INDEPENDENT AUDITORS' REPORT

To the Members of BF Investment Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the Standalone Financial Statements of BF Investment Limited ("the Company"), which comprise
the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss (including Other Comprehensive Income),
the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the
Standalone Financial Statements, including a summary of significant accounting policies and other explanatory
information (hereinafter referred to as "the Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
Standalone Financial Statements give the information required by the Companies Act, 2013 ("the Act") in the manner
so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31, 2023, its profit and other comprehensive income, its changes in
equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under section 143(10) of the
Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of
the Standalone 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 Standalone Financial Statements 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 we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
Standalone Financial Statements of the current period. These matters were addressed in the context of our audit of
the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.

a. Valuation of investments

At the balance sheet date, the value of investments amounted to Rs.18,639.85 million representing 87.22% of
the total assets. Investments have been considered as key audit matter due to the size of the balance, various
recognition principles, subsequent measurement principles and disclosure requirements. Refer note 1A(k) to
the Standalone Financial Statements for its accounting policy.

Principle Audit Procedures

i. We have understood and evaluated the process of the Management to identify impairment indicators (if any)
for the company's investments.

ii. For quoted investments, we have independently verified the fair values.

iii. We have evaluated the fair value of unquoted investments adopted by the Management and assessed the
parameters of the fair valuation reports obtained by the Management from external experts.

iv. On a test check basis, we have verified appropriate evidence with regard to assertions of existence and rights to
the investments.

v. We have verified principles for recognition, subsequent measurement and disclosures as specified in the
accounting policy adopted by the company based on the Ind Accounting Standards.

Other Information

The Company's Board of Directors are responsible for the other information. The other information comprises
Management Discussion and Analysis; Board of Directors' Report along with its Annexures and Corporate Governance

Report (together referred to as "the other information") included in the Annual Report but does not include the
Standalone Financial Statements and our Auditors' Report thereon. The Other Information is expected to be made
available to us after the date of this auditor's report. Our opinion on the Standalone 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 Standalone 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 other information, if we conclude that there is a material misstatement therein, we are required to
communicate the matter to those charged with governance.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial
Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these Standalone Financial Statements that give a true and fair view of the financial position,
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 read with the Companies (Indian Accounting Standards) Rules, 2015, as
amended.

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 Statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, the 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.

Those Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone 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 audit conducted in
accordance with 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 Standalone Financial Statements.

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 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 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 the 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
Standalone 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 Standalone Financial Statements, including the
disclosures, and whether the Standalone Financial Statements 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.

From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor's report unless law or regulation 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.

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) of section 143 of the Act, we give in the Annexure A; a statement on the
matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purposes of our audit.

b) In our opinion, 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 Other Comprehensive Income), the Statement
of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the
books of account.

d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards
specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as
amended.

e) On the basis of the written representations received from the directors as on March 31, 2023 taken on
record by the Board of Directors, none of the directors is disqualified as on March 31, 2023 from being
appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to the Standalone Financial
Statements of the Company and the operating effectiveness of such controls, refer to our separate report
in Annexure B.

g) As required by section 197 (16) of the Act; in our opinion and according to information and explanation
provided to us, the remuneration paid by the Company to its directors is in accordance with the provisions
of section 197 of the Act and remuneration paid to directors is not in excess of the limit laid down under
this section.

h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information

and according to the explanations given to us:

(i) The Company has disclosed the impact of pending litigations on its financial position in its Standalone
Financial Statements - Refer Note 37;

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

(iii) There is no amount required to be transferred, to the Investor Education and Protection Fund by the
Company.

(iv) (a) The Management has represented to us that, to the best of its knowledge and belief, no funds

have been advanced or loaned or invested (either from borrowed funds or share premium or
any other sources or kind of funds) by the Company to or in any other person or entity, 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 to us, that, to the best of its knowledge and belief, no funds
have been received by the Company from any person or entity, including foreign entities ("Funding
Parties"), with 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.

(c) Based on the information and explanation given to us and audit procedures performed as
considered reasonable and appropriate in the circumstances, nothing has come to our notice
that has caused us to believe that the representations made by the Management and as
mentioned under sub-clause (iv)(a) and (iv)(b) above contain any material misstatement.

(v) The Company has not declared or paid divided during the year.

(vi) The requirement to use accounting software that includes an audit trail (edit log) feature for
maintaining a Company's books of account, as mandated by rule 3(1) of the Companies (Accounts)
Rules, 2014, has been postponed until the financial years beginning on or after April 1, 2023. As a
result, we are not able to report under Rule 11(g) of the Companies (Audit & Auditors) Rules, 2014 for
the financial year that ended on March 31, 2023.

For P.G. BHAGWAT LLP

Chartered Accountants
Firm Registration Number: 101118W/W100682

Abhijeet Bhagwat

Partner

Membership No. 136835

Pune : May 26, 2023 UDIN: 23136835BGXPOQ2117