We have audited the standalone financial statements ofAequs Limited (formerly known as Aequs Private Limited) (the"Company”)its Aequs Stock Option Plan Trust which comprisethe standalone balance sheet as at March 31, 2026, and thestandalone statement of profit and loss (including othercomprehensive income), standalone statement of changes inequity and standalone statement of cash flows for the year thenended, and notes to the standalone financial statements, includingmaterial accounting policies and other explanatory information(herein referred to as the "standalone financial statements”).
In our opinion and to the best of our information and accordingto the explanations given to us, the aforesaid standalone financialstatements give the information required by the Companies Act,2013 ("Act”) in the manner so required and give a true and fair viewin conformity with the accounting principles generally acceptedin India, of the state of affairs of the Company as at March 31,2026, and its profit and other comprehensive income, changes inequity and its cash flows for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing(SAs) specified under Section 143(10) of the Act. Our responsibilitiesunder those SAs are further described in the Auditor's Responsibilitiesfor the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to ouraudit of the standalone financial statements under the provisions ofthe Act and the Rules thereunder, and we have fulfilled our otherethical responsibilities in accordance with these requirements and theCode of Ethics. We believe that the audit evidence obtained by us issufficient and appropriate to provide a basis for our opinion on thestandalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professionalJudgment, were of most significance in our audit of the standalonefinancial statements of the current period. These matters wereaddressed in the context of our audit of the standalone financialstatements as a whole, and in forming our opinion thereon, andwe do not provide a separate opinion on these matters.
Revenue recognition
See Notes 2(d) and 15 to standalone financial statements
The key audit matter
How the matter was addressed in our audit
The Company is engaged in the business of contractmanufacturing, catering to the manufacture of machined partsused in the aerospace sector. The Company supplies goods onlyagainst committed orders and has a concentrated customer base.The revenue is derived primarily from sale of these goods.Revenue from sale of goods is recognised when control istransferred to the customers and when there are no otherunfulfilled obligations. There are variations in the terms of differentsales contracts which require detailed analysis of each contractregarding timing of revenue recognition. Consequently, there isa risk of revenue being overstated due to recognition prior tothe transfer of control, particularly in light of pressures to achieveperformance targets at the end of the reporting period.Accordingly, we have identified the timing of revenue recognitionas a key audit matter.
In view of the significance of the matter, we applied the followingaudit procedures, among others, to obtain sufficient appropriateaudit evidence:
• We assessed the appropriateness of the accounting policiesfor revenue recognition and its compliance with applicableaccounting standards;
• We evaluated the design and implementation of theCompany's manual and general IT controls and key ITapplication controls with respect to revenue recognitionand tested operating effectiveness of these controls overrecording of revenue in the correct period, by involvinginternal IT specialists;
• We performed substantive testing on samples selectedusing statistical sampling of revenue transactions recordedduring the year and around the year end date by testingthe underlying documents including sale invoices, customercontracts and delivery documents to assess whether therevenue had been recognised in the correct reporting period;
• We tested sample journal entries for revenue recognised,selected based on specified risk based criteria, to identifyunusual entries;
• We have performed substantive testing of subsequentcredit notes/ reversal entries recorded by selecting a sampleof high value items resulting in untested balance beingimmaterial; and
• We evaluated the adequacy and appropriateness of thedisclosures made in the standalone financial statements, inaccordance with the relevant accounting standard.
Impairment on investments in subsidiaries
See Notes 2(n) and 6 to standalone financial statements
The Company has significant investment in subsidiaries as at March
In view of the significance of the matter, we applied the following
31, 2026 (amounting to INR 14,103.09 million, net of impairment
audit procedures, among others, to obtain sufficient appropriate
provision of INR 6,627.14 million) which accounts for 70.63% of
audit evidence:
total assets as on that date.
• Understanding the process followed by the Company in
The investments are assessed at the end of each reporting period
respect of the annual impairment analysis for investments
to determine whether there is any indication of impairment and
in subsidiaries. We also assessed the net profit and net
the consequential impairment loss, if any.
worth of the subsidiaries to identify whether an indicator for
Significant judgements are involved in the discounted cash flow
impairment existed and evaluated whether the net assets of
models to determine the key assumptions used for impairment
the subsidiary were sufficient to recover the investment value;
testing, such as revenue growth discount rates and terminal
• We evaluated the design and implementation and tested
growth rate. The impairment testing is also highly dependent
the operating effectiveness of key internal financial controls
on external factors such as future market conditions and the
with respect to the process of testing of impairment of
economic environment.
its investment in subsidiaries, including controls relating
We have identified valuation of investments in subsidiaries as a
to the determination of key assumptions used in such
key audit matter because of the financial quantum of the assets
impairment testing;
as well as the critical judgements, estimates and assumptions
• We examined the recoverable value computations prepared
involved with respect to the assessment of future cash flows.
by the Company using value-in-use models and evaluatedthe appropriateness of assumptions around the key driversof the cash flow forecasts such as revenue growth rates,discount rate and terminal growth rate, considering currenteconomic scenario;
• We tested the arithmetical accuracy of the valuation modelconsidered for the purpose of valuation of investment;
• We performed a retrospective review of estimates bycomparing the actual financial performance of thesubsidiaries for the year ended March 31, 2026 with theprojections considered by management during the previousyear and assessed if the estimation process is reasonable;
• We involved valuation specialists to assess theappropriateness of valuation methodology applied by theCompany and to assess the reasonableness of market drivenassumptions used in the valuation of investments;
• We assessed the sensitivity of the assumptions on thevaluation assessment; and
• We evaluated the adequacy and appropriateness of thedisclosures made in the standalone financial statements.
Other Information
The Company's Management and Board of Directors areresponsible for the other information. The other informationcomprises the information included in the annual report, butdoes not include the financial statements and auditor's reportsthereon. The annual report is expected to be made available tous after the date of this auditor's report.
Our opinion on the standalone financial statements does notcover the other information and we will not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone financialstatements, our responsibility is to read the other informationidentified above when it becomes available and, in doingso, consider whether the other information is materiallyinconsistent with the standalone financial statements or ourknowledge obtained in the audit, or otherwise appears to bematerially misstated.
When we read the annual report, if we conclude that there is amaterial misstatement therein, we are required to communicatethe matter to those charged with governance and take necessaryactions, as applicable under the relevant laws and regulations.
Management's and Board of Directors'/Boardof Trustees' Responsibilities for the StandaloneFinancial Statements
The Company's Management and Board of Directors areresponsible for the matters stated in Section 134(5) of the Actwith respect to the preparation of these standalone financialstatements that give a true and fair view of the state of affairs,profit/ loss and other comprehensive income, changes inequity and cash flows of the Company in accordance with theaccounting principles generally accepted in India, including theIndian Accounting Standards (Ind AS) specified under Section133 of the Act. The respective Management and Board ofDirectors of the companies/Board of Trustees of the Aequs StockOption Plan Trust are responsible for maintenance of adequateaccounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company / Trust and forpreventing and detecting frauds and other irregularities; selectionand application of appropriate accounting policies; makingJudgments and estimates that are reasonable and prudent; anddesign, implementation and maintenance of adequate internalfinancial controls, that were operating effectively for ensuringthe accuracy and completeness of the accounting records,relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the respectiveManagement and Board of Directors/Board of Trustees areresponsible for assessing the ability of the Company/Trust tocontinue as a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basis ofaccounting unless the respective Board of Directors/Board ofTrustees either intends to liquidate the Company/Trust or tocease operations, or has no realistic alternative but to do so.
The respective Board of Directors/Board of Trustees areresponsible for overseeing the financial reporting process ofthe Company/Trust.
Auditor's Responsibilities for the Audit of theStandalone Financial Statements
Our objectives are to obtain reasonable assurance about whetherthe standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance, but is not a guarantee thatan audit conducted in accordance with SAs will always detecta material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if, individually orin the aggregate, they could reasonably be expected to influencethe economic decisions of users taken on the basis of thesestandalone financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional Judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement ofthe standalone financial statements, whether due to fraudor error, design and perform audit procedures responsiveto those risks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. Therisk of not detecting a material misstatement resultingfrom fraud is higher than for one resulting from error, asfraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant tothe audit in order to design audit procedures that areappropriate in the circumstances. Under Section 143(3)(i) ofthe Act, we are also responsible for expressing our opinionon whether the company has adequate internal financialcontrols with reference to financial statements in place andthe operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by the Management andBoard of Directors.
• Conclude on the appropriateness of the Managementand Board of Directors use of the going concern basis ofaccounting in preparation of standalone financial statementsand, based on the audit evidence obtained, whether amaterial uncertainty exists related to events or conditionsthat may cast significant doubt on the Company's ability tocontinue as a going concern. If we conclude that a materialuncertainty exists, we are required to draw attention in ourauditor's report to the related disclosures in the standalonefinancial statements or, if such disclosures are inadequate,to modify our opinion. Our conclusions are based on theaudit evidence obtained up to the date of our auditor'sreport. However, future events or conditions may cause theCompany to cease to continue as a going concern.
• Evaluate the overall presentation, structure and contentof the standalone financial statements, including thedisclosures, and whether the standalone financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
We communicate with those charged with governance of theCompany regarding, among other matters, the planned scopeand timing of the audit and significant audit findings, includingany significant deficiencies in internal control that we identifyduring our audit.
We also provide those charged with governance with a statementthat we have complied with relevant ethical requirementsregarding independence, and to communicate with themall relationships and other matters that may reasonably bethought to bear on our independence, and where applicable,related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters.We describe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or when,in extremely rare circumstances, we determine that a mattershould not be communicated in our report because the adverseconsequences of doing so would reasonably be expected tooutweigh 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 ofIndia in terms of Section 143(11) of the Act, we give inthe “Annexure A” a statement on the matters specified inparagraphs 3 and 4 of the Order, to the extent applicable.
2 A. As required by Section 143(3) of the Act, we report that:
a. We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit.
b. In our opinion, proper books of account asrequired by law have been kept by the Companyso far as it appears from our examinationof those books except for the matter statedin the paragraph 2B(f) below on reportingunder Rule 11(g) of the Companies (Audit andAuditors) Rules, 2014.
c. The standalone balance sheet, the standalonestatement of profit and loss (including othercomprehensive income), the standalonestatement of changes in equity and thestandalone statement of cash flows dealtwith by this Report are in agreement with thebooks of account.
d. In our opinion, the aforesaid standalone financialstatements comply with the Ind AS specifiedunder Section 133 of the Act.
e. On the basis of the written representationsreceived from the directors of the Company ason March 31, 2026 taken on record by the Boardof Directors, none of the directors is disqualifiedas on March 31,2026 from being appointed as adirector in terms of Section 164(2) of the Act.
f. the qualification relating to the maintenance ofaccounts and other matters connected therewithare as stated in the paragraph 2A(b) above onreporting under Section 143(3)(b) and paragraph2B(f) below on reporting under Rule 11(g) of theCompanies (Audit and Auditors) Rules, 2014.
g. With respect to the adequacy of the internalfinancial controls with reference to financialstatements of the Company and the operatingeffectiveness of such controls, refer to ourseparate Report in “Annexure B”.
B. With respect to the other matters to be included inthe Auditor's Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014, inour opinion and to the best of our information andaccording to the explanations given to us
a. The Company has disclosed the impact of
pending litigations as at March 31, 2026 onits financial position in its standalone financialstatements - Refer Note 29 to the standalonefinancial statements.
b. The Company did not have any long-term
contracts including derivative contracts for whichthere were any material foreseeable losses.
c. There were no amounts which were requiredto be transferred to the Investor Education andProtection Fund by the Company.
d (i) The management of the Company
represented to us that, to the best ofits knowledge and belief, as disclosedin the Note 34(vi)(a) to the standalonefinancial statements, no funds have beenadvanced or loaned or invested (eitherfrom borrowed funds or share premiumor any other sources or kind of funds) bythe Company to or in any other person(s)or entity(ies), including foreign entities(“Intermediaries”), with the understanding,whether recorded in writing or otherwise,as on the date of this audit report that theIntermediary shall directly or indirectlylend or invest in other persons or entitiesidentified in any manner whatsoever by
or on behalf of the Company (“UltimateBeneficiaries”) or provide any guarantee,security or the like on behalf of theUltimate Beneficiaries.
(ii) The management of the Companyrepresented to us that, to the best of itsknowledge and belief, as disclosed in theNote 34(vi)(b) to the standalone financialstatements, no funds have been receivedby the Company from any person(s)or entity(ies), including foreign entities(“Funding Parties”), with the understanding,whether recorded in writing or otherwise,as on the date of this audit report, that theCompany shall directly or indirectly, lend orinvest in other persons or entities identifiedin any manner whatsoever by or on behalf ofthe Funding Parties (“Ultimate Beneficiaries”)or provide any guarantee, security or thelike on behalf of the Ultimate Beneficiaries.
(iii) Based on the audit procedures thathave been considered reasonable andappropriate in the circumstances, nothinghas come to our notice that has caused usto believe that the representations undersub-clause (i) and (ii) of Rule 11(e), asprovided under (i) and (ii) above, containany material misstatement.
e. The Company has neither declared nor paid anydividend during the year.
f. Based on our examination which included testchecks, except for the instances mentionedbelow, the Company has used accountingsoftware for maintaining its books of account,which has a feature of recording audit trail(edit log) facility and the same has operatedthroughout the year for all relevant transactionsrecorded in the software:
• not enabled for the period from April 01,2025 to December 15, 2025 at the databaselevel to log any direct data changes; and
• not enabled for the period from April 01,2025 to October 09, 2025 at the applicationlevel for certain fields / tables relating to allthe significant financial processes.
Further, where audit trail (edit log) facility wasenabled, we did not come across any instanceof audit trail feature being tampered with.Additionally, the audit trail where enabled, hasbeen preserved by the Company as per thestatutory requirements for record retention.
C. With respect to the matter to be included in theAuditor's Report under Section 197(16) of the Act:
In our opinion and according to the information andexplanations given to us, the remuneration paid/payable by the Company to its directors during thecurrent year is in accordance with the provisions ofSection 197 of the Act. The remuneration paid/payableto any director by the Company is not in excess ofthe limit laid down under Section 197 of the Act. TheMinistry of Corporate Affairs has not prescribed otherdetails under Section 197(16) of the Act which arerequired to be commented upon by us.
For B S R & Co. LLP
Chartered AccountantsFirm's Registration No.:101248W/W-100022
Sampad Guha Thakurta
Partner
Place: Chennai Membership No.: 060573
Date: May 26, 2026 ICAI UDIN:26060573SJNAZY4183