We have audited the Standalone financial statements of
Chembond Chemical Specialties Limited (“the Company”),
which comprise the standalone Balance Sheet as at 31st March
2025, the standalone statement of Profit and Loss (including
other comprehensive income), the standalone statement of
changes in equity, the standalone statement of cash flows
for the year then ended and notes to the Standalone financial
statements, including a summary of 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, the aforesaid Standalone
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 conformity with the Indian
Accounting Standards (‘Ind AS’) specified under section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015 as amended and other accounting
principles generally accepted in India of the state of affairs
of the Company as at 31st March 2025, and profit (including
other comprehensive income), 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.

Emphasis of Matter

We draw attention to Note 50 & 51 to the Standalone Financial
Statement, regarding the Composite Scheme of Arrangement
for amalgamation and demerger (the «Scheme») whereby
Chembond Clean Water Technologies Limited (CCWTL)
is amalgamated with the Company and “Construction
Chemicals and Water Technologies Chemicals” business of
Chembond Material Technologies Limited (CMTL) (formerly
known as Chembond Chemicals Limited) was demerged from
the CMTL and merged into the Company as on the appointed
date of 1st April, 2024. The Hon>ble National Company Law
Tribunal (the NCLT) has approved the Scheme vide its Order
dated 7th April 2025 and the said Order was filed with the
Ministry of Corporate Affairs (MCA) by the Company and
other companies involved in the Scheme on various dates as
reported in Note 51 to the Standalone Financial Statement.

In accordance with the Scheme approved by the NCLT, the
Company has given effect to the scheme from the appointed
date specified therein i.e. 1st April 2024, and accordingly,
as required under IND AS - 103 the comparative financial
information of the Company forming part of the Statement for
the year beginning from 1st April, 2023 has been restated.

Our report is not modified in respect of the above matter.

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, we do not provide a separate opinion on these
matters. We have determined the matters described below to
be the key audit matters to be communicated in our report.

Information Other than the Standalone financial
statements and Auditor’s Report Thereon

Information Other than the Standalone financial statements
and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other
information. The other information comprises the information
included in the Annual Report, for example, Management
Discussion and Analysis, Board’s Report including Annexures
to Board’s Report, Corporate Governance and Shareholders
Information but does not include the standalone financial
statements, consolidated Standalone financial statements
and our auditor’s reports thereon.

Our opinion on the standalone financial statements does not
cover the other information and we do 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
and, in doing so, consider whether the other information
is materially inconsistent with the Standalone financial
statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that
there is a material misstatement of this other information,
we are required to report that fact to those charged with
governance. We have nothing to report in this regard.

Responsibilities of management and Those Charged with
Governance for the Standalone financial statements

The accompanying Standalone financial statements have
been approved by the Company’s Board of Directors. 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 Standalone financial statements that
give a true and fair view of the financial position, financial
performance, total comprehensive income, changes in equity
and cash flows of the Company in accordance with the Indian
Accounting Standards and other principles generally accepted
in India.

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, 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.

The 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 system 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.

• Obtain sufficient appropriate audit evidence regarding
the standalone financial statements of the company
to express an opinion on the standalone financial
statements.

Materiality is the magnitude of misstatements in the
Standalone financial statements that, individually or in
aggregate, makes it probable that the economic decisions of
a reasonably knowledgeable user of the Standalone financial
statements may be influenced. We consider quantitative
materiality and qualitative factors in (i) planning the scope of
our audit work and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatements in the
standalone financial statements.

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 Companies (Auditor’s Report) Order, 2020
(“the Order”) issued by the Central Government of India
in terms of section 143(11) of the Act, we give in the
Annexure A, a statement on the matters specified in the
paragraph 3 and 4 of the Order, to the extent applicable.

2. Further to our comments in Annexure A, 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 relating to preparation of the Standalone
financial statements have been kept by the Company
so far as it appears from our examination of those
books except for the matters stated in 3(vi) below.

c. The standalone Balance Sheet, the standalone
statement of Profit and Loss (including Other
Comprehensive Income), the standalone statement
of changes in equity and the standalone cash flow
statement dealt with by this Report are in agreement
with the books of account maintained for the
purpose of preparation of these standalone financial
statements;

d. In our opinion, the aforesaid Standalone financial
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.

e. On the basis of the written representations received
from the directors as on 31st March, 2025, taken on
record by the Board of Directors, none of the directors
is disqualified as on 31st March 2025, from being
appointed as a director in terms of Section 164 (2) of
the Act;

f. The modifications relating to the maintenance of
accounts and other matters connected therewith in
respect of audit trail are as stated in paragraph 2(b)
above on reporting under section 143(3)(b) of the Act
and paragraph 3(vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules,
2014;

g. With respect to the adequacy of the internal financial
controls over financial reporting of the Company and
the operating effectiveness of such controls, refer to
our separate report in “Annexure B”.

3. With respect to the other matters to be included in
the Auditors’ Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and according
to the explanations given to us:

i. There were no pending litigations which would impact
the financial position of the Company.

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

iii. there has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Company.

iv. a) The management has represented that, to the

best of its knowledge and belief as disclosed in
note no. 43(c), no funds have been advanced
or loaned or invested (either from borrowed
funds or securities premium or any other
sources or kind of funds) by the Company to
or in any other person(s) or entity(entities),
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 like on behalf of the
Ultimate Beneficiaries.

b) The management has represented that to the
best of its knowledge and belief as disclosed in
note no. 43(d), no funds have been received by the
Company from any person(s) or entity(entities),
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 such audit procedures that we have
considered reasonable and appropriate in the
circumstances, nothing has come to our notice
that has caused us believe that management
representations under sub-clause (a) and (b)
above contain any material misstatement.

v. The dividend declared and paid during the year by the
Company is in compliance with Section 123 of the
Act.

vi. Based on our examination which included test
checks, the Company has used accounting software,
a payroll application and employee reimbursement
for maintaining its books of account which has a
feature of recording audit trail (edit log) facility and
the same has operated throughout the year for all
relevant transactions recorded in the software /
application. However, audit trail feature is not enabled
at the database level for accounting software to log
any direct data changes as described in note no. 48 to
the financial statements. Further, during the course
of our audit, we did not come across any instance
of audit trail feature being tampered with and the
audit trail has been preserved in accordance with
the requirements of section 128(5) of the Companies
Act, 2013 for record retention.

4. With respect to the matter to be included in the Auditors’
Report under section 197(16):

In our opinion and according to the information and
explanations given to us, the Company has paid and /
or provided remuneration to its directors during the year
ended 31st March, 2025 in accordance with the provisions
of Section 197 of the Act.

For S H B A & CO LLP

(Formerly known as Bathiya & Associates LLP)

Chartered Accountants

Firm Registration No. 101046W / W100063

Jatin A. Thakkar

Partner

Membership No.: 134767

UDIN: 25134767BMJEVG6953

Place: Mumbai

Date: 30^th May 2025