ఆడిటర్ నివేదిక Bajel Projects Ltd.

Mar 31, 2026

We have audited the standalone financial statements of Bajel
Projects Limited ("the Company”),

which comprise the standalone Balance Sheet as at March
31 2026, the standalone Statement of Profit and Loss,
including the statement of Other Comprehensive Income,
the standalone Cash Flow Statement and the standalone
Statement of Changes in Equity for the year then ended,
and notes to the standalone financial statements, including
a summary of material accounting policies and other
explanatory information.

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, 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, 2026, its
profit including other comprehensive income, its cash flows
and the changes in equity 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
(SAs), as 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 together with the ethical requirements
that are relevant to our audit of the 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 audit opinion on the
standalone financial statements.

EMPHASIS OF MATTER

We draw your attention to Note 6(d) of the accompanying
standalone financial statements of the Company, which
describes that the Company has invoked / ongoing arbitration
proceedings with respect to three of its customers for
recovery of outstanding balances. Considering that the
outcome of the arbitration proceedings cannot be presently
determined, no further adjustments have been considered
necessary in the standalone financial statements by the
management.

Our opinion is not modified in respect of this matter.

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 for the financial year ended
March 31, 2026. 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. For each matter below, 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 matters below,
provide the basis for our audit opinion on the accompanying
standalone financial statements.

Key audit matters	How our audit addressed the key audit matter
A. Revenue recognition in respect of construction contracts (as described in Note 1D(3) and Note 42 to the standalone financial statements)
The Company enters into engineering, procurement and construction contracts, which are complex in nature and span over a number of reporting periods. The contract prices are generally fixed at contract inception, and also include elements of variable consideration such as liquidated damages, price variations, claims and multiple performance obligations.	Our audit procedures included the following: • Obtained an understanding of the Company’s revenue recognition processes and evaluated the appropriateness of the Company’s accounting policy for revenue recognition in accordance with Ind AS 115 - Revenue from contracts with customers. • Performed procedures to test the design and operating effectiveness of key controls over the contract revenue, contract cost and cost estimation process.
	• For selected sample of contracts, performed the following:
	- Obtained and examined project related documents such as contracts, customer communications and price or scope variation orders;

Key audit matters	How our audit addressed the key audit matter
In respect of these contracts, the Company recognizes revenue over a period of time in accordance with its accounting policy. Recognition of contract revenue involves determination of percentage completion of the project. The contract revenue is measured based on the proportion of contract costs incurred for work performed till date relative to the estimated total contract costs. This method requires the Company to perform an initial assessment of total estimated cost, compare with actual cost incurred and reassess the total estimated cost for completion of contract at each reporting period to determine the appropriate percentage of completion. The estimation involves exercise of significant judgement by the management in making forecasts of future cost to complete the contract considering future activities to be carried out in the contract, which includes determination and assessment of probability related to contract risk contingencies, cost savings or additional costs, defect liability period costs, adjustments to contract revenue on account of penalties for breach of contract, liquidated damages and consequential provision for foreseeable losses on onerous performance obligations, if any, after considering specific circumstances of each contract.	•	- Tested the contract price, determination of performance obligations, including variable consideration and other key contractual terms with the underlying documents; - Obtained the percentage of completion calculations, tested the mathematical accuracy of the cost to complete calculations and re-performed the calculation of revenue recognized during the year based on the percentage of completion; - Assessed the reasonableness of management’s basis for determining the total costs, including changes made during the year by reference to supporting documents and estimates made in relation to cost to complete the projects; - Tested contract asset and contract liability balances based on the status of specific contracts, considering the billing done, revenue recognized and advances received from customer, if any, through the reporting date; and - Tested the actual cost incurred and billing done during the year with supporting documents. Evaluated the adequacy of the disclosures in Note 42 to the standalone financial statements.
Accordingly, given the involvement of significant management judgement which has a consequential impact on revenue recognition, we consider revenue recognition in respect of construction contracts as a key audit matter.
B. Recoverability of undisputed trade receivables (as described in Note 1D(2) and Note 6(d) to the standalone financial statements)
As at March 31, 2026, the Company’s undisputed trade receivables (other than that described in the Emphasis of matter paragraph above) amount to '' 181,630.20 lakhs (net of impairment allowance of '' 5,320.94 lakhs). Expected credit loss provision in respect of undisputed trade receivables is measured by the management using simplified approach in accordance with the requirements of Ind AS 109: Financial Instruments, which involves measuring the loss allowance equal to the lifetime expected credit losses taking into consideration the ageing of receivables, credit risk, project status, past history, existing market conditions and forward-looking estimates. Given the relative significance of the undisputed trade receivables to the standalone financial statements, judgement involved to assess the recoverability and the nature and extent of audit procedures involved to assess the same, we consider this to be a key audit matter.	Our audit procedures included the following: • Understood the process adopted by the management in determining the ECL provision for outstanding trade receivables and evaluated the appropriateness of models used and accounting policy adopted by the Company in accordance with Ind AS 109. • Performed procedures to test the design and operating effectiveness of controls over the assessment of recoverability of trade receivables and ECL calculations. • Obtained an understanding of the basis of management’s judgements about the recoverability of long outstanding trade receivable balances including amounts withheld and evaluated the ECL allowance made by management for these balances with reference to correspondence between the Company and its customers, the recovery plan and corroborated the inputs with our understanding of the matter. • Tested the key assumptions and arithmetical accuracy of the ECL model used by the management to calculate the estimated expected credit losses in respect of trade receivables. • Considered the adequacy of the disclosures in Note 6 to the standalone financial statements.

INFORMATION OTHER THAN THE FINANCIAL
STATEMENTS AND AUDITOR’S REPORT THEREON

The Company’s Board of Directors is responsible for the other
information. The other information comprises the information
included in the Annual report, but does not include the
standalone financial statements and our auditor’s report
thereon. The annual report is expected to be made available
to us after the date of this auditor’s report.

Our opinion on the standalone financial statements does not
cover the other information and we will 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
identified above when it becomes available and, in doing
so, consider whether such other information is materially
inconsistent with the standalone financial statements or our
knowledge obtained in the audit or otherwise appears to be
materially misstated.

When we read the annual report, if we conclude that there
is a material misstatement therein, we are required to
communicate the matter to those charged with governance
and take appropriate action as applicable under the relevant
laws and regulations.

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 including other comprehensive income, cash
flows and changes in equity 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 the Companies
(Indian Accounting Standards) Rules, 2015, 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 the 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.

Those charged with Governance are also 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 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 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 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 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 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 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 for the financial year ended March 31, 2026
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”), issued by the Central Government
of India in terms of sub-section (11) of section 143 of
the Act, we give in the "Annexure 1” a statement on the
matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act, we report, to
the extent applicable, 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
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
except that the backup of the books of account and
other books and papers maintained in electronic
mode has not been maintained for the period from
April 1, 2025 to June 30, 2025 as disclosed in the
Note 48 to the standalone financial statements and
except for the matters stated in the paragraph (i)

(vi) below on reporting under Rule 11(g);

(c) The Balance Sheet, the Statement of Profit
and Loss including the Statement of Other
Comprehensive Income, the Cash Flow Statement
and Statement of Changes in Equity dealt with

by this Report are in agreement with the books of
account;

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

(e) On the basis of the written representations received
from the directors as on March 31, 2026 taken

on record by the Board of Directors, none of the
directors is 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 with reference to 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;

(h) The modification relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph (b) above on
reporting under section 143(3)(b) and paragraph
i(vi) below on reporting under Rule 11(g);

(i) 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 - Refer
Note 41 and Note 6(d) to the standalone
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 -
Refer Note 21 to the standalone financial
statements;

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

iv. a) The management has represented

that, to the best of its knowledge and
belief, as disclosed in Note 46 (iv) to
the standalone financial statements, 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 or entity, 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 its knowledge and
belief, as disclosed in Note 46 (v) to
the standalone financial statements,
no funds have been received by the
Company from any person or entity,
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

performed 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 (a) and (b) contain any material
misstatement.

v. As stated in Note 16 to the standalone
financial statements, the Board of Directors
of the Company has proposed final dividend
for the year which is subject to the approval
of the members at the ensuing Annual
General Meeting. The dividend declared is in
accordance with section 123 of the Act to the
extent it applies to declaration of dividend.

vi. Based on our examination which included
test checks, the Company has used
accounting software 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
software except that, audit trail feature were
not enabled for certain changes made, if
any, using privileged/administrative access
rights for the period from April 1, 2025 to
January 21, 2026, as described in Note 48 to
the 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 where the audit trail has been
enabled. Additionally, the audit trail of relevant
prior years has been preserved by the
Company as per the statutory requirements for
record retention, to the extent it was enabled
and recorded in those respective years.

For S R B C & CO LLP

Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003

per Pushkar Sakhalkar

Partner

Membership Number: 160411
UDIN: 26160411EHZMGN9465
Place of Signature: Mumbai
Date: May 27, 2026

---

Mar 31, 2025

We have audited the standalone financial statements of
Bajel Projects Limited (“the Company”), which comprise
the standalone Balance sheet as at March 31 2025, the
standalone Statement of Profit and Loss, including
the statement of Other Comprehensive Income, the
standalone Cash Flow Statement and the standalone
Statement of Changes in Equity for the year then ended,
and notes to the standalone financial statements,
including a summary of material accounting policies and
other explanatory information.

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, 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, 2025, its profit including other
comprehensive income, its cash flows and the changes in
equity 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 (SAs), as 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 together with
the ethical requirements that are relevant to our audit
of the 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 audit opinion on the
standalone financial statements.

Emphasis of Matter

We draw your attention to note 4(d) of the accompanying
standalone financial statements of the Company, which
describe that the Company has invoked arbitration
proceedings with respect to two of its customers
for recovery of outstanding balances. Considering
that outcome of the arbitration cannot be presently
determined, no further adjustments have been considered
necessary in these standalone financial statements.

Our opinion is not modified in respect of this matter.

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 for the
financial year ended March 31, 2025. 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. For each matter below, 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 matters below, provide the basis for our audit opinion on
the accompanying standalone financial statements.

Key audit matters	How our audit addressed the key audit matter
A. Cost to complete estimates (as described in Note 1D(3) and Note 43 to the standalone financial statements)
The Company enters into engineering, procurement and	Our audit procedures included the following:
construction contracts, which are complex in nature and	• Obtained an understanding of the Company’s
span over a number of reporting periods. Contract prices	revenue recognition processes and evaluated the
are fixed / subject to price variance clauses.	appropriateness of the Company’s accounting policy
Revenue from construction contracts is recognized based	for revenue recognition in accordance with Ind AS 115
on the stage of completion determined with reference	- Revenue from contracts with customers.
to the actual costs incurred up to reporting date on the	• Performed procedures to test the design and
construction contract and the estimated cost to complete	operating effectiveness of controls over the contract
the project. Cost estimates involves judgments including	revenue, contract cost and cost estimation process
those relating to cost escalations; assessment of related	through the combination of procedures involving
contract risks and their financial estimation;	inquiry, observations, and inspection of evidence.

scope of deliveries and services required for fulfilling the contractually defined obligations and expected delays, if any. Accordingly, given the involvement of significant management judgement which has a consequential impact on revenue recognition, we consider cost to complete estimate as a key audit matter.	• • • • •	For sample contracts, we obtained the percentage of completion calculations, agreed key contractual terms back to signed contracts, tested the mathematical accuracy of the cost to complete calculations and re-performed the calculation of revenue recognized during the year based on the percentage of completion. In respect of customer claims and variable consideration, we have evaluated the management assessment of such claims and variable consideration by reviewing the contractual terms, correspondences between the Company and their customers and the underlying calculations of price variations. Examined whether future supply quantities in respect of the selected projects are in line with the contractual Bill of Quantity (BOQ) / survey conducted by the management. To test the estimated cost to complete, for sample contracts, we obtained the breakdown of estimated costs and tested elements of the costs by obtaining executed purchase orders/agreements, evaluating reasonableness of management’s judgements and assumptions using past trends. Verified the provisioning requirement for onerous contracts, if any. Considered the adequacy of the disclosures in note 43 to the standalone financial statements.
B. Recoverability of undisputed trade receivables pertaining to operationally closed projects in Power
Distribution (PD) and Power Transmission (PT) business (as described in Note 1D(2) and Note 4(e) to the
standalone financial statements)
Trade receivables (other than that described in the	Our audit procedures included the following:
Emphasis of matter paragraph above), are significant	•	We have obtained an understanding of the process
balances in the Company’s standalone financial		and policy of the Company for calculation of
statements as at March 31, 2025 and assumptions used for		impairment allowance.
estimating the expected credit loss on receivables is an	•	Evaluated the design and tested the operating
area which is influenced by management’s judgment.		effectiveness of key controls over the assessment of
As at March 31, 2025, trade receivables of H 12,676.34 lacs		recoverability of these receivables.
(net of impairment allowance of H 2,820.40 lacs) related
to amounts collectible in respect of operationally closed	•	of receivables from operationally closed projects.
projects in the PD and PT business, which are not in
dispute.	•	Discussed with the business heads in the PD and the
		PT business on the steps taken by them for recovery
In determining whether an impairment allowance
is required in respect of these trade receivables, the
management takes into consideration credit risk, project
status, past history, ongoing litigations and disputes,	•	Assessed and challenged the management
if any, existing market conditions and forward-looking		assessment in respect of recoverability of these
estimates, with the customer.		customers by considering credit risk of the customer,
		inspecting the contractual term, inspecting
Given the lelalive signil Ical ice ol these leceivables to the		correspondence between the Company and their
standalone financial statements and judgement involved		customers and verifying subsequent realizations, if
as well as the nature and extent of audit procedures
involved to assess the recoverability of the same, we		any.
consider this to be a key audit matter

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

The Company’s Board of Directors is responsible for the
other information. The other information comprises the
information included in the Annual report, 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 will 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 such other
information is materially inconsistent with the 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 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 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 including other comprehensive
income, cash flows and changes in equity 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 the Companies (Indian Accounting
Standards) Rules, 2015, 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 the 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.

Those charged with Governance are also 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 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 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 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
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 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 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 for the financial year ended March
31, 2025 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”), issued by the Central
Government of India in terms of sub-section (11) of
section 143 of the Act, we give in the ‘Annexure 1” a
statement on the matters specified in paragraphs 3
and 4 of the Order.

2. As required by Section 143(3) of the Act, we report, to
the extent applicable, 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
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 except for the matters stated in the
paragraph i(vi) below on reporting under Rule
11(g);

(c) The Balance Sheet, the Statement of Profit
and Loss including the Statement of Other
Comprehensive Income, the Cash Flow

Statement and Statement of Changes in Equity
dealt with by this Report are in agreement with
the books of account;

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

(e) On the basis of the written representations
received from the directors as on March 31,
2025 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;

(f) With respect to the adequacy of the internal
financial controls with reference to 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, 2025 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;

(h) The modification relating to the maintenance
of accounts and other matters connected
therewith are as stated in the paragraph (b)
above on reporting under section 143(3)(b) and
paragraph i(vi) below on reporting under Rule
11(g).

(i) 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

- Refer Note 42 and Note 4(d) to the
standalone 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

- Refer Note 21 and 22 to the standalone
financial statements;

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

iv. a) The management has represented

that, to the best of its knowledge and

belief, as disclosed in note 47 (iv) to the
standalone financial statements, 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 or entity, 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 its knowledge and belief, as
disclosed in note 47 (v) to the standalone
financial statements, no funds have
been received by the Company from
any person or entity, 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
performed 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 (a) and (b) contain any material
misstatement.

v. No dividend has been declared or paid
during the year by the Company.

vi. Based on our examination which included
test checks, the Company has used
accounting software 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 software except that, audit trail feature
is not enabled for certain changes made,
if any, using privileged/administrative
access rights, as described in note 49 to the
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 where the audit
trail has been enabled. Additionally, the
audit trail of relevant prior years has been
preserved by the company as per the
statutory requirements for record retention,
to the extent it was enabled and recorded
in those respective years.

For S R B C & CO LLP

Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003

per Pushkar Sakhalkar

Partner

Membership Number:160411

UDIN: 25160411BMLZKU3132

Place of Signature: Mumbai
Date: May 22, 2025

---

Mar 31, 2024

We have audited the accompanying financial statements of Bajel Projects Limited ("the Company”), which comprise the Balance sheet as at March 31, 2024, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the financial statements, including a summary of material accounting policies and other explanatory information.

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, 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 including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs), as 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 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 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 audit opinion on the 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 for the financial year ended March 31, 2024. These matters were addressed in the 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 matters. For each matter below, 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 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 financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.

Key audit matters	How our audit addressed the key audit matters
A. Cost to complete estimates (Refer Note 1D(3) of the financial statements)
Revenue from construction contracts is recognised based on the stage of completion determined with reference to the actual costs incurred up to reporting date on the construction contract and the estimated cost to complete the project. Cost estimates involves judgments including those relating to cost escalations; assessment of related contract risks and their financial estimation; scope of deliveries and services required for fulfilling the contractually defined obligations	Our audit procedures included the following: • We obtained an understanding of the management''s process for estimating the cost that would be incurred to complete the project. • Assessed the design and tested operational effectiveness of controls relating to cost estimation;
and expected delays, if any.	• On a sample basis, examined whether the cost
	estimates for the selected projects are in line with the supplier quotations and related agreements obtained by the management and other internal cost estimates where latest supplier quotations are not available.

Key audit matters	How our audit addressed the key audit matters
Accordingly, cost to complete estimates have been considered as a key audit matter.	•	Examined whether the future supply quantities in the selected projects are in line with the contractual Bill of Quantities (BOQ) / survey conducted by the management. Further, also performed audit tests in respect of erection and other overhead costs considered in the selected projects.
	•	Examined the contingencies identified by the management in these selected projects and corroborated the same with internal / external evidence available with the management.
	•	Examined project contractual terms and customer correspondences and reconciliations for the selected projects, to determine any adjustments to be considered to the project margins.
	•	We have evaluated the disclosures made by the Company in the financial statements in view of the requirements as specified in the Indian Accounting Standards and Schedule III to the Act.
B. Impairment allowance on trade receivables pertaining to operationally closed projects in Power Distribution (PD) and Power Transmission (PT) business (Refer Note 1D(2) and Note 5 of the financial statements)
As at March 31,2024, trade receivables of Rs. 15,679.84 lakhs (net of impairment allowance of Rs. 4,409.23 lakhs) related to amounts collectible in respect of operationally closed projects in the PD and PT business. In determining whether an impairment allowance is required, the management takes into consideration the ageing status and likelihood of collection based on contractual terms, past experience, customer correspondences etc. Based on such assessment, specific allowances are made for receivables that are unlikely to be collected.	Our audit procedures included the following • We have obtained an understanding of the process and policy of the company for calculation of impairment allowance. • Evaluated the design and tested the operating effectiveness of key controls in relation to determination of the impairment allowance. • Obtained management''s assessment of recoverability of receivables from operationally closed projects.
Due to the involvement of management''s judgement and materiality of the amounts involved, we have considered the same as a key audit matter.	•	Discussed with the business heads in the PD and PT business on the steps taken by them for recovery of the amounts, including discussions with customers during the period under audit.
	•	For samples, assessed whether the rationale behind the management''s judgment in determining the impairment provisions are in line with the customer correspondences (including any disputes/ legal case), material reconciliations (where done during the year) and post year end payments.
	•	We have evaluated the disclosures made by the Company in the financial statements in view of the requirements as specified in the Indian Accounting Standards and Schedule III to the Act.

We have determined that there are no other key audit matters to communicate in our report.

Other matter

The comparative numbers for the period ended March 31,2023 and for the period January 19, 2022 to March 31, 2023, included in the financial statements are restated and have not been subjected to any audit.

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

The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does 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 not 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 such other information is materially inconsistent with the 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 of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management for the 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 financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity 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 the Companies (Indian Accounting Standards) Rules, 2015, 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 the 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 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 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.

Those Board of Directors are 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 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 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 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 Act, we are 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 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 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 financial statements, including the disclosures, and whether the 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 financial statements for the financial year ended March 31,2024 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”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure 1" a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act, we report, to the extent applicable, 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 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 except for the matters stated in the paragraph i(vi) below on reporting under Rule

11(g);

(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

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

(e) On the basis of the written 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 Act;

(f) With respect to the adequacy of the internal financial controls with reference to these 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, 2024 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;

(h) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph (b) above on reporting under Section 143(3)(b) and paragraph i(vi) below on reporting under Rule 11(g).

(i) 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 Note 41 to the financial statements;

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

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

iv. a) The management has represented

that, to the best of its knowledge and belief, 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 its knowledge and belief, 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 performed 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 (a) and (b) contain any material misstatement.

v. No dividend has been declared or paid during the year by the Company.

vi. Based on our examination which included test checks, the Company has used accounting software 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 software except that we are unable to comment on whether certain features of the audit trail of the said software has operated from the period April 01, 2023 to June 04, 2023 and from October 08, 2023 to November 12, 2023 or whether there were any instances of audit trail feature being tampered during the said period in the absence of log of changes to certain audit features.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Vikram Mehta

Partner

Membership Number: 105938

UDIN: 24105938BKELYK2034

Mumbai, May 23, 2024