporting date.

Our opinion is not modified in respect of matter stated above.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the standalone
Ind AS financial statements of the current period. These matters
were addressed in the context of our audit of the standalone Ind AS
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 report.

Information Other than the Standalone Ind AS Financial
Statements and Auditor’s Report thereon

The Company's Board of Directors are responsible for the other
information. The other information comprises the Directors'
report, Corporate Governance report, Business responsibility &
sustainability report and Management Discussion and Analysis
etc. in the Annual report but does not include the standalone
Ind AS financial statements and our report thereon. Such other
information is expected to be made available to us after the date of
this Auditor's Report.

Our opinion on the standalone Ind AS 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 Ind AS 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
standalone Ind AS 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 therein, we are required to communicate the
matter to those charged with governance.

Responsibilities of Management and Those Charged
with Governance for the Standalone Ind AS 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 Ind AS financial statements that give a true
and fair view of the financial position, financial performance, total
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 read with relevant
rules, 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 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 Ind AS financial
statement that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

In preparing the standalone Ind AS financial statements, the Board of
director 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 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
Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether
the standalone Ind AS 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 Ind AS
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 Ind AS 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
Companies Act, 2013, we are also responsible for expressing
our opinion on whether the company has adequate internal
financial control system in place with reference to Financial
Statements 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 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 Ind AS 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 Ind AS financial statements, including the
disclosures, and whether the standalone Ind AS financial
statements represent the underlying transactions and events
in a manner that achieves fair presentation.

Materiality is the magnitude of misstatement in the standalone Ind
AS financial statements that, individually or in aggregate, makes it
probable that the economic decisions of a reasonable 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
Standalone Ind AS 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.

From the matters communicated with those charged with governance,
we determine those matters that were of most significance in the
audit of the standalone Ind AS 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.

Other Matter

The comparative financial statements for the year ended 31^st March,
2025 included in the Standalone Ind AS financial statements were
audited by the Statutory Auditors M/s OP Totla & co. individually. They
had expressed unmodified opinion vide their report dated 28^th April,
2025 on such financial statements.

Our opinion is not modified in respect of this matter.

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, and on the basis of such
checks of the books and records of the Company as we
considered appropriate and according to the information and
explanations given to us, we give in “Annexure - A” a statement
on the matters specified in paragraphs 3 and 4 of the said Order,
to the extent applicable.

2. On the basis of information and explanations given to us by the
company we are enclosing our report in “Annexure - B” on the
directions/ sub-directions issued by Comptroller and Auditor
General of India in terms of Section 143(5) of the Act.

3. 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 purpose 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 flows
dealt with by this Report are in agreement with the
books of account;

d) In our opinion, the aforesaid financial statements comply
with the Indian Accounting Standards specified under
Section 133 of the Act read with relevant rules.

e) In terms of Notification no. G.S.R. 463 (E) dated 05^th
June, 2015 issued by the Ministry of Corporate Affairs,
provisions of Section 164(2) of the Act regarding
disqualifications of the Directors are not applicable, as it
is a Government Company.

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 - C” of Audit Report. Our
report expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company's internal
financial controls with reference to Standalone Ind AS
financial statements.

g) Pursuant to Notification no. G.S.R. 463 (E) dated
5^th June, 2015 issued by the Ministry of Corporate
Affairs, provisions of section 197 of the Act regarding
managerial remuneration are not applicable, as it is a
Government Company.

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 on its financial position in its financial
statements - Refer Disclosure Note 34 to the
standalone Ind AS financial statements;

ii. The Company has made provision, 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- Refer
Disclosure Note 47(b) to the standalone Ind AS
financial statements;

iv. a) The Company has represented that, to the

best of it's knowledge and belief, other than
as disclosed in the notes to the accounts,
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 Company has represented, that, to the
best of it's knowledge and belief, other than
as disclosed in the notes to the accounts, 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;

c) Based on such audit procedures that we have
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.

v. The interim dividend declared and paid by the
Company during the year is in compliance with
Section 123 of the Act.

vi. Based on our examination, which includes test
checks, the company has used accounting software
Tally ERP for maintaining its books of account for
the financial year ended 31^st March 2026 which
has a feature of recording audit trail (edit log)
facility. The audit trail facility has been operating
throughout the year for all transactions recorded in
the software. During the course of our audit, we did
not come across any instance of audit trail feature
being tampered with. Further the same has been
preserved as per the statutory requirements.

For O P Totla & Co. For KGRS & Co.

Chartered Accountants Chartered Accountants

FRN: 000734C FRN: 310014E

CA. Aayush Jain CA. K. Dutta

Partner Partner

M. No.: 435501 M. No.: 053790

UDIN: 26435501HYYMDS4498 UDIN: 26053790WOVJUG2412

Place : New Delhi
Date : 14-05-2026