We have audited the accompanying Standalone Financial Statements of Asian Hotels (West)
Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2025, 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 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, because of the significance of the matters described in the Basis for Adverse Opinion section
of our report, the aforesaid standalone financial statements do not give the information
required by the Companies Act, 2013 ("the Act") in the manner so required and do not 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 the affairs of the Company as at March 31, 2025, its loss (including other comprehensive
loss), changes in equity and its cash flows for the year ended on that date.

Basis for Adverse Opinion

1. We draw attention to Note 46 to the standalone financial statements:

a. As per clause (v) of Schedule 2 to the Framework Agreement, Saraf Group shall have
the option to buy the Hyatt Regency, Mumbai (the principal asset of the Company)
from the Company any time after the successful withdrawal of CIRP and revocation of
the Trading suspension. Moreover, in case of exercise of such option by Saraf Group,
neither the Company nor Saraf Group shall be liable to pay any other amount to each
other. Though the Company is not a party to the said Framework Agreement, the
subsequent actions of the Board of Directors of the Company, in seeking and obtaining
the approval of the shareholders of the Company to secure the amounts received from
Saraf Group to create charge/lien over Hyatt Regency, Mumbai indicates that the
Board of Directors of the Company have taken cognizance of the Framework
Agreement. We also note that in the audited financial statements of Novak Hotels
Private Limited, the party who has been identified by Saraf Group as the person who
has funded the said amount of Rs. 39,000 lakhs has stated these amounts as advances
for acquiring Hyatt Regency, Mumbai.

In this regard, the following matters are noted and hereby reported:

i. Considering the provisions of the Framework Agreement providing an option to
Saraf Group to acquire Hyatt Regency, Mumbai and manner of presentation of
such amounts by the Group Company of Saraf Group, we are unable to state if the
classification of amounts received is in the nature of a borrowing or an advance for
sale of assets and the presentation of such amounts as non-current.

ii. Section 180(1) (a) of the Act restricts the power of the Board of Directors from sale,
lease or otherwise dispose of the whole or substantially the whole of the
undertaking of the company without the prior approval of the members of the
Company. In the instant case, the approval of the members of the Company was
obtained only for creating security on the assets and the information regarding the
exercise of option granted to Saraf Group was not informed to the members.

iii. Though the members of the Company approved creation of a charge / security on
Hyatt Regency, Mumbai, the Company is yet to file the necessary forms with the
Ministry of Corporate Affairs and therefore is not in compliance with the
requirements of the Act.

iv. If the intention is to sell Hyatt Regency, Mumbai in return of the fund infusion by
Saraf Group, these financial statements should have been prepared considering
the requirement of Ind AS 105 "Non-current assets held for sale and discontinued
operations. Also refer our reporting on Going Concern assumption in paragraph 3
below.

b. The Company has not recognized interest expense of Rs. 3,850.91 lakhs and certain
expenses of Rs. 453.84 lakhs towards reimbursement, as claimed by Saraf Group. In
the absence of agreed terms and conditions in respect of the amounts received, we are
unable to comment on the amount of interest that should have been accrued by the
Company in these standalone financial statements. Notwithstanding the above, if the
amounts received are in the nature of borrowings as considered by the Company, as
per section 186(7) of the Companies Act, 2013, such borrowings shall have a minimum
interest rate that is not lower than the prevailing yield of one year, three year, five year
or ten year government security closest to the tenor of the loan. However, even
considering the minimum rate of interest as stipulated in Section 186(7) of the Act, such
interest amount that has not been recognised in these standalone financial statements
is expected to be material and will represent a substantial proportion of the standalone
financial statements.

c. Further, there is an unreconciled balance of Rs. 242.64 lakhs in the amounts stated as
borrowings in note 22 to the standalone financial statements for the year ended March
31,2025, the recorded balance in the standalone financial statements being lower.

2. We draw attention to note 47 in the standalone financial statements, wherein, the
Company has written off and written back certain old outstanding balances during the
year ended March 31, 2025 which are amounting to Rs. 1,229.51 lakhs (net write off) and
have been disclosed as "Exceptional Items" in the standalone financial statements. The
balances written off/written back relate to the balances that existed as on March 31, 2024
and should have been written off/written back as on such date or earlier, as applicable.
As per para 42 of IND AS 8 "Accounting Policies, Changes in Accounting Estimates and

Errors", the prior period errors shall be corrected retrospectively. Consequently, the
exceptional items (net) and loss for the year ended March 31, 2025 are overstated by
Rs.l,229.51 lakhs.

3. We draw attention to note 45 to the standalone financial statements, wherein, the
Company has prepared these standalone financial statements on a going concern basis
considering the approved settlement proposal under Section 12A of IBC 2016 and the
steps being taken by the Company to meet its regulatory requirements and reporting
obligations. However, the Company⁷s current liabilities exceed the current assets by
Rs.42,051.61 lakhs as at March 31, 2025. Considering the above and in the absence of
sufficient appropriate audit evidence to support the Company's ability to meet its
obligations, a material uncertainty exists that may cast significant doubt on the entity's
ability to continue as a going concern and the standalone financial statements have not
been prepared on any other basis of accounting acceptable in the circumstances and also
do not adequately disclose this matter.

4. The Company has neither provided us with proper records showing full particulars,
including quantitative details and situation of property, plant and equipment nor has
provided us with the information regarding the physical verification of property, plant
and equipment. Therefore, we are unable to comment on the existence of the property,
plant and equipment balance of Rs. 1,617.11 lakhs as stated in note 3.1 to the
accompanying standalone financial statements.

5. Outstanding recoverable/payables balances with the Government Authorities are subject
to reconciliation with the statutory records and consequential adjustment, if any. Further,
in the absence of complete period details of "statutory dues payable" as referred in note
48 to the standalone financial statements, we are unable to comment on the adequacy of
interest expense on statutory dues recognized in the standalone statement of profit and
loss for the year ended March 31, 2025.

We conducted our audit of 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 independence 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 adverse 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. In addition to the matters described in the Basis for Adverse Opinion section, we have
determined the matters described below to be the key audit matters to be communicated in
our report.

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

The Company's Board of Directors is responsible for the preparation and presentation of its
report (herein after called as "Board Report") which comprises various information required
under section 134(3) of the Companies Act 2013 but does not include the financial statements
and our auditor's report thereon.

Our opinion on the financial statements does not cover the Board Report 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 Board
Report and in doing so, consider whether the Board Report is materially inconsistent with the
financial statements or our knowledge obtained during the course of our audit or otherwise
appears to be materially misstated.

The Board Report is not made available to us at the date of this auditor's report.

Responsibilities of Management and Those Charged with Governance for the Standalone
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 financial statements that give a true
and fair view of the financial position, financial performance, total comprehensive loss, cash
flows and changes in equity 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, the Board of Directors and management are
responsible for assessing the Company⁷s 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 is responsible for overseeing the company's financial reporting process.

Auditor's Responsibilities for the Audit of 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 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 decision 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 to 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 Act,
we are also responsible for expressing our opinion on whether the company has an
adequate internal financial control with reference to the standalone 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 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 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.

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 (Auditor's Report) Order, 2020 ("the Order, 2020"), 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, 2020.

2. With respect to the other matters to be included in the Auditor⁷s report in accordance with
the requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given
to us, the Company has paid managerial remuneration to its directors in accordance with
the provisions of the Section 197 of the Act during the year.

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

(a) We sought and, except for the effect of the matters described in paragraphs l.b, 3, 4
and 5 of the Basis for Adverse Opinion section of our report, obtained all the
information and explanations which to the best of our knowledge and belief were
necessary for the purpose of our audit of the accompanying standalone financial
statements.

(b) In our opinion, due to the effects of the matters described in the Basis for Adverse
Opinion section of our report and matters stated in paragraph 3(i)(vi) below on
reporting under Rule 11(g) of the Companies (Audit & Auditor's) Rules, 2014, the
Company has not kept proper books of account as required by the law.

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive
income), the Statement of Cash Flows and the Statement of Changes in Equity dealt
with by this Report are in agreement with the relevant books of account.

(d) In our opinion, due to the effects of the matters described in the Basis for Adverse
Opinion section of our report, the aforesaid standalone financial statements do not

comply with Indian Accounting Standards specified under Section 133 of the Act,
read with relevant rules issued there under.

(e) The matters described in the Basis for Adverse Opinion section of our report and the
matters reported in our report on CARO 2020 included as "Annexure A" to this
report, in our opinion, may have an adverse effect on the functioning of the Company.

(f) On the basis of written representations received from the directors as on March 31,
2025 and taken on record by the Board of Directors, none of the directors is
disqualified as on March 31, 2025 from being appointed as a director in terms of
section 164(2) of the Act;

(g) Refer paragraph 3(b) and 3(d) above in this section of the report regarding matters of
qualification, reservation or adverse remark relating to the maintenance of accounts
and other matters connected therewith.

(h) 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" wherein we have provided an
Adverse Opinion.

(i) With respect to the other matters to be included in the Auditor⁷s 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.

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

(iii) The Company was required to transfer a sum of Rs. 5.12 lakhs of unpaid
dividends to account of Investor Education and Protection Fund, however, the
same has not been transferred.

(iv) (a) The management has represented that, to the best of its knowledge and

belief, to the standalone financial statements, no funds (which are material
either individually or in the 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 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 or the like on
behalf of the Ultimate Beneficiaries.

(b) The management has represented, that, to the best of its knowledge and
belief, to the standalone financial statements, no funds (which are 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 Ultimate Beneficiaries.

(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-clause (i) and (ii) of
Rule 11(e) of the Companies (Audit and Auditors) Rules, as provided
under (a) and (b) above, contain any material misstatement.

(v) The Company has neither declared nor paid any dividend during the year.

(vi) The Company has used tally accounting software for maintaining its books of
account for the financial year 2024-25, which have a feature of recording audit
trail (edit log) facility, however the same has not operated throughout the year
for all relevant transactions recorded in the software as reported in note 49 to
the accompanying standalone financial statements. Further, during the course
of our audit, we did not come across any instance of audit trail feature being
tampered with, in respect of accounting software for the period for which the
audit trail feature was enabled and operating. The Company has not preserved
audit trail as per the statutory requirements for record retention.

For J. C. Bhalla & Co.

Chartered Accountants

Firm's Registration No. 001111N

(Akhil Bhalla)

Partner

Membership No. 505002

UDIN: 25505002BMIMHP5140

Place: New Delhi

Date : September 23,2025