Madhusudan Masala Ltd Auditor Reports

To,

The Board of Directors

Madhusudan Masala Limited

F.P.No.19, Plot No 1-B, Hapa Road, Jamnagar, Gujarat Dear Sirs,

1. We have examined the attached Restated Statement of Assets and Liabilities of Madhusudan Masala Limited (formed by conversion of a partnership firm i.e "M/s Madhusudan & Co", under the provisions of Companies Act, 2013 on December 14, 2021) as at 31^st March 2023, 31^st March 2022, 31^st March 2021, and the related Restated Statement of Profit & Loss and Restated Statement of Cash Flow for the period ended on 31^st March 2023, 31^st March 2022, 31^st March 2021 annexed to this report for the purpose of inclusion in the offer document prepared by the Company (collectively the "Restated Summary Statements" or "Restated Financial Statements"). These Restated Summary Statements have been prepared by the Company and approved by the Board of Directors of the Company in connection with the Initial Public Offering (IPO) in Emerge Platform of NSE.

2. These Restated Summary Statements have been prepared in accordance with the requirements of:

(i) Part I of Chapter-III to the Companies Act, 2013("Act") read with Companies (Prospectus and Allotment of Securities) Rules 2014;

(ii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2009 ("ICDR Regulations") issued by the Securities and Exchange Board of India ("SEBI") in pursuance to Section 11 of the Securities and Exchange Board of India Act, 1992 and related amendments / clarifications from time to time;

(iii) The terms of reference to our engagements with the Company letter dated 12^th May 2023 requesting us to carry out the assignment, in connection with the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus being issued by the Company for its proposed Initial Public Offering of equity shares in Emerge Platform of NSE. ("IPO" or "SME IPO"); and

(iv) The Guidance Note on Reports in Company Prospectus (Revised) issued by the Institute of Chartered Accountants of India ("Guidance Note").

3. The Restated Summary Statements of the Company have been extracted by the management from the Audited Financial Statements of the Company for the financial period/ year ended on 31^st March 2023, 31^st March 2022, 31^st March 2021 which has been approved by the Board of Directors.

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

(i) The "Summary of Statement of Assets and Liabilities as Restated" as set out in Annexure A to this report, of the Company as at 31^st March 2023, 31^st March 2022, 31^st March 2021 are prepared by the Company and approved by the Board of Directors. These Statement of Assets and Liabilities, as restated have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully

(ii) Described in Significant Accounting Policies and Notes to Accounts as set out in Annexure D to this Report.

(iii) The "Summary of Statement of Profit and Loss as Restated" as set out in Annexure B to this report, of the Company for the period/year ended 31^st March 2023, 31^st March 2022, 31^st March 2021 are prepared by the Company and approved by the Board of Directors. These Statement of Profit and Loss, as restated have been arrived at after making such adjustments and regroupings to the individual 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 D to this Report.

(iv) The "Summary of Statement of Cash Flow as Restated" as set out in Annexure C to this report, of the Company for the period/year ended 31^st March 2023, 31^st March 2022, 31^st March 2021 are 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 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 D to this Report.

5. Based on the above, we are of the opinion that the Restated Financial Statements have been made after incorporating:

a) 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.

b) 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.

c) There are no extra-ordinary items that need to be disclosed separately in the accounts and qualifications requiring adjustments.

d) There were no qualifications in the Audit Reports issued by the Statutory Auditors for the financial period/year ended on 31^st March 2023, 31^st March 2022, 31^st March 2021 which would require adjustments in this Restated Financial Statements of the Company.

e) These 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 D to this report.

6. Audit of Madhusudan Masala Limited (erstwhile partnership firm M/s Madhusudan & Co) for the period/ financial year ended on 31^st March 2023, 31^st March 2022 and for the year ended on 31^st March 2021 was conducted by Sarvesh Gohil and Associates and R B Gohil & Co. respectively and accordingly reliance has been placed on the financial information examined by them for the said years. The financial report included for these years is based solely on the report submitted by them and no routine audit has been carried out by us.

7. We have also examined the following other 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 period/year ended on 31^st March 2023, 31^st March 2022, 31^st March 2021 proposed to be included in the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus ("Offer Document").

Annexure of Restated Financial Statements of the Company: -

1. Restated Statement of Assets and Liabilities in Annexure A

2. Restated Statement of Profit & Loss Account in Annexure B

3. Restated Statement of Cash Flow in Annexure C

4. Significant Accounting Policies and Notes to Accounts as restated in Annexure D;

5. Notes to Restated Statement of Assets and Liabilities and Profit and Loss Account from Note 1 to Note 26

6. Statement of Contingent Liabilities as note 18 to this report

7. Reconciliation of Restated Profit as appearing in Annexure F to this report.

8. Reconciliation of Other Equity as appearing in Annexure G to this report.

9. Details of Summary of Mandatory Accounting Ratios as Restated as appearing in Annexure H to this report 10. Details of Summary of Accounting Ratios as Restated as appearing in Annexure I to this report

11. Details of Related Parties Transactions as Restated as appearing in Annexure J to this report

12. Capitalization Statement as Restated as at 31^st March 2023 as appearing in Annexure K to this report; 13. Details of Terms & Condition of Long-term borrowing as restated as appearing in annexure L to this report 14. Details of Terms & Condition of Short-term borrowing as restated as appearing in annexure M to this report

8. We, Sarvesh Gohil & Associates, 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.

9. The preparation and presentation of the Financial Statements referred to above are based on the Audited financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The Financial Statements and information referred to above is the responsibility of the management of the Company.

10. 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 financial statements referred to therein.

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

12. In our opinion, the above financial information contained in Annexure A to L and Note 1 to 25 of this report read with the respective Significant Accounting Polices and Notes to Accounts as set out in Annexure D are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Act, ICDR Regulations, Engagement Letter and Guidance Note.

13. Our report is intended solely for use of the management and for inclusion in the Offer Document in connection with the SME IPO. Our report should not be used, referred to or adjusted for any other purpose except with our consent in writing.