Policy on Appointment of Statutory Auditors

Satya Capital Services Private Limited

Introduction

This policy outlines the framework for selecting statutory auditors (SAs) for Satya Capital Services Private Limited (“the Company”). It is designed in accordance with the Reserve Bank of India’s (RBI) Guidelines for the Appointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) for Commercial Banks (excluding RRBs), Urban Cooperative Banks (UCBs), and NBFCs (including HFCs), as detailed in RBI circular Ref.No.DoS.CO.ARG/SEC.01/08.91.001/2021-22 dated April 27, 2021, and as updated from time to time.

The Board of Directors (BOD) has adopted this policy to ensure compliance with the RBI Guidelines and the relevant sections of the Companies Act, 2013, along with the Companies (Audit and Auditors) Rules, 2014. This policy serves as a procedural guide for determining qualifications, eligibility, and the process for appointing statutory auditors in line with applicable laws and regulations.

The Board approved this policy on July 1, 2025.

Procedural Aspects

1. Number of Statutory Auditors

The Company will determine the number of statutory auditors required based on factors such as asset size and distribution, number of accounting and administrative units, transaction complexity, degree of computerization, availability of other independent audit resources, and identified risks in financial reporting, ensuring alignment with RBI Guidelines.

2. Eligibility Criteria for Statutory Auditors

Audit firms considered for appointment must meet the eligibility criteria specified in the RBI Guidelines, including:

• Minimum number of full-time partners in the firm
• Number of fellow Chartered Accountant partners
• Minimum number of full-time partners/paid CAs with CISA/ISA qualifications
• Minimum years of audit experience
• Minimum number of professional staff
• Any other criteria specified by the RBI Guidelines and applicable provisions of the Companies Act, 2013

3. Ongoing Compliance with Eligibility

If an audit firm, after appointment, fails to meet any eligibility norm (due to resignation, death, regulatory action, etc.), it should promptly notify the Company with full details. The firm must take necessary steps to regain eligibility within a reasonable period and must comply with all norms before commencing the annual statutory audit for the financial year ending March 31 and until the audit is completed.

In extraordinary cases after the audit starts (such as the death of key partners or staff), the RBI may, at its discretion, allow the firm to complete the audit as a special case.

4. Independence of Statutory Auditors

The Board of Directors or Audit Committee will monitor and assess the independence of auditors and manage any potential conflicts of interest, in accordance with regulatory requirements and best practices. Any concerns will be escalated to the relevant RBI office.There must be a minimum time gap,