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E2E Networks Limited — Audit Report / Information 2026
Jan 15, 2026
60804_rns_2026-01-15_1800130e-d29e-406a-9fd3-ab5142e935fc.pdf
Audit Report / Information
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E2E Networks Limited
CIN- L72900DL2009PLC341980 Uppal's Genesis A-32, Block B, Mohan Cooperative Industrial Estate, Badarpur, New Delhi 110044 Phone No. +91-11-4084-4964 Email : [email protected], website https://www.e2enetworks.com/
Date: January 15, 2026
Listing & Compliance Department The National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai, Maharashtra-400051
Ref: NSE Symbol- E2E
Sub: Monitoring Agency Reports for the quarter ended on December 31, 2025
Dear Sir/Madam,
Pursuant to Regulation 162A of Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, we are enclosing herewith reports of the monitoring agency for the quarter ended December 31, 2025 from Care Ratings Limited dated January 15, 2026 with respect to utilization of proceeds raised by way of Preferential Issue.
The aforesaid information shall also be made available on the website of the Company at https://www.e2enetworks.com/.
Kindly take this on record.
Thanking You,
Yours faithfully,
For E2E Networks Limited
Digitally signed by RONIT RONIT Date: 2026.01.15 18:45:26 +05'30'
Ronit Company secretary & Compliance Officer ICSI M. No.: A59215
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Monitoring Agency (MA) report
No: CARE/NRO/GEN/2025-26/1149
The Board of Directors
E2E Networks Limited
Awfis, First Floor, A-24/9, Mohan Cooperative Industrial Estate
Mathura Road, New Delhi-110044. January 15, 2026
Monitoring Agency Report for the quarter ended December 31, 2025 - in relation to the Preferential issue of E2E Networks Limited
We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 405.66 crore of the Company and refer to our duties cast under Regulation 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.
In this connection, we are enclosing the Monitoring Agency Report for the quarter ended December 31, 2025 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated September 11, 2024.
Request you to kindly take the same on records.
Thanking you,
Yours faithfully,
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Dhruv Mittal
Assistant Director [email protected]
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CARE Ratings Ltd.
Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
-L67190MH1993PLC071691
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Report of the Monitoring Agency
Name of the issuer: E2E Networks Limited For quarter ended: December 31, 2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil (b) Range of Deviation: Not applicable
Declaration:
We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no respons
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Signature: Name and designation of the Authorized Signatory: Dhruv Mittal Designation of Authorized person/Signing Authority: Assistant Director
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CARE Ratings Ltd.
Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 -L67190MH1993PLC071691
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1) Issuer Details:
Name of the issuer Name of the promoter Industry/sector to which it belongs
: E2E Networks Limited
: Mr. Tarun Dua, Ms. Srishti Baweja : IT Services IT Enabled Services
2) Issue Details
Issue Period : September 21, 2024 (Date of allotment) Type of issue (public/rights) : Preferential Issue Type of specified securities : Equity Shares IPO Grading, if any : Not applicable Issue size (in crore) : Rs. 405.66 crore (gross proceeds of preferential issue)
3) Details of the arrangement made to ensure the monitoring of issue proceeds:
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Source of information
Comments of
/ certifications
Comments of the the
Particulars Reply considered by Monitoring Agency Board of
Monitoring Agency for Directors
preparation of report
Proceeds from
preferential issue during
Q3FY26 have been
utilized as per the
objects mentioned in
the offer document.
CA certificate, A passed specialat resolution annual
Whether all utilization is as per the disclosures in the Offer Document? Yes Management certificate, Bank statements, Special Resolution general meeting held on September 26, 2025
where members of the
company have
approved the following:
Reallocation of the No comments
remaining portion received
of unutilized funds
previously allocated
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CARE Ratings Ltd.
Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
Plot no. C-001 A/2 Sector 16B,
CIN-L67190MH1993PLC071691
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Source of information
Comments of
/ certifications
Comments of the the
Particulars Reply considered by Monitoring Agency Board of
Monitoring Agency for Directors
preparation of report
to capital
expenditure
towards IT
equipment.
Company to pledge
or create
charge/lien over
the unutilized funds
for the purpose of
availing credit
facilities including
but not limited to
Letters of Credit
(LC), Bank
Guarantees (BG),
or any other fund-
based/non-fund-
based facilities
from banks or
financial
institutions,
provided that such
facilities shall be
used strictly within
the overall limits for
the specific
purposes as
approved by the
shareholders.
Whether shareholder approval has been obtained in case of No material deviation CA certificate, Not applicable No comments
CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 CIN-L67190MH1993PLC071691
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Source of information
Comments of
/ certifications
Comments of the the
Particulars Reply considered by Monitoring Agency Board of
Monitoring Agency for Directors
preparation of report
material deviations# from expenditures disclosed in the Offer Management certificate, received
Document? Bank statements, Special
Resolution
In the 16 [th] AGM, Shareholders approved the As per special resolution
allocation of proceeds and found it prudent to passed at AGM held on
reallocate the remaining portion of funds originally September 26, 2025,
funds originally
towards Capital Expenditure, especially for the earmarked for
acquisition of IT equipment. Further, to enhance
financial and operational flexibility, it is proposed have been reallocated
that the company be authorized to pledge or
create charge/lien over the unutilized funds IT No comments
Whether the means of finance for the disclosed objects of the therefrom, for the purpose of availing Letters of Management certificate overall funding through received
issue have changed? Credit (LC)/Bank Guarantees (BG) or other fund preferential issue
based/non fund based facilities from banks or proceeds only.
financial institutions. Such credit facilities shall be
availed strictly within the overall limits for the
purposes already approved by the shareholders.
Further this is to confirm that as on December 31,
2025, the company has pledged fixed deposits
held with Bank of Baroda for fund based facilities,
however, the company has not utilized the same.
Is there any major deviation observed over the earlier monitoring agency reports? No Management Certificate Not applicable No receivedcomments
Whether all Government/statutory approvals related to the Yes Management Certificate Not applicable No comments
object(s) have been obtained? received
Whether all arrangements pertaining to technical Yes Management Certificate Not applicable No comments
assistance/collaboration are in operation? received
Are there any favorable/unfavorable events affecting the viability No Management Certificate Not applicable No comments
of these object(s)? received
Is there any other relevant information that may materially affect No Management Certificate, Not applicable No comments
the decision making of the investors? NSE received
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CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
CIN-L67190MH1993PLC071691
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Where material deviation may be defined to mean:
a) Deviation in the objects or purposes for which the funds have been raised
b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.
4) Details of objects to be monitored:
(i) Cost of objects
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Revised Comments of the Board of Directors
Source of information / Original cost Cost(after Particular
Sr. Item certifications considered (as per the Offer passing of the Comments of the Reason for Proposed s of -firm
No Head by Monitoring Agency for Document) in Rs. special Monitoring Agency cost revision financing arrangem
preparation of report Crore resolution) option ents
in Rs. Crore made
Special resolution passed
in annual general
meeting held on
September 26, 2025
where members of the
company have approved
1 Capital expenditures towards IT requirement CA Certificate, Management Certificate, Offer document and Special Resolution 254.42 352.27 to remaining unutilized reallocate portion funds the of No receivedcomments No comments received No comments received
previously allocated
capital expenditure
towards IT equipment.
2 Payment of lease rentals for IT equipment taken on lease CA Certificate, Management Certificate, Offer document and Special Resolution 39.14 39.14 - No receivedcomments No comments received No comments received
CA Certificate, Management Special resolution passed
Certificate, Offer document in annual general No
3 General Corporate Purposes and Special Resolution 97.85 0.00 meeting September held 26, 2025 on No receivedcomments No comments received comments received
where members of the
company have approved
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CARE Ratings Ltd.
Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
Plot no. C-001 A/2 Sector 16B,
CIN-L67190MH1993PLC071691
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Revised Comments of the Board of Directors
Source of information / Original cost Cost(after Particular
Sr. Item certifications considered (as per the Offer passing of the Comments of the Reason for Proposed s of -firm
No Head by Monitoring Agency for Document) in Rs. special Monitoring Agency cost revision financing arrangem
preparation of report Crore resolution) option ents
in Rs. Crore made
to reallocate the
remaining portion of
unutilized funds
previously allocated
capital expenditure
towards IT equipment.
4 Issue related expenses CA Certificate, Management Certificate, Offer document 14.25 14.25 - No receivedcomments No comments received No comments
and Special Resolution received
Total (Gross proceeds) 405.66 405.66
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| ii P i h b | ii P i h b | ii P i h b | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| () rogress n te ojects | |||||||||||
Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Amount as proposed in the Offer Document in Rs. Crore |
Revised Amount as proposed after special Resolution passed in annual general meeting held on September 26,2025 (in Rs. Crore) |
Amount utilised in Rs. | Crore | Total unutilised amount |
Comments of the Monitorin |
Comments of the Board of Directors |
||
| As at beginning of the quarter in Rs. Crore |
During the |
At the end of th |
Reasons for idle funds |
Proposed course of action |
|||||||
| quarter in Rs. Crore |
e quarter in Rs. Crore |
in Rs. crore |
g Agency |
||||||||
| 1 | Capital expenditures towards IT requirement |
CA Certificate, Management Certificate, Offer |
254.42 | 352.27 | 254.38 | 0.91 | 255.29 | 96.98 | The amount of Rs. 0.91 crore was utilized during |
No comments received |
No comments received |
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CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
CIN-L67190MH1993PLC071691
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Source of Comments of the
Amount utilised in Rs. Crore
information Amount Board of Directors
/ as Revised Amount as Total
Sr.No HeadItem certifications considered Monitoring Agency for by Document proposedin the in Rs. Offer passed in annual general after special Resolution September 26,2025 (in meeting held on proposed beginning quarter in Rs. Croreof the As at quarter During in Rs. Crorethe quarter end of At the in Rs. the unutilised amount in Rs. crore Monitoring Comments Agencyof the Reasons for idle funds Proposed course of action
preparation Crore Rs. Crore) Crore
of report
document and Q3FY26
Board towards the
Resolution purchase of
IT Equipment.
CA Certificate, The amount
Management of Rs. 6.49
Certificate, crore was
Offer 39.14 utilised during
Payment of lease document and Q3FY26 No No
rentals for IT Board towards
2 39.14 26.32 6.49 32.81 6.33 comments comments
equipment taken Resolution payment of received received
on lease lease rentals
for IT
equipment
taken on
lease.
CA Certificate,
Management
Certificate, 0.00 Nil amount No No
3 General Corporate Offer 97.85 - - - 0.00 utilised during comments comments
Purposes document and Q3FY26. received received
Board
Resolution
CA Certificate, The total No No
4 Issue related Management 14.25 14.25 - 14.25 - amount comments comments
expenses Certificate, pertaining to received received
Offer 14.25 this object
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CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 CIN-L67190MH1993PLC071691
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Source of Comments of the
Amount utilised in Rs. Crore
information Amount Board of Directors
/ as Revised Amount as Total
Sr.No HeadItem certifications considered Monitoring Agency for by Document proposedin the in Rs. Offer passed in annual general after special Resolution September 26,2025 (in meeting held on proposed beginning quarter in Rs. Croreof the As at quarter During in Rs. Crorethe quarter end of At the in Rs. the unutilised amount in Rs. crore Monitoring Comments Agencyof the Reasons for idle funds Proposed course of action
preparation Crore Rs. Crore) Crore
of report
document and already
Board utilized in full
Resolution during
Q3FY25.
Total (Gross proceeds) 405.66 405.66 294.95 7.40 302.35 103.31
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(iii) Deployment of unutilized proceeds:
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Amount
Sr. No. Type of instrument and name of the entity invested in invested Maturity date Earning Investment (%)Return on Market Value as at the end of quarter (crore)
(crore)
1 Multiple Fixed Deposits with Bank of Baroda 61.00 January 22, 2026 3.04 7.88 64.04
2 Fixed Deposit with Axis Bank 20.00 October 19, 2026 - 6.15 20.00
3 Fixed Deposit with Axis Bank 16.69 October 09, 2026 - 6.40 16.69
4 Fixed Deposit with Axis Bank 3.15 January 29, 2026 - 4.75 3.15
5 Special (or monitoring) account Axis Bank 2.47 - - - 2.47
924020054727660
Total unutilized proceeds 103.31 3.04 106.35
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(iv) Delay in implementation of the object(s)
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CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
CIN-L67190MH1993PLC071691
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Completion Date Delay (no. Comments of the Board of Directors
Objects As per the offer document Actual mof days/ onths) Reason of delay Proposed course of action
No comments
Capital expenditure towards IT equipment To be utilized by August 31, 2027 Ongoing Not applicable received No comments received
No comments
Payment of lease rentals for IT equipment taken on lease To be utilized by August 31, 2027 Ongoing Not applicable received No comments received
No comments
General corporate purposes To be utilized by August 31, 2027 Ongoing Not applicable received No comments received
Issue related expenses No timeline specified in offer document Utilized during Q3FY25 Not applicable No comments received No comments received
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5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:
^ Amount Source of information / certifications |
||
|---|---|---|
| Sr. N | Item Head in Rs. Crore considered by Monitoring Agency for preparation of report Comments of Monitoring Agency |
Comments of the Board of Directors |
| 1 | Nil amount spent during Q3FY26 | No comments received |
^
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CARE Ratings Ltd.
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Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 CIN-L67190MH1993PLC071691
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Disclaimers to MA report:
a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.
b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.
c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.
d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.
e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
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CARE Ratings Ltd.
Plot no. C-001 A/2 Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
CIN-L67190MH1993PLC071691
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No. CARE/NRO/GEN/2025-26/1148
The Board of Directors
E2E Networks Limited
Awfis, First Floor, A-24/9, Mohan Cooperative Industrial Estate Mathura Road, New Delhi-110044
January 15,2026
Dear Sir,
Monitoring Agency Report for the quarter ended December 31,2025- in relation of the Preferential Issue of
We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs.1,079.28 crore of the Company and refer to our duties cast under Regulation 162A of the Securities and Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.
In this connection, we are enclosing the Monitoring Agency Report for the quarter ended December 31,2025, as per the aforesaid SEBI Regulations and Monitoring Agency Agreement dated November 26, 2024. Request you to kindly take the same on records.
Thank you, Yours faithfully,
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Dhruv Mittal
Assistant Director [email protected]
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CARE Ratings Ltd.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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Report of the Monitoring Agency
Name of the issuer: E2E Networks Ltd
For quarter ended: December 31,2025
Name of the Monitoring Agency: CARE Ratings Limited
(a) Deviation from the objects: NIL
- (b) Range of Deviation: Not Applicable
Declaration :
We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit-related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of
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Signature:
Name and designation of the Authorized Signatory: Dhruv Mittal
Designation of Authorized person/Signing Authority: Assistant Directo
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
www.careedge.in CIN-L67190MH1993PLC071691
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1) Issuer Details:
Name of the issuer Name of the promoter Industry/sector to which it belongs
: E2E Network Limited : Mr. Tarun Dua, Mrs. Srishti Baweja : IT Services - IT Enabled Services
2) Issue Details
Issue Period Type of issue (public/rights) Type of specified securities IPO Grading, if any Issue size (in crore) issue)
: December 04, 2024 (Date of allotment) : Preferential Issue : Equity shares : Not applicabl e
: Rs. 1079.28 crore ( gross proceeds of preferential
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
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CARE Ratings Ltd.
www.careedge.in CIN-L67190MH1993PLC071691
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3) Details of the arrangement made to ensure the monitoring of issue proceeds:
| Particulars | Reply | Source of information / certifications considered by Monitoring Agency for preparation of report |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|---|
| Whether all utilization is as per the disclosures in the Offer Document? |
Yes | Bank statements, Special Resolution, CA Certificate*, Management certificate |
Proceeds from preferential issues during Q3FY26 have been utilized as per objects mentioned in the offer documents. A special resolution passed at annual general meeting held on September 26, 2025, where members of the company have approved the following: Reallocation of the remaining portion of unutilized funds previously allocated towards capital expenditure towards IT equipment. The Company can pledge or create charge/lien over the unutilized funds for the purpose of availing credit facilities including but not limited to Letters of Credit (LC), Bank Guarantees (BG), or any other fund-based/non-fund-based facilities from banks or financial |
No comments |
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CARE Ratings Ltd.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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| Particulars | Reply | Source of information / certifications considered by Monitoring Agency for preparation of report |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|---|
| institutions, provided that such facilities shall be used strictly within the overall limits for the specific purposes as approved by the shareholders. |
||||
| Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document? |
No material deviation | Bank statements, CA Certificate*, Management certificate |
Not applicable | No comments |
| Whether the means of finance for the disclosed objects of the issue have changed? |
In the 16th Annual General Meeting ("AGM") Shareholders approved the allocation of proceeds and found it prudent to reallocate the remaining portion of funds originally earmarked for "General Corporate Purpose" towards Capital Expenditure, specifically for the acquisition of IT Equipment. Further, to enhance financial and operational flexibility, it is proposed that the Company be authorized to pledge or create charge/ lien over the unutilized funds therefrom, for the purpose of availing Letters of Credit(LC),Bank Guarantees(BG), |
Management certificate | As per special resolution passed a AGM held on September 26, 2025 funds originally earmarked fo funding through preferential issue proceeds only. |
t , r No comments |
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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Source of information / Comments
certifications considered by Comments of the of the
Particulars Reply
Monitoring Agency for Monitoring Agency Board of
preparation of report Directors
or other fund based/non-fund-
based facilities from banks or
financial institutions.
Such credit facilities shall be availed
strictly within the overall limits for
specific purposes already approved
by the shareholders.
Is there any major deviation observed over No Management Certificate Not applicable No
the earlier monitoring agency reports? comments
Whether all Government/statutory Yes Management Certificate Not applicable No
approvals related to the object(s) have comments
been obtained?
Whether all arrangements pertaining to Yes Management Certificate Not applicable No
technical assistance/collaboration are in comments
operation?
Are there any favorable/unfavorable No Management Certificate Not applicable No
events affecting the viability of these comments
object(s)?
Is there any other relevant information No Management Certificate, NSE Not applicable No
that may materially affect the decision comments
making of the investors?
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-
CA certificate dated January 05,2026, from M/s G S A & Associates LLP, Chartered Accountants (Statutory auditor).
-
Where material deviation may be defined to mean:
-
a) Deviation in the objects or purposes for which the funds have been raised
-
b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
www.careedge.in CIN-L67190MH1993PLC071691
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4) Details of objects to be monitored:
(i) Cost of objects
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Revised Comments of the Board of Directors
Source of information / Original cost
Cost (after Reaso
certifications (as per the Particulars of -
Sr. Item passing of n for
considered by Offer Comments of the Monitoring Agency Proposed firm
No Head the special cost
Monitoring Agency for Document) in financing option arrangements
resolution) revisi
preparation of report Rs. Crore made
in Rs. Crore on
1 Capital expenditures CA Certificate, 729.28 878.40 A special resolution passed in No No comments No comments
towards IT Equipment Management certificate, annual general meeting held on comm
Special resolution and September 26, 2025, where ents
Offer document members of the company have
approved to reallocate the
remaining portion of unutilized
funds previously allocated
ture
towards IT equipment.
2 Repayment of CA Certificate, 100.00 100.00 - No No comments No comments
outstanding loan Management certificate comm
including interest and Offer document ents
accrued thereon
3 General corporate CA Certificate, 150.00 0.88 A special resolution passed in annual No No comments No comments
purposes Management certificate, general meeting held on September comm
Offer document and 26, 2025, where members of the ents
special resolution company have approved to reallocate
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4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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Revised Comments of the Board of Directors
Source of information / Original cost
Cost (after Reaso
certifications (as per the Particulars of -
Sr. Item passing of n for
considered by Offer Comments of the Monitoring Agency Proposed firm
No Head the special cost
Monitoring Agency for Document) in financing option arrangements
resolution) revisi
preparation of report Rs. Crore made
in Rs. Crore on
the remaining portion of unutilized
funds previously allocated towards
expenditure towards IT equipment.
4 Working capital CA Certificate, 100.00 100.00 - No No comments No comments
Management certificate comm
and Offer document ents
1079.28 1079.28
Total
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- CA certificate dated January 05,2026, from M/s G S A & Associates LLP, Chartered Accountants (Statutory auditor)
(ii) Progress in the objects
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Amount in (Rs crores) as per original offer document |
Revised Amount as proposed after special Resolution passed in annual general meeting held on September 26,2025 (in Rs. Crore) |
Amount | Total | Comments of the Board of Directors |
Comments of the Board of Directors |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|
| utilised in R | s. Crore | ||||||||||
| As at beginning of the quarter in Rs. Crore |
During the quarter in Rs. Crore |
Reasons for idle funds |
Proposed course of action |
||||||||
| At the |
unutilised | Comments of | |||||||||
| end of |
amount | the Monitoring | |||||||||
| the |
in Rs. | Agency | |||||||||
| quarter |
crore | ||||||||||
| in Rs. Crore |
|||||||||||
| 1. | Capital expenditures towards IT Equipment |
CA Certificate*, Management certificate, Bank Statements, Special resolution |
729.28 | 878.40 | 704.30 | 107.69 | 811.99 | 66.41 | The total amount of Rs.107.69 crore was utilized in Q3FY26 towards the purchase of IT Equipment. |
No comments |
No comments |
| 2. | Repayment of outstanding loan including interest accrued thereon |
CA Certificate*, Management certificate, Bank Statements, Special resolution |
100.00 | 100.00 | 100.00 | - | 100.00 | - | - | No comments |
No comments |
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Amount in (Rs crores) as per original offer document |
Revised Amount as proposed after special Resolution passed in annual general meeting held on September 26,2025 (in Rs. Crore) |
Amount | Total | Comments of the Board of Directors |
Comments of the Board of Directors |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|
| utilised in R | s. Crore | ||||||||||
| As at beginning of the quarter in Rs. Crore |
During the quarter in Rs. Crore |
Reasons for idle funds |
Proposed course of action |
||||||||
| At the |
unutilised | Comments of | |||||||||
| end of |
amount | the Monitoring | |||||||||
| the |
in Rs. | Agency | |||||||||
| quarter |
crore | ||||||||||
| in Rs. Crore |
|||||||||||
| 3. | General corporate purposes |
CA Certificate*, Management certificate, Bank Statements and special resolution |
150.00 | 0.88 | 0.88 | - | 0.88 | - | - | No comments |
No comments |
| 4. | Working capital |
CA Certificate*, Management certificate, Bank Statements |
100.00 | 100.00 | 17.91 | 11.77 | 29.68 | 70.32 | The total amount of Rs.11.77 crore was utilized in Q3FY26 towards the payment to vendors in relation to data centers, pass through license |
No comments |
No comments |
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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Amount in (Rs Revised Comments of the
Source of Amount utilised in Rs. Crore
crores) as per Amount as Board of Directors
information
original offer proposed
/
document after special Total
certifications As at At the
Sr. Item considered Resolution beginning During end of unutilised Comments of
passed in the amount the Monitoring Reasons Proposed
No Head by of the the
annual general quarter in Rs. Agency for idle course of
Monitoring quarter quarter
meeting held in Rs. crore funds action
Agency for in Rs. in Rs.
on September Crore
preparation Crore Crore
26,2025 (in Rs.
of report
Crore)
purchase and
subscriptions.
Total 1079.28 823.09 119.46 942.55 136.73
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*CA certificate dated January 05,2026, from M/s G S A & Associates LLP, Chartered Accountants (Statutory auditor).
(iii) Deployment of unutilized proceeds:
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Market value as at
Type of instrument and name of the Amount invested Earning (Rs Return on the end of the
Sr. No Maturity date
entity invested in (in crore) crores) Investment (%) quarter
(in crore)
Fixed Deposit
1 Fixed deposits with Axis Bank 4.00 14-06-2026 - 5.90% 4.00
2 Fixed deposits with Axis Bank 4.00 06-06-2026 - 5.90% 4.00
3 Fixed deposits with Axis Bank 4.00 15-06-2026 - 5.90% 4.00
4 Fixed deposits with Axis Bank 4.00 07-06-2026 - 5.90% 4.00
5 Fixed deposits with Axis Bank 4.00 08-06-2026 - 5.90% 4.00
6 Fixed deposits with Axis Bank 4.00 09-06-2026 - 5.90% 4.00
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4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
www.careedge.in CIN-L67190MH1993PLC071691
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Market value as at
Type of instrument and name of the Amount invested Earning (Rs Return on the end of the
Sr. No Maturity date
entity invested in (in crore) crores) Investment (%) quarter
(in crore)
7 Fixed deposits with Axis Bank 4.00 10-06-2026 - 5.90% 4.00
8 Fixed deposits with Axis Bank 4.00 05-06-2026 - 5.90% 4.00
9 Fixed deposits with Axis Bank 4.00 12-06-2026 - 5.90% 4.00
10 Fixed deposits with Axis Bank 4.00 13-06-2026 - 5.90% 4.00
Mutual Fund
11 ICICI Prudential Liquid Fund 20.00 - 0.08 - 20.08
12 Axis Liquid Fund - Direct Growth 22.26 - 0.10 - 22.36
HDFC Liquid Fund-Direct Plan-Growth - - -
13 20.00 NA
Option
14 Bandhan Liquid Fund 30.00 - - - NA
15 SBI Liquid Fund Direct Growth 4.08 - - - NA
MA Account
16 Monitoring account Axis Bank Special 0.40 - - - 0.40
Second account 924020068229565
Interest earned on unutilized proceeds -0.01
Total unutilized proceeds 136.73*
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*Vide Board resolution dated January 22, 2025; the board of directors ratified that the company could deploy the interim unutilized proceeds by way of investment in mutual funds categorized under money and debt market instruments.
* A special resolution passed at annual general meeting held on September 26, 2025, where members of the company have approved that the company can pledge or create charge/lien over the unutilized funds for the purpose of availing credit facilities including but not limited to Letters of Credit (LC), Bank Guarantees (BG), or any other fundbased/non-fund-based facilities from banks or financial institutions, provided that such facilities shall be used strictly within the overall limits for the specific purposes as approved by the shareholders.
**The investment in these mutual funds comprises unutilized proceeds from the preferential issue along with other company investments. This amount is presented as a lump sum figure in the shared statements; hence, the market value of the unutilized portion cannot be separately ascertained.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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CARE Ratings Ltd.
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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Comments
As per management certificate received by CARE, unutilized amount of Rs 136.73 crores as on December 31, 2025, is free and not lien marked, however, CARE has not been able to obtain any third-party verification or CA Certification on the same.
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(iv) Delay in implementation of the object(s)
Completion Date Delay Comments of the Board of Directors
Objects (no. of days/ Reason of Proposed course
As per the offer document Actual
months) delay of action
Capital expenditures towards IT Equipment To be utilized by November 2029 Ongoing Not applicable No comments No comments
Repayment of outstanding loan including Complete amount No comments No comments
To be utilized by November 2029 No delay
interest accrued thereon utilized till Q1FY26
Complete amount No comments No comments
General corporate purposes To be utilized by November 2029 No delay
utilized till Q1FY26
Working capital To be utilized by November 2029 Ongoing Not applicable No comments No comments
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| ) Det | ails of utilization ofproceeds stated as General Corporate Purpose(GCP) amount in the offer document: | |
|---|---|---|
| Item Head^ Amount in Rs. Crore Source of information / certifications considered by Monitoring Agency for preparation of report Comments of Monitoring Agency |
||
| Comments of the | ||
| r. No. | ||
| Board of Directors | ||
| Nil amount spent during Q3FY26 | No comments |
- ^ Section from the offer document related to GCP: Detail of utilization of proceeds stated as general corporate purpose amount is not given in the offer document.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
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Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456
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CARE Ratings Ltd.
www.careedge.in CIN-L67190MH1993PLC071691
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Disclaimers to MA report:
a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as ). The MA has taken utmost care to ensure accuracy and objectivity while
developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.
b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditor (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.
c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.
d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from statutory auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.
e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt
instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
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CARE Ratings Ltd.
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off
Berger Tower, Noida, Gautam Budh Nagar (UP) 201301 Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-120-4452 000 Phone: +91-22-6754 3456 www.careedge.in CIN-L67190MH1993PLC071691
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