Inditrade Capital Ltd Auditor Reports

Independent Auditors Report on the Quarterly and Year to Date Audited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

To

The Board of Directors Inditrade Capital Limited

Report on the Audit of the Standalone Financial Results

Adverse Opinion

?‚? We have audited the accompanying statement of quarterly and year to date standalone financial results of Inditrade Capital Limited (the "Company") for the quarter ended March 31, 2025 and for the year ended March 31, 2025 ("Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "LODR Regulations").

?‚? In our opinion and to the best of our information and according to the explanations given to us, because of the omission of the information mentioned in the Basis of Adverse and Emphasis of Opinion section of the report, the accompanying financial results do not present fairly the financial position of the Company for the quarter and for the year ended March 31, 2025 and of its financial performance and its cash flows for the year then ended in accordance with the Indian Accounting Standards (Ind AS) issued by the Institute of Chartered Accountants of India.

Basis for Adverse Opinion

?‚? Ind AS 36 Impairment of Assets

?‚? Loans and Investments in Subsidiaries and Associates

We draw your attention that the company held investments in subsidiaries and associates amounting to Rs. 8729.96 lakhs and loans from related parties amounting to Rs. 3097.05 lakhs as at March 31, 2025 as detailed in table below. Considering the going concern uncertainties of the subsidiaries and associates as mentioned in the Statutory Auditors Report the Company has not conducted an impairment of these assets as required under Indian Accounting Standard (Ind AS) 36- Impairment of Assets, and accordingly no provision for impairment has been recognized in respect thereof.

Sr. No.	Name of the component	Loans given O/s as on March 31, 2025	Investments as on March 31, 2025
1	Inditrade Business Consultants Ltd	675.13	610.00
2	Inditrade Technologies Ltd	1,340.87	1,100.00
3	Inditrade Fincorp Ltd	1,081.05	2,500.00
4	Inditrade Micro Finance Limited	-	3,455.58
5	Inditrade Community Foundation	-	0.20
6	Inditrade Insurance Broking Private Limited	-	64.19
7	Inditrade Business Consultancy Ltd (Debentures)	-	1,000.00
	Total Loans	3,097.05	8,729.96

?‚? Material uncertainty in relation to Going Concern:

We draw your attention that the company has incurred a net loss amounting to Rs. 297.86 lakhs during the year for the year ended March 31, 2025 and as on March 31, 2025 the total assets of the Company is Rs. 13289.97 lakhs out of which the Company had outstanding loans from subsidiaries and associates amounting to Rs. 3097.05 lakhs and investments of Rs. 8857.17 lakhs . However, considering the going concern uncertainties of these subsidiaries and associates which constitutes 89.94% of the total assets of the Company and the Company does not have any alternate financial arrangements as on the date of reporting. These factors indicate that existence of material uncertainty that may cast significant doubt on the Companys ability to continue as a going concern. The financial statements do not adequately disclose this matter and the financial statements have been prepared on a going concern basis by the management.

?‚? Section 186: Loans and Investments by company

We draw your attention to the fact that the company has not disclosed in the financial statements the full particulars of the loans given and the purpose for which the loan is proposed to be utilized by the recipient of the loan. Pursuant to the agreement, the loans have been granted and received for working capital purpose, however no sufficient documentary evidence has been made available to substantiate the same. Further, in our opinion the quantum of loans received and granted is disproportionate to the scale of the business operations as reflected in financial statements.

During the year ended March 31, 2025 the company has granted and received unsecured loans to and from subsidiaries and associates as enlisted in the table below:

Loans granted to Subsidiaries, Associates and Related Parties

Sr No	Name of Borrower	Relationship	Amount (Rs. In crores)
1	Inditrade Rural Marketing Limited	Related Party	12.67
2	Inditrade Business Consultants Limited	Subsidiary	0.37
3	Inditrade Fincorp Limited	Subsidiary	24.50
4	Inditrade Scalerator Limited	Step Down Subsidiary	0.20
5	Inditrade Technologies Limited	Subsidiary	1.58
6	Inditrade Insurance Broking Private Limited	Associate	0.69
7	Inditrade Microfinance Limited	Subsidiary	0.30
	Total	-	39.86

Loans received from Subsidiaries, Associates and Related Parties

Sr No	Name of Borrower	Relationship	Amount (Rs. In crores)
1	Inditrade Rural Marketing Limited	Related Party	29.30
2	Inditrade Business Consultants Limited	Subsidiary	0.08
3	Inditrade Fincorp Limited	Subsidiary	22.27
4	Inditrade Scalerator Limited	Step Down Subsidiary	1.00
5	Inditrade Technologies Limited	Subsidiary	8.69
6	Inditrade Insurance Broking Private Limited	Associate	1.13
	Total	-	62.47

b) Intangible Assets

We draw your attention that the company holds intangible assets amounting to Rs. 129.38 lakhs as on March 31, 2025. In accordance with Ind AS 36, the company has not reassessed the useful life of these intangible assets despite significant adverse changes affecting the entity i.e. significant doubt on companys ability to continue as a going concern during the audit period.

?‚? Recognition of Deferred Tax Asset:

The Company has recognized deferred tax assets amounting to Rs. 309.21 Lakhs based on future taxable income projections. However, in our opinion, considering the Companys losses during the current and considering the material uncertainty exists that may cast significant doubt on the Companys ability to continue as a going concern , the recognition of such deferred tax assets does not appear to be reasonable or supported by convincing evidence of future taxable profits. Accordingly, the deferred tax asset is not be realizable resulting in a material overstatement of the financial statements to that extent.

?‚? Inadequate Provisioning against Financial Assets:

We draw your attention that the company holds interest receivables from subsidiaries and associates amounting to Rs. 453.15 lakhs, investments in Inditrade Rural Marketing limited amounting to Rs. 29.76 lakhs and tax payment pending adjustments amounting to Rs. 380.71 lakhs. Considering the going concern uncertainties of the subsidiaries and associates as highlighted in the Auditors report, the company has not made adequate provisions in accordance with Ind AS 109 ?€“ Financial Instruments.

?‚? Non-Receipt of Balance Confirmations:

The Company has not provided to us, external balance confirmations for various financial assets and liabilities i.e. trade payables and security deposits as at March 31, 2025 for verification purpose. In the absence of these confirmations, we are unable to verify the existence, accuracy, and completeness of the aforesaid balances reported in the financial statements as enlisted below:

Sr No.	Particulars	Party Name	O/s Balance as on March 31, 2025
1	Creditors	Inthree Access Services Pvt Ltd	37,04,848
2	Creditors	MES Cultural Complex	3,85,466
3	Creditors	NMAH and Co.	1,35,123
4	Creditors	Bigshares Services Pvt Ltd	16,200
5	Security Deposit	MES Cultural Complex	7,94,162
		Total	50,35,799

Basis of Emphasis of Matter Opinion

I. Statutory Dues:

The Company has not deposited statutory dues amounting to approximately Rs. 214.89 lakhs ( Includes TDS payable of Rs. 101.20 lakhs, GST outward payable (excluding GST ITC) of Rs. 112.38 lakhs), PF Payable of Rs. 1.27 lakhs and other statutory dues payable of Rs. 0.03 Lakhs as on March 31, 2025. The same remain unpaid and unreconciled with government portal, which may lead to interest, penalties or other liabilities. The company during the year has filed Nil GST returns for multiple states. However, GST registration of the Company for Kerala state is cancelled w.e.f. October 7, 2024 as per notice received November 11, 2024.

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditors Responsibilities for the Audit of Financial Results 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 (the ICAI) together with the ethical requirements that are relevant to our audit of the financial results 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 obtained by us is sufficient and appropriate to provide a basis for Adverse opinion.

Managements Responsibilities for the Standalone Financial Results

?‚? These standalone financial results have been prepared on the basis of standalone annual financial statement. The Companys Board of Directors is responsible for the preparation and presentation of the standalone financial results that gives a true and fair view of the net loss and other comprehensive income and other financial information of the company in accordance with the recognition and measurement principles laid down in Indian Accounting Standard prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 standalone financial results that gives a true and fair view and from material misstatement, whether due to fraud or error.

?‚? In preparing the standalone financial results, the Board of Directors are responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors 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 companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Results

?‚? Our objectives are to obtain reasonable assurance about whether the standalone financial results as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditors 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. Misstatement 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 results.

?‚? 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 results, 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 results 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 the Board of Directors.

?‚? Conclude on the appropriateness of the Board of Directors 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in

our auditors report to the related disclosures in the standalone financial results 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 Statement, including the disclosures, and whether the standalone financial results 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.

Other Matter

The Standalone Financial Results includes the results for the quarter ended March 31, 2025, being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2025, and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations. We have initialled the statement for identification purpose only.

Our opinion on the financial results is not modified in respect of this matter.

For Kirtane & Pandit LLP

Chartered Accountants

Firms Registration No.: 105215W/W100057

Mittal Shah

Partner

Membership No.: 147370

UDIN: 25147370BMHZRB5236

Place: Mumbai

Date: August 21, 2025

Annexure I

Statement on impact of audit qualifications (for audit report with modified opinion) submitted along-with Annual Audited Financial Results ?€“ (Consolidated separately)

Statement on impact of Audit qualification for the financial year ended March 31, 2025 See Regulation 33/52 of the SEBI (LODR) (Amendment) Regulations, 2016
I	Sl No.	Particulars	Audited Figures (as reported before adjusting for qualifications) (Rs. in lakhs)	Audited Figures (audited figures after adjusting for qualifications)*
	1.	Turnover/Total Income	782.42	782.42
	2.	Total Expenditure	1068.95	1378.16
	3.	Net Profit/(Loss)	(297.86)	(607.07)
	4.	Earnings Per share	(1.28)	(2.61)
	5.	Total Assets	13,289.97	12,980.76
	6.	Total Liabilities	4,660.52	4,660.52
	7.	Networth	8,629.45	8320.24
	8.	Any other financial item(s) (as felt appropriate by the management)	-	-
	*Since qualifications pertains to matters where the auditors have been unable to quantify the impact except for point II (v), no adjustment has been made in the table above for such qualifications.

II	Audit qualifications (each audit qualifications separately):
i)	Details of Audit Qualification: We draw your attention that the company held investments in subsidiaries and associates amounting to Rs. 8729.96 lakhs and loans from related parties amounting to Rs. 3097.05 lakhs as at March 31, 2025 as detailed in table below. Considering the going concern uncertainties of the subsidiaries and associates as mentioned in the Statutory Auditor\u2019s Report the Company has not conducted an impairment of these assets as required under Indian Accounting Standard (Ind AS) 36- Impairment of Assets, and accordingly no provision for impairment has been recognized in respect thereof. Type of Audit Qualification: Adverse Opinion Frequency of qualification: First time For Audit Qualification(s) where the impact is quantified by the auditor, Management\u2019s views: Not Applicable For Audit Qualification(s) where the impact is not quantified by the auditor: Management\u2019s estimation on the impact of audit qualification: Not Applicable If management is unable to estimate the impact, reasons for the same: These are long term investments and loans given to subsidiaries and/or associates and the Management is of the view that thus these are not impaired. Auditor\u2019s comments on (i) or (ii) above: Refer point 1 (a).
ii)	Details of Audit Qualification: We draw your attention that the company has incurred a net loss amounting to Rs. 297.86 lakhs during the year for the year ended March 31, 2025 and as on March 31, 2025 the total assets of the Company is Rs. 13289.97 lakhs out of which the Company had outstanding loans from subsidiaries and associates amounting to Rs. 3097.05 lakhs and investments of Rs. 8857.17 lakhs . However, considering the going concern uncertainties of these subsidiaries and associates which constitutes 89.94% of the total assets of the Company and the Company does not have any alternate financial arrangements as on the date of reporting. These factors indicate that existence of material uncertainty that may cast significant doubt on the Company\u2019s ability to continue as a going concern. The financial statements do not adequately disclose this matter and the financial statements have been prepared on a going concern basis by the management. Type of Audit Qualification: Adverse Opinion Frequency of qualification: First Time For Audit Qualification(s) where the impact is quantified by the auditor, Management\u2019s views: Not Applicable For Audit Qualification(s) where the impact is not quantified by the auditor: Management\u2019s estimation on the impact of audit qualification: Not Applicable If management is unable to estimate the impact, reasons for the same: Based on the business plans shared, Management is confident of an improvement in financials. Hence the Management is of the view that the financial statements

shall continue to be prepared on a going concern basis and thus is unable to estimate the impact

ii. Auditors comments on (i) or (ii) above: Refer point ii(a) above.

iii) a. Details of Audit Qualification:

We draw your attention to the fact that the company has not disclosed in the financial statements the full particulars of the loans given and the purpose for which the loan is proposed to be utilized by the recipient of the loan. Pursuant to the agreement, the loans have been granted and received for working capital purpose, however no sufficient documentary evidence has been made available to substantiate the same. Further, in our opinion the quantum of loans received and granted is disproportionate to the scale of the business operations as reflected in financial statements.

During the year ended March 31, 2025 the company has granted and received unsecured loans to and from subsidiaries and associates as enlisted in the table below:

Loans granted to Subsidiaries, Associates and Related Parties

Sr No	Name of Borrower	Relationship	Amount (Rs. In crores)
1	Inditrade Rural Marketing Limited	Related Party	12.67
2	Inditrade Business Consultants Limited	Subsidiary	0.37
3	Inditrade Fincorp Limited	Subsidiary	24.50
4	Inditrade Scalerator Limited	Step Down Subsidiary	0.20
5	Inditrade Technologies Limited	Subsidiary	1.58
6	Inditrade Insurance Broking Private Limited	Associate	0.69
7	Inditrade Microfinance Limited	Subsidiary	0.30
	Total	-	39.86

Loans received from Subsidiaries, Associates and Related Parties

Sr No	Name of Borrower	Relationship	Amount (Rs. In crores)
1	Inditrade Rural Marketing Limited	Related Party	29.30
2	Inditrade Business Consultants Limited	Subsidiary	0.08
3	Inditrade Fincorp Limited	Subsidiary	22.27
4	Inditrade Scalerator Limited	Step Down Subsidiary	1.00
5	Inditrade Technologies Limited	Subsidiary	8.69
6	Inditrade Insurance Broking Private Limited	Associate	1.13
	Total	-	62.47

?‚? Type of Audit Qualification: Adverse Opinion

?‚? Frequency of qualification: First time

?‚? For Audit Qualification(s) where the impact is quantified by the auditor,

Managements views: Not Applicable

?‚? For Audit Qualification(s) where the impact is not quantified by the auditor:

?‚? Managements estimation on the impact of audit qualification: Not Applicable

?‚? If management is unable to estimate the impact, reasons for the same : The Management is of the view that these are commercial business loans given on commercial terms to subsidiaries and/or associates where the company has long term business interests and documentation done accordingly.

?‚? Auditors comments on (i) or (ii) above: Not Applicable

iv)	Details of Audit Qualification: We draw your attention that the company holds intangible assets amounting to Rs. 129.38 lakhs as on March 31, 2025. In accordance with Ind AS 36, the company has not reassessed the useful life of these intangible assets despite significant adverse changes affecting the entity i.e. significant doubt on company\u2019s ability to continue as a going concern during the audit period. Type of Audit Qualification: Adverse Opinion Frequency of qualification: First time For Audit Qualification(s) where the impact is quantified by the auditor, Management\u2019s views: Not Applicable For Audit Qualification(s) where the impact is not quantified by the auditor: Management\u2019s estimation on the impact of audit qualification: Not Applicable If management is unable to estimate the impact, reasons for the same: The Management will carry out a detailed valuation in the near future and ascertain the same since the Management is of the opinion that it is a going concern. Auditor\u2019s comments on (i) or (ii) above: Refer point iv(a) above.
v)	Details of Audit Qualification: The Company has recognized deferred tax assets amounting to Rs. 309.21 Lakhs based on future taxable income projections. However, in our opinion, considering the Company\u2019s losses during the current and considering the material uncertainty exists that may cast significant doubt on the Company\u2019s ability to continue as a going concern , the recognition of such deferred tax assets does not appear to be reasonable or supported by convincing evidence of future taxable profits. Accordingly, the deferred tax asset is not be realizable resulting in a material overstatement of the financial statements to that extent. Type of Audit Qualification: Adverse Opinion Frequency of qualification: First time For Audit Qualification(s) where the impact is quantified by the auditor, Management\u2019s views: Management is evaluating the action plans that are being considered and is hopeful for liquidity position to improve and accordingly has recognised the deferred tax assets. Hence the management is of the view that the financial statements shall continue to be prepared on a going concern basis. Based on the business plans the management is confident of availing the benefit in the subsequent years For Audit Qualification(s) where the impact is not quantified by the auditor: Management\u2019s estimation on the impact of audit qualification: Not Applicable If management is unable to estimate the impact, reasons for the same: Not Applicable Auditor\u2019s comments on (i) or (ii) above: Not Applicable
vi)	Details of Audit Qualification: We draw your attention that the company holds interest receivables from subsidiaries and associates amounting to Rs. 453.15 lakhs, investments in Inditrade Rural Marketing limited amounting to Rs. 29.76 lakhs and tax payment pending adjustments amounting to Rs. 380.71 lakhs. Considering the going concern uncertainties of the subsidiaries and associates as highlighted in the Auditor\u2019s report, the company has not made adequate provisions in accordance with Ind AS 109 \u2013 Financial Instruments. Type of Audit Qualification: Adverse Opinion Frequency of qualification: First time For Audit Qualification(s) where the impact is quantified by the auditor, Management\u2019s views: Not Applicable For Audit Qualification(s) where the impact is not quantified by the auditor: Management\u2019s estimation on the impact of audit qualification: Not Applicable If management is unable to estimate the impact, reasons for the same: Management is evaluating the action plans to realise the receivables and the investments. Moreover these are receivables from subsidiaries and associates and provisions have been considered accordingly. Hence the management is of

	the view that the financial statements shall continue to be prepared on a going concern basis. iii. Auditor\u2019s comments on (i) or (ii) above: Refer point vi(a) above