Hi-Green Carbon Ltd Auditor Reports

INDEPENDENT AUDITORS REPORT ON RESTATED STANDALONE FINANCIAL INFORMATION

(As required by Section 26 of Companies Act, 2013 read with Rule 4 of Companies (Prospectus and Allotment of Securities) Rules, 2014)

To,

The Board of Directors, Hi-Green Carbon Limited

(Previously known as Shantol Green (India) Private Limited) G-557, Lodhika Industrial Estate Metoda G.I.D.C., Gate No.3, Metoda GIDC, Rajkot 360021.

1. We have examined the attached Restated Standalone Financial Information of M/s. Hi- Green Carbon Limited [Previously known as Shantol Green (India) Private Limited] comprising the Restated Standalone Statement of Assets and Liabilities as at 31st March, 2023, 31st March 2022 and 31st March, 2021, the Restated Standalone Statement of Profit & Loss, the Restated Cash Flow Statement for such period ended on March 31, 2023, March 31, 2022 and March 31, 2021, the Summary statement of Significant Accounting Policies and other explanatory Information (Collectively the Restated Standalone Financial Information) as approved by the Board of Directors in their meeting held on May 22, 2023 for the purpose of inclusion in the Offer Document in connection with its proposed Initial Public Offer ("IPO") on the Emerge Platform of National Stock Exchange of India Limited (NSE) and prepared in terms of the requirement of:-

(i) Section 26 of Part I of Chapter III of the Companies Act, 2013 as amended (the "Act");

(ii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)

Regulations 2018 ("ICDR Regulations") as amended (ICDR Regulations"); and related amendments / clarifications from time to time issued by the Securities and Exchange Board of India ("SEBI"); (iii) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of

Chartered Accountants of India as amended from time to time. ("The Guidance Note").

2. The Companys Board of Directors is responsible for the preparation of the Restated Standalone Financial Information for the purpose of inclusion in the offer document to be filed with Stock Exchange, Securities and Exchange Board of India, and Registrar of Companies, Ahmedabad, in connection with the proposed IPO. The Restated Standalone Financial Information has been prepared by the management of the Company for the period ended on March 31, 2023, March 31, 2022 and March 31, 2021 on the basis of preparation stated in Annexure 4 to the Restated Standalone Financial Information. The Board of Directors of the Companys responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Standalone Financial Information. The board of directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.

3. We have examined such Restated Standalone Financial Information taking into consideration:

(a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated April 11, 2023 in connection with the proposed IPO of equity shares of the Company;

(b) The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;

(c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Standalone Financial Information; and,

(d) The requirements of Section 26 of the Act and the ICDR Regulations. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO.

4. These Restated Standalone Financial Information have been compiled by the management from:

(a) Audited Standalone Financial information of company for the period ended on March 31, 2023, March 31, 2022 and March 31, 2021 prepared in accordance with the Accounting Standards as prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended and other accounting principles generally accepted in India.

5. We have audited the special purpose financial information of the Company for the year ended March 31, 2023 prepared by the Company in accordance with the AS for the limited purpose of complying with the requirement of getting its financial statements audited by an audit firm holding a valid peer review certificate issued by the

"Peer Review Board" of the ICAI as required by ICDR Regulations in relation to proposed IPO. We have issued our report dated 11.04.2023 on these special-purpose financial information to the Board of Directors who have approved these in their meeting held on 11.04.2023.

6. For the purpose of our examination, we have relied on

(a) Auditors Report issued by Ranpura Desai & Co Dated September 21, 2021 and July 28, 2022 for period ended on March 31, 2021 and on March 31, 2022 respectively. The audit was conducted by the

Companys statutory auditors, and accordingly reliance has been placed on the restated statement of assets and liabilities, the restated statements of profit and loss, the statement of cash flows the Significant Accounting Policies, and other explanatory information and (collectively, the Audited

Financial Statement") examined by them for the said years. We have also placed reliance on Audited financials for FY 2022-23. Audit for FY 2022-223 was conducted by us.

7. The Restated Financial Information has been prepared after adjusting the following matter(s) giving rise to modifications on the Standalone Restated Financial statements for the period ended on 31st March 2023, 31st March, 2022 and 31st March, 2021.

(i) The Restated Standalone Financial Information or Restated Summary Standalone Financial Statement have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any;

(ii) he Restated Standalone Financial Information or Restated Summary Standalone Financial Statement have been made after incorporating adjustments for prior period and other material amounts in the respective financial years/period to which they relate and there are no qualifications which require adjustments;

(iii) Extra-ordinary items that needs to be disclosed separately in the accounts has been disclosed wherever required;

(iv) There were no qualifications in the Audit Reports issued by us for FY 2022-23 and by Ranpura Desai & Co, for FY 2021-22 and FY 2020-21 which would require adjustments in this Restated Standalone Financial Statements of the Company except as disclosed below;

For the year ended March 31, 2023

"The Company has neither provided any information regarding interest paid or payable to suppliers falling under the Micro, Small and Medium Enterprises Development Act 2006 (the said Act) and not charged such interest to its Statement of Profit and loss for the financial year 2022-23 (the said year) nor ascertain due date of payment as per the said Act Had the Company provided for such interest, the Companys profit for the said year would have been lower than what is stated in the Statement of Profit and loss Account for the said year, the balance of Reserves and surplus would have been lower than what is stated In the Balance Sheet as at the end of the said year and either its provision for expenses would have been higher or balance In short-term Borrowing in the nature cash credit account or Its cash and cash equivalent for the said year would have been lower than what is stated in the Balance Sheet as at the end of the said year."

For the year ended March 31, 2022

"As stated in Note No. 6 of the financial statements, the Company has not provided for interest due and payable to suppliers falling under the Micro, Small and Medium Enterprise Development Act, 2006, which is contrary to the provisions of the said Act. The Company has not quantified such interest payable. Had the Company provided for such interest, the companys profit for the year would have been lower than what is stated in the Statement of Profit and Loss Account for the year ended on 31st March 2021 and its provision for expenses would have been higher than what is stated in the Balance Sheet as at the end of the year and the balance of Reserves and surplus would also have been higher than what is stated in the Balance Sheet as at the end of the year."

For the year ended March 31, 2021

"As stated in Note No. 6 of the financial statements, the Company has not provided for interest due and payable to suppliers falling under the Micro, Small and Medium Enterprise Development Act, 2006, which is contrary to the provisions of the said Act. The Company has not quantified such interest payable. Had the Company provided for such interest, the companys profit for the year would have been lower than what is stated in the Statement of Profit and Loss Account for the year ended on 31st March 2021 and its provision for expenses would have been higher than what is stated in the Balance Sheet as at the end of the year and the balance of Reserves and surplus would also have been higher than what is stated in the Balance Sheet as at the end of the year."

Impact of above qualification has not been given in the standalone restated financial statement since impact of same was not qualifiable.

(i) Profits and losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in ANNEXURE - 4 to this report;

(ii) Adjustments in Restated Standalone Financial Information or Restated Standalone Financial Statement have been made in accordance with the correct accounting policies;

(iii) The related party transaction for purchase & sales of Goods and services entered by the company are at arms length price;

(iv) The Company has not paid any dividend since its incorporation;

8. In accordance with the requirements of Part I of Chapter III of Act including rules made there under, ICDR Regulations, Guidance Note and Engagement Letter, we report that:

(a) The "Restated Standalone Statement of Assets and Liabilities" as set out in ANNEXURE 1 to this report, of the Company for the Financial Year ending on March 31, 2023, March 31, 2022 and March 31, 2021 is prepared by the Company and approved by the Board of Directors. These Restated Summary Statement of Assets and Liabilities, have been arrived at after making such adjustments and regroupings to the individual Standalone Financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in ANNEXURE 4 to this Report.

(b) The "Restated Standalone Statement of Profit and Loss" as set out in ANNEXURE 2 to this report, of the Company for the Financial Year ending on March 31, 2023, March 31, 2022 and March 31, 2021 are prepared by the Company and approved by the Board of Directors. These Restated Summary Statement of Profit and Loss have been arrived at after making such adjustments and regroupings to the individual Standalone Financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in ANNEXURE 4 to this Report.

(c) The "Restated Standalone Statement of Cash Flow" as set out in ANNEXURE 3 to this report, of the Company for the Financial Year ending on March 31, 2023, March 31, 2022 and March 31, 2021 is prepared by the Company and approved by the Board of Directors. These Statement of Cash Flow, as restated have been arrived at after making such adjustments and regroupings to the individual Standalone Financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in ANNEXURE 4 to this Report.

(d) We have also examined the following other Standalone Financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for the Financial Year Ended 31st March 2023, 31st March, 2022 and 31st March, 2021 proposed to be included in the Draft Prospectus / Prospectus ("Offer Document") for the proposed IPO.

Particulars	Annexure
Restated Standalone Statement of Share Capital	Annexure 5
Restated Standalone Statement of Reserves and Surplus	Annexure 6
Restated Standalone Statement of Long-Term Borrowing	Annexure 7
Restated Standalone Statement of Deferred Tax (Assets) / Liabilities	Annexure 8
Restated Standalone Statement of Long-Term Provision	Annexure 9
Restated Standalone Statement of Short-Term Borrowing	Annexure 7
Restated Standalone Statement of Trade Payables	Annexure 10
Restated Standalone Statement of Other Current Liabilities	Annexure 11
Restated Standalone Statement of Short-Term Provisions	Annexure 9
Restated Standalone Statement of Property, Plant and Equipment & Intangible Assets	Annexure 12
Restated Standalone Statement of Non-current Investment	Annexure 14
Restated Standalone Statement of Long-term loans and advances	Annexure 13
Restated Standalone Statement of Other Non-Current Assets	Annexure 15
Restated Standalone Statement of Inventories	Annexure 17
Restated Standalone Statement of Trade Receivables	Annexure 16
Restated Standalone Statement of Cash & Cash Equivalents	Annexure 18
Restated Standalone Statement of Short-Term Loans & Advances	Annexure 13
Restated Standalone Statement of Other Current Assets	Annexure 15
Restated Standalone Statement of Revenue from Operations	Annexure 19
Restated Standalone Statement of Other Income	Annexure 20
Restated Standalone Statement of Consumption of Raw Materials	Annexure 21
Restated Standalone Statement of Changes in inventories of Finished Goods, WIP and	Annexure 22
Traded Goods
Restated Standalone Statement of Employee Benefits Costs	Annexure 23
Restated Standalone Statement of Finance Costs	Annexure 24
Restated Standalone Statement of Depreciation and Amortization Expense	Annexure 25
Restated Standalone Statement of Other Expenses	Annexure 26.1
Restated Standalone Statement of Exceptional / Prior period Items	Annexure 26.2
Restated Standalone Statement of Tax Shelter	Annexure 28.1
Restated Standalone Statement of Prior period taxes	Annexure 28.2
Restated Standalone Statement of Deferred Tax Expense/ Income	Annexure 27
Restated Standalone Statement of Earnings per share	Annexure 28
Restated Standalone Statement of Accounting Ratios	Annexure 28
Restated Standalone Statement of related party transaction	Annexure 30
Restated Standalone Statement of Ratio	Annexure- 31
Restated Standalone Statement of Additional Notes	Annexure- 32

9. In our opinion and to the best of information and explanation provided to us, the Restated Standalone Financial Information of the Company, read with significant accounting policies and notes to accounts as appearing in ANNEXURE 4 are prepared after providing appropriate adjustments and regroupings as considered appropriate.

10. We, M/s. J C Ranpura & Co., Chartered Accountants have been subjected to the peer review process of the

Institute of Chartered Accountants of India ("ICAI") and hold a valid peer review certificate issued by the "Peer Review Board" of the ICAI.

11. The preparation and presentation of the Standalone Financial Information referred to above are based on the

Audited Standalone Financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The Standalone Financial Statements and information referred to above is the responsibility of the management of the Company.

12. The report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued by any other Firm of Chartered Accountants nor should this report be construed as a new opinion on any of the Standalone Financial statements referred to therein.

13. We have no responsibility to update our report for events and circumstances occurring after the date of the report.

14. In our opinion, the above Standalone Financial information contained in ANNEXURE 1 to 32 of this report read with the respective Significant Accounting Polices and Notes to Accounts as set out in ANNEXURE 4 are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Companies Act, ICDR Regulations, Engagement Letter and Guidance Note.

15. Our report is intended solely for use of the management and for inclusion in the Offer Document in connection with the IPO-SME for Proposed Issue of Equity Shares of the Company and our report should not be used, referred to or distributed for any other purpose without our prior consent in writing.

For J C Ranpura & Co. Chartered Accountants FRN: 108647W

Peer Review Certificate No :011845

CA Ketan Y Sheth Partner Membership No. 118411

UDIN: 23118411BGWRQR2719

Place: Rajkot Date: May 22, 2023

Hi-Green Carbon Limited (formerly Known As Hi-Green Carbon Private Limited)