We have audited the accompanying Ind AS financial statements ofViaan Industries Limited (the
“Company”), which comprise the Balance Sheet as at March 31. 2024, the Statement of Profit and
l-oss (including Other Comprehensive Income), the Statement of Changes in Equity and the
Statement ot Cash Mows for the year ended on that date and notes to the financial statements,
including a summary of material accounting policies and other explanatory information (hereinafter
referred ro 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
Ac") m 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, (“Ind AS”) and other accounting
principles generally accepted in India.of the stare of affairs of the Company as at March 31, 2021,
irs loss including other comprehensive income, changes in equity and irs cash flows for the year
ended on rhat date.

Basis for Opinion

We conducted our audir of the Standalone Financial Statements in accordance with the Standards
on Auditing (*‘SA”s) as specified under section 143(10) of the Act. Our responsibilities under those
Standards arc further described in the Auditor’s Responsibilities for the Audit of the Standalone
1 manual Statements section ol our report. We are independent of the Companym accordance with
the Code of Ethics issued by the Institute of Chartered Accountants oflndia (“ICA1”) together
with rhe ethical requirements that arc relevant to our audit of the Standalone Financial Statements
under die provisions of the Act and rhe Rules made thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the ICAI’s Code of Kthics. We
believe that the audit evidence obtained byus is sufficient and appropnale 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 Financial Statements of the current period. These matters were addressed in tlx*
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 maners. We have determined the matters described
Ik-Iow to be the key audit matters to lx* communicated in our report.

W e have determined that there arc no other key audit matters to communicate in our report.

Emphasis of Matter

We draw your attention to:-

(a) Non* 22 i<> the financial statements which slates in the matter of Going Concern that the new
management will introduce the business in the company as per the new provisions of the resolution
plan and will do efforts to revive the company.

(b) Note 23 to the financial statements states that:

\i) The llon’ble National Company Law Tribunal fNCl.T), Mumbai Bench vide its Order
elated 11 March, 2022 had initiated insolvency proceedings flnsolvency Commencement
Date') as per the provisions of Insolvency and Bankruptcy Code, 2016 ('Code') against Viaan
Industries Limited. I he NOT also appointed resolution professional for the management
of affairs of the Company as per the Code, from 11 rh March, 2022 the company was in
Corporate Insolvency Resolution Process (CIRP) under Insolvency and Bankruptcy Code
2016 (IBQ.

(u) Pursuant to commencement of insolvency proceedings, with effect from the Insolvency
Commencement Date, the powers of the Board of Directors of the Company stood
suspended and such powers along with the management of the Company were vested with
Mr Prakash Dattatravana N'aringrckar who was appointed as the Interim Resolution
Professional (‘IRP’) of the Company. 'Ihc appointment of IRP as resolution professional
was also confirmed by die Committee of Creditors ('COC) of the Company.

(til) Ihc resolution plan for rhe Company, as submitted by Kundan Care Products Ijnured
('Successful Resolution Applicant’) was approved by the Committee of Creditors of the
Company with 100% voting in its 10th meeting dared 18 November,2022. The resolution
professional died an interlocutory application before the Hon'ble NCLT Mumbai Bench for
approval of the resolution plan, an application was filed by the RP before the NCLT for
approval of the Resolution Plan. The I lon’hle NCI .’I approved the resolution plan vide its
order dated 06th February, 2024. flnsolvency Termination Date¹).

(»^v) The resolution plan provided that on the expiry of 60 days from the Insolvency Termination
Date, rhe management of affairs of the Company shall vest with the new management.

(v) Furthermore, the approved Resolution Plan also provides the reduction of Existing Share
Capital by cancellation of share of existing promoters and allotment of new shares ro the
Resolution Applicant and us nominec/associates and reduction in Pace Value of Rs. 1/- per

share.

(v») As per approved Resolution plan, CIRP cost is payable amounting 20 Lakhs which arc
clubbed with amount payable to financial creditors

(vii) Necessary restructuring entries arc passed in books of accounts pursuant to approval of
resolution plan, but issuance of share capital to public and promotors is in process as on date
of signing of fmancial statement.

Other Matters

Since the company has been under 'Corporate Insolvency Resolution Process' under Section 7 of the

Ivcucv and Bankruptcy Code 2016' from 1 I March 2022 and order of Nauonal Company Law
Tribunal has been pronounced dated 06th February 2024, the comparative financial statement of the
company for the year ended March 31, 2023 were prepared by the newly constituted;management of

The comparative financial statement of tlx- company for the year ended March 31, 2023 prepared in
accordance with Indian Accounting Standards, included in these financial statements, have been
audited by M/s II. Raje & Co., Chartered Accountants, whose audit report dt.June 12,2024 expressed
a disclaimer of opinion. Our opinion is not modified in respect of this matter.

Information Other than the Financial Statements and Auditor’s Report Thereon

1'hc Company’s hoard of Directors is responsible for the other information. The other informauon
comprises the information included in the Management Discussion and Analysis, Board’s Report
including Annexurcs to Board’s Report, Business Responsibility and Sustainability Report, Corporate
Governance and Shareholder’s Information, but docs 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 nor 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 report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial
Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of die 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, changes in equity
and cash flows of the Company in accordance with the accounting principles generally accepted in
India, including 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 the assets of the Company and (or 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, implementauon and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness
ot the accounting record', 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 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. ¹
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
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 scepticism 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 financial control relevant to the audit in order to design audit
procedures that arc appropriate in the circumstances. U nder section 143(3)(i) of the Act, wc arc
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 the 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. II wc 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 modify¹ our opinion. ()ur conclusions are based on the audit evidence obtained
up to the date of our auditor's reporr. 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 scojx* of our audit work andin 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
*copc and timing of the audit and significant audit findings, including any significant deficiencies in
internal financial controls that wc identify during our audit.

Wc also provide those charged with governance with a statement that wc have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and
other nutters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.

W?'- >\

I'rom the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the financial statements oft he current period and arc
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 l>c 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 I.cgal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit wc report that:

a) We have sought and obtained all the information and explanations which to the best ofour
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 I/>ss including Other Comprehensive
Income. Statement of Changes in Kquity 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 Ind AS specified under
Section 133 of the Act.

e) On the basis ol the wntten 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 Acr.

t) With respect to the adequacy of the internal financial controls with reference to financial
statements of the Company and the operating effectiveness of such controls, refer to our
separate Report in "Armcxure A". Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Company’s internal financial controls with
reference to financial statements.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with
the requirements of section 197(16) of the Act, as amended, in our opinion and tothc best
ol our information and accorduig to the explanations given to us, the company has not paid
any managerial remuneration to its directors during the year. Accordingly provisions of
section 197 of the Act is not applicable.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with
Rule 11 of I he Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion
and to the lx-si of our information and according to the explanations given to us: ²

funds (which arc material either individually or in the aggregate) have been
advanced or loaned or invested (cither 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 orthe like on behalf of the Ultimate Beneficiaries;

(b) 'Fite management has represented, that, to the best of its knowledge and belief,
no funds (winch arc material either individually or in the aggregate) 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 U ltimate Beneficiaries ; and

(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-clausc (i) and (11) of Rule 11(e), as
provided under (a) and (b) above, contain any material misstatement.

v. There is no interim or final dividend have been declared or paid by the Company
during the year.

vi. Based on our examination, wliicli included test checks, the Company has used
accounting softwares for maintaining its books of account for the financial year ended
March 31, 2024 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
softwares. Further, during the course of our audit we did not come across any instance
of the audit trail feature being tampered with.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from
April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors)
Rules, 2011 on preservation of audit trail as per the statutory requirements for record
retention is not applicable for the financial year ended March 31,2024.

2. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order”) issued by the
Central Government in terms of Section 143(11) of the Act, we give in “Anncxure B” a
statement on the matters specified in paragraphs 3 and 4 of the Order.

For Ashwani & Associates

Chartered Accountants

No. 000497N)

Place: New Delhi (Mcmbercliif^No. 84205)

Date: Sep 13.2024 UDIN:24084205BKAMPZ7594

1

lu- Company’s Board of Directors is 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
arc free from material misstatement, whether due to fraud or error, andto issue an auditor’s report

2

I he Company does not have any pending litigations which would impact its financial
position;

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

iii. 1 here has been no delay in transferring amounts, required to be transferred, to the
Investor l-vducation and Protection Fund by the Company.

iv. (a) The Management has represented that, to the best of its knowledge and belief, no