We have audited the financial statements of CMX Holdings Limited (Formerly Known as SIEL
Financial Services Limited) (“the Company”), which comprise the balance sheet as at March 31, 2025,
and the statement of profit and loss (including other comprehensive income), statement of changes in
equity and statement of cash flows for the year ended March 31, 2025, and notes to the financial
statements, including 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, except
for the effects of the matters described in the ‘Basis for Qualified Opinion’ section of our report,
aforesaid financial statements give the information required by the Companies Act, 2013 (‘Act’) in the
manner so required and give a true and fair view in confonnity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2025, and its loss including
other comprehensive income, changes in equity and its cash flows for the year ended on that date
(hereinafter referred to as the “financial statements”).

Basis for Qualified Opinion

*c '.li u h' zl for it i'.'i i I'.'.

a. Note 1 8 to the financial statements that Company is not allowed to carry Non-Banking
Financial Business due to rejection of its application by the Reserve Bank. However, presently
the operations of the Company are restricted to income from services.

b. Colifirination/ reconciliation of amount payable of Rs.36,587.61 thousand disclosed as interest
free, long - term unsecured borro» inss is not recei ed/ provided, made available for audit.
Further terms and conditions of such loans outstanding are also not made available. In the
absence of same, we are unable to comment on possible effects of the items stated above on tlie
fin.an r i.o1 st.menu ents .a nd i nvala1e tn dn .ai i<4 it jai‘r><vei1tli'o fi_>l’ atltlieii 1i<_ ilj c'f s tit li (url;inct.

c. Note 1 8 to the financial statements which indicates that Company has suffered a net loss of
Rs. 2,522.49 thousand for the year ended March 31, 2025, resulting in accumulated loss of

P s 1 7b b** thr>^ s an> •s run th a* ate 1 i h h • •r m plUe1)a *r ned the net *. or th of the

Corn pony. Fuillicl, as on N(ai cIt 31, z0z-', tlie CuNlpaiiy's c ui i cut liabilities c. cccdcd its
current assets by Rs.21,095.71 thousand.

The Company had been reporting negative operating cash flows for few years which have also
contributed to constraints of working capital. These conditions have resulted in an acute
working capital deficit and have cast material uncertainty on the functioning of the Company.

As stated by the management of the Company, the accounts of the Company have been
prepared on a "going concern” basis as the management is hopeful that adequate finance and
opportunities would be available in the foreseeable future to enable the Company to start

operating on a profitable basis. In view of the above, the accounts of the Company have been
prepared on a going concern basis and do not include any adjustments relating to the
recoverability and classification of recorded assets amounts or to amounts or classification of
liabilities that may be necessary if the Company is unable to continue as going concern.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section
143(10) of the Act. Our responsibilities under those SAs 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
responsibil ities 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 qualified audit opinion
on the financial statements.

Key .tudit Alnttci s

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, 2025. 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. In addition to the matter described
in the ‘Basis for Qualified Opinion’ section we have determined that there are no key audit matters to
communicate in our report.

Information Other than the Financial Statements and Auditor’s Report Thereon”

The Company's Management and Board of Directors are responsible for the other information. The
other information comprises the information included in the Annual Report, but does not include the
financial statements and 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 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 financial statements, our
responsibility is to read the other information identified above when it becomes available and, in doing
so, consider whether the other information is materially inconsistent with the 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 describe actions applicable
ulider the applicable laws and regulations.

Responsibilities of the Management and those charged with Governance for the Financial
Statements

The Company’s Board of Directors are 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 its financial
position, its financial performance including other comprehensive income, changes in equity and cash
flows 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. This
responsibility also includes maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the oinpany and for preventing and detecting
frauds and other irregularities; selection and application of appropriate accounting policies; making
judgements 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 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.

Tire ooard of Directors are aiso responsihie for overseeing the Company’s Financial reporting process.
Auditoi ’s Responsibilities for tlie 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
dudit cuilductcd iii <tccui daiicc w itli 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 skepticisin 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
tlint arc appropriatc in thc 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 presentntion.

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.

\Vo olso provide tho3c chorgcd u'ith gox'ci nance with a ,slalriiiri if flint w< Irave ct>iuJil ie<l with rrlev»n I
ethical requirements regarding independence, and to communicate with them all relationships and other
mutters flint muy rcosonably bc thought to bear on out indepciidciicc, and where applicable, related
safeguards.

1 rom the matters comm unicatcil w ilh Ih<>se t:harged with governance, we determine those matters that
war e of iiiost significance in the audit of the financial statements of the current period and are therefore
11i- 1.v; mud it iiiattui o. \\'u duuui ibu tliuuo ii iuttci u lii our uudltoi’'I fcpoi I uii less la w or i cpu lamer i
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.

Other Matter

The Financial Statements of the Company for tlie year ended March 31, 2024 were audited by
predecessor auditor ot’the company where they hnd cxprcsscd a modified opinion vide tlieii’ i'eport
dated May 28, 2024 on such Finonciol Statements

Orlr opinion is not iiiodificd in respect of abovu inaitcr.

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 j of section 143 of the Act, and on the basis of
such checks of books and records of the Company as we considered appropriate and according to
the information and explanations given to us, we give in the “Annexure A” a statement on tlie
matters specified in paragraphs 3 and 4 of the Order.

9 A s required by Section 143(3) of the .4ct, we report that:

(a“) K'c have sou@lit arid except lot the mtntCr9 dcscribcd in tlie l3asis for Qualified DpiiHon
paragraph, obtained all tlie information and explanations which to the best o1‘ our knowledge
aiid belief were necessary for tlie purposes of our audit;

(b) Except for the matter described in the Basis for Qualified Opinion paragraph, in our opinion
and for the matters stated in paragraph 2(i)(vi) below on reporting under Rule I l(g) of the
Companies (Audit and Auditors) Rules, 2014; 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.;

(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) Except for the effects of the matters described in the Basis for Qualified Opinion paragraph
above, in our opinion, the atoresaid tinancial statements comply with the lndinn Accounting
Standards specified under Section 133 of the Act, read with Companies (Indian Accounting
Standards) Rules, 2015, as amended;

(e) The matter described in the Basis for Qualified Opinion paragraph above, in our opinion, may
have an adver.se effect on the functioning of the C'ompany;

(t) 'I he mndilicotions re lating to the maintenance of accounts and other matter s coiiiiuctcd
the1'ewitli ai‘c as stated in the paragraph 2(b) above on reporting under Section 143(3)(bj of the
Act arid par agrapli 2(j)(vi) below on reporting under Rule 1 1(g) of the companies (Audit and
A uv)itwi o) Rules, 20M,

(g) Gn :hc basis of t!ic *a riiien reprcscntaiions i cceiveii fi oie il:c clirccli>r.s d nil Ida cti t>ti red card by
the Board of Directors, none ot’ the dif8GtOfs Is disquolificd ns on Xlorch 31, 2025 front bcing
appointed as a director in terms of Section 164 (2) of the Act;

(h) With respect to the adequacy of the internal financial controls with reference to financial
statements and the operating effectiveness of such controls, refer to our separate Report in
“Annexure B” to this report. Our report expresses an unmodified opinion on the adequacy and
operating effectiveness of the Company’s internal financial controls with reference to tlie
financial statements.

(i) In our opinion, the Company has not paid any managerial remuneration to its directors.
Accordingly, reporting requirement with the respect to the provisions of section 197 read with
Schedule V to tlie Act is not applicable to the Company.

(j) With respert tn tlie nther mutters tn he inc lunch in the A diditor’i P.vport in accordance v, ith
Rule 11 of tlie Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to
the best of oiir information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial
position;

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

iii. Thcre were no aiiiounts which wei e Iequii cd tu be tiatisferred to the Investor Education
and Pr<rtection Fund by the Company.

(a) The management has represented thnt, to tlio best of it3 l<now'lcdgc rind belief, as
disclosed In the note 31 to tlie tlnancial statements, no funds have been advanced or
loanod or in> oOtcd (citlicl from boli ou'cd funds or slim pt minus or «my oilier su ui ccc
or kind of funds) by the company to or in any other person(s) or cntity(ics), 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, other
than as disclosed in the note 31 to the financial statements, no funds have been

received by the company from any person(s) or entity(ies), including foreign entities
(“Funding Pai'ties ’), w itli 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) Bnced on such nudit proooduron thot >.'oro oon3idcrcd rcfi3GIlAi>lc mls a}>}>l i*i}>l ifalc iii
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. Basea on our examination which inciudeci test checks an<i information given to us, the
Company has i ited oo,eriiinting snftworr^ frir m sinta inin p its books of acc*int, wh ich did not
havo n fonturo of rooording nudit trnil (cdit log) facility’ tllriiugliout the <«i for 11 icl< v nt
transactions recorded in the accounting software,

For S. K. MEHTA & CO.

Chartered Accountants

Firm's Registration No. 000478N

Sd/-

Jyoti Bagga

Pnrtncr

Membership No. 087002

UDIN: 25087002BMILJE1785

Place: New Flelhi
Date: May 05, 2025