We have audited the accompanying standalone
financial statements of Kiri Industries Limited (“the
Company”), which comprise the Balance Sheet
as at March 31, 2026, the Statement of Profit and
Loss (including Other Comprehensive Income), the
Statement of Changes in Equity and the Statement
of Cash Flows for the year ended on that date, and
a summary of the 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
(“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 read with the Companies (Indian
Accounting Standards) Rules, 2015, as amended,
(“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the
Company as at March 31, 2026, the net profit and
other comprehensive loss, changes in equity and the
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 (SA’s) 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 made thereunder, 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
audit opinion on the standalone financial statements.

Emphasis of Matter

Award on Singapore Judgement and its Taxability

During the year under review, the Company has
received award pursuant to the Judgement of
Singapore Court in relation to disputes involving Kiri
Industries Ltd. (the “Company”), being a Minority
Shareholder DyStar Global Holdings (Singapore)
Pte. Ltd. (“DyStar”), DyStar (Associate Entity of
the Company) and Senda International Capital
Ltd. (“Senda”), the Majority Shareholder of DyStar,
concerning matters of Minority Oppression, Fraud
and Breach of Trust.

The award received pursuant to the said court order
is disclosed as Exceptional Item in the Statement of
Profit and Loss. Based on an Independent expert
legal opinion obtained by the management, the
management has concluded that the entire award
amount is not taxable in nature. Accordingly, the
portion of the award attributable against investment
in shares of associate company has been considered
taxable, while the balance amount has been treated
as a capital receipt not liable to tax.

Consequently, the Company has recognized a
provision for income tax only in respect of the amount
considered taxable, being the portion attributable
against investment in shares. The aforesaid
accounting and tax treatment has been adopted
based on the said legal opinion, and the statutory
auditors have relied upon the same for the purpose
of their audit.

Emphasis - Write off of receivables

During the year under review, the management of the
company has decided to write off certain receivables
in the nature of Trade receivables, Loans & Advances
and Deposits Given based on internal review &
condition of parties. Consequently, the Company has
written off such amounts under exceptional items in
the Statement of Profit and Loss.

Our Opinion is not modified in respect of
the above matters.

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. Against Key audit matter, 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 matter
below, provide the basis of our audit opinion on the
accompanying financial statement.

We have determined that there are no other Key
Audit Matters to communicate in our report.

Information other than the Standalone Financial
Statements and Auditor's Report thereon

The Company’s Management and Board of Directors
are responsible for the preparation of the other
information. The other information comprises the
information included in the Management Discussion
and Analysis, Director’s Report including Annexures
thereto, Business Responsibility Report, Corporate
Governance and Shareholder’s Information, 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.

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 the management 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, total comprehensive
income, changes in equity and cash flows of the
Company in accordance with the Ind AS and other
accounting principles generally accepted in India.
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 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
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.

The Board of Directors are 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 Standards on Audit (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 Standards on
Audit (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 financial
controls 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 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 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 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 standalone 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

1. As required by the Companies (Auditors’ Report)
Order, 2020 (“the Order”) issued by Central
Government in terms of sub-Section (11) of
section 143 of the Act, we give in “Annexure-1”, a

statement on the matters specified in paragraphs
3 and 4 of the Order, to the extent applicable.

2. (A) 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 accounts
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, Statement of
Profit and Loss including statement
of other comprehensive income, Cash
Flow Statement and the Statement
of Changes in Equity dealt with by
this Report are in agreement with the
books of accounts;

d. In our opinion, the aforesaid
Standalone financial statements
comply with the Indian Accounting
Standards specified under section 133
of the Act, read with the Companies
(Indian Accounting Standards) Rules
2015, as amended;

e. On the basis of written representations
received from the directors as on
March 31, 2026, and taken on record
by the Board of Directors, none of
the directors are disqualified as on
March 31, 2026, 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 over
financial reporting of the Company
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.

g. In our opinion the managerial

remuneration for the year ended
March 31, 2026 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.

(B) 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.

ii. The Company has made provision,

as required under the applicable

law or accounting standards, for

material foreseeable losses on
long-term contracts.

iii. There has been no delay in transferring
amounts, required to be transferred to
the Investors Education and Protection
Fund by the company.

iv. (a) The management 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 management 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; and

(c) Based on such audit procedures
considered reasonable and
appropriate in the circumstances,
nothing has come to our notice
that has caused them to believe
that the representations under
sub-clause (a) and (b) contain any
material mis-statement.

v. The company has not declared dividend
or paid during the year.

vi. Based on our examination which
included test checks, except for
the instances mentioned below,
the Company has used accounting

softwares 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 respective softwares.

The feature of recording audit trail
was not enabled at the database
layer to log any direct data changes
for the accounting software used for
maintaining the books of accounts

The audit trail was not enabled
for certain changes which were
performed by users having privilege
access rights related to debug access,
for the accounting software used for
maintaining the books of accounts.
Further, for the period where audit
trail (edit log) facility was enabled
and operated through-out the
year for the respective accounting
softwares, we did not come across
any instance of the audit trail feature
being tampered with.

For, Pramodkumar Dad & Associates

Chartered Accountants

Abhishek Dad

Partner
MRN: 131918

Place: Ahmedabad FRN: 115869W

Date: May 30, 2026 UDIN: 26131918WIJUMR3428