We have audited the accompanying consolidated financial statements of M/s. ACETECH VENTURES
LIMITED("the Company") which comprise the Consolidated Balance sheet as at March 31, 2024, and the
Consolidated Statement of Profit and Loss and the Consolidated Cash Flow Statement for the year then
ended 31st March 2024, and notes to the Consolidated Financial Statements, including a summary of
significant accounting policies and other explanatory information (hereinafter referred to as "the
Consolidated Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, the

aforesaid Consolidated financial statements give the information required by the Companies Act, 2013, as
amended ('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 profit, and its cash flows for the year ended on that date taking into account the effects of the
conversion of the entity from a Limited Liability Partnership (LLP) to a public limited company
during the period under audit, as detailed in Note No. 1,2.2, 2.13 and 2.21 to the Consolidated
financial statements.

Basis for opinion: We conducted our audit of Consolidated Financial Statement in accordance with the
Standards on Auditing (SAs), as 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 Consolidated 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 Consolidated 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 Consolidated financial
statements.

Information other than the Consolidated 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 Consolidated financial statements and our
auditor's report thereon.

Our opinion on the Consolidated 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 Consolidated financial statements, our responsibility is to read the

other information and, in doing so, consider whether the other information is materially inconsistent with
the Consolidated 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.

Management's responsibility for the Consolidated 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 Consolidated financial statements that give a true and fair view of the
financial position and financial performance of the Company in accordance with the accounting principles
generally accepted in India, including the accounting standards 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 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 Consolidated financial
statement that give a true and fair view and are free from material misstatement, whether due to fraud or
error.

In preparing the Consolidated 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 is also responsible for overseeing the Company's financial reporting process.

Key Matters and Disclosure:

We draw attention to the following matter in relation to the loan transactions for the financial year ended
31st March 2024:

The erstwhile Limited Liability Partnership (LLP), "Acetech Ventures LLP" (the "LLP"), had obtained loans

from its designated partners, partners, as well as from their relatives and friends. Upon conversion of the
LLP into a public limited company, "Acetech Ventures Limited" (the "Company"), the outstanding loan as of
the conversion date was recognized in the books of the consolidated group as an unsecured loan from
others.

As per the provisions of the Companies Act, 2013, particularly Section 73 and 76, and the Companies

(Acceptance of Deposit) Rules, 2014, such loans are deemed to be deposits following the company's
transition to a public limited company, effective from 21st February 2024. This classification as a deemed
deposit is in line with the statutory requirements applicable to public companies.

It is important to note that during the financial year under review, the entity operated as an LLP for the
period from 1st April 2023 to 20th February 2024 and transitioned into a public limited company on 21st
February 2024. As a result, the repayment of these loans, which are now classified as deemed deposits,
could not be completed before the close of the financial year.

As on the date of signing this consolidated report, the repayment of the outstanding deemed deposit,

amounting to Rs. 2,43,30,445, remains pending within the consolidated group. The company is taking steps
to ensure compliance with the provisions of the Companies Act, 2013, and is in the process of initiating the
repayment of these amounts at the earliest.

We emphasize the importance of the company's immediate action to repay the said amounts to ensure full
compliance with the applicable provisions of the Companies Act, 2013.

Auditor's responsibilities for the audit of the Consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the Consolidated 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
Consolidated 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 Consolidated 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 Consolidated 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. Evaluate the overall presentation, structure and
• content of the Consolidated financial statements, including the disclosures, and whether the
Consolidated 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.

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 sub-section (11) of section 143 of the Companies Act 2013, we givein the
Annexure 'A', a statement on the matters specified in paragraphs 3 and 4 of the said Order, to the extent
applicable.

². 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 the law have been kept by the
Company so far as it appears from our examination of those books;

^c. The Balance Sheet and Profit & Loss Statement and the Cash Flow Statement dealt with by this
report are in agreement with the books of account;

d. In our opinion, the profit and loss account and the balance sheet comply with the Accounting
Standards specified under section 133 of the Companies Act, 2013, read with Rule 7 of the
Companies (Accounts) Rules, 2014;

e. On the basis of written representations received from the directors as on March 31st 2024
taken on record by the Boards of Directors, we report that none of the directors are
disqualified as on March 31st2024 from being appointed as a director in terms of section
164 (2) of the Act;

^f. The reporting on the adequacy of the internal financial controls over financial reporting of the
Company with reference to Consolidated financial statement and the operating effectiveness of
such controls is not applicable on the company.

g. 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:

ⁱ- The Company does not have any pending litigations which would impact its financial

position. However, there is an disputed Income tax liability of Rs. 1,14,15,010 against
which an appeal has been filed with Income Tax department.

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

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

^a) The management has represented that, to the best of its knowledge and belief,
as disclosed in note No.2 "Summary of Significant accounting policies and other
explanatory information as at and for the year ended 31 March 2024", no funds
have been advanced or loaned or invested (either from borrowed funds or
securities premium or any other sources or kind of funds) by the Company to or
in any persons or entities, including foreign entities ('the 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
('the Ultimate Beneficiaries') or provide any guarantee, security or the like on
behalf the Ultimate Beneficiaries;

^b) The management has represented that, to the best of its knowledge and belief,

as disclosed in note No.2 "Summary of Significant accounting policies and other
explanatory information as at and for the year ended 31 March 2024", no funds
have been received by the Company from any persons or entities, including
foreign entities ('the 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