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Auditor Report of Alka Securities Ltd.

Mar 31, 2014

We have audited the attached Balance Sheet of M/s. Alka Securities Limited as on 31st March 2014 and also the Profit and Loss Account for the year ended on that date. These financial statements are the responsibility of the company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with Auditing Standards Generally Accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

(1) We have obtained all the information and explanations, which, to the best of our knowledge and belief, were necessary for the purpose of our audit.

(2) In our opinion the Company, as required by law, has kept proper books of account, so far as it appears from our examination of such books.

(3) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account.

(4) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report comply with the Accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

(5) On the basis of written representation received from the directors, as on 31st March 2014 and taken on record by the Board of Directors, we do hereby certify that none of the directors of the company as on 31st March 201 is disqualified for appointment as director in the aforesaid company in terms of clause (g) of sub - section 274 of the Companies Act, 1956 on the said date.

(6) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the significant accounting policies and notes on Accounts annexed thereto, give the information required by the Companies Act, 1956, in the manner so required and gives a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs as at 31st March, 2014, and

b) In the case of the Profit and Loss Account of the losss for the year ended on that date.

c) In the case of Cash Flow Statement, of the cash flows of the Company for the year ended on that date

Annexure to The Auditors'' Report

(Referred To in paragraph 3 of our report of even date)

1. (a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) All the assets have not been physically verified by the management during the year but there is a regular programmer of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed of a substantial part of the fixed assets.

2. (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. (a) The company has not granted any loan to Companies, firms and other parties listed in the register maintained under section 301 of the Companies Act, 1956.

(b) The company has not taken any loan to Companies, firms and other parties listed in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of Goods and services and Fixed Assets for to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5. (a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Act have been entered into the register required to be maintained under that section; and

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act have been made at prices which are reasonable having regard to prevailing market prices at the relevant time;

6. The company has not accepted any deposits from public.

7. In our opinion, the company has an internal Audit system commensurate with its size and nature of business.

8. We have broadly reviewed the books of account and other relevant records and are of the opinion that the Central Government has not prescribed any rules for the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956.

9. (a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

(b) According Non-Executive Independent to the information and explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, Excise duty and cess were in arrears, as at 31st March, 2014 for a period of more than six months from the date they became payable.

(c) According to the information and explanation given to us, there are no dues of sale tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute. There is a due of Rs.52.25 Lacs in respect of Income Tax for the Assessment Year 2005-6 to 2010-11 which has not been deposited on account of dispute; the dispute is pending before The

Income Tax Department Company had made provision for full amount in the books.

(d) In our opinion, the company has losses amounting to Rs.1352.50 lakhs at the end of the financial year covered by our audit. The company has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the company has defaulted in repayment of dues to a financial institution, Bank of India banks due to certain dispute between the company and the banks. Details are as under:

Name of Institution/Bank 2013- 2014 2012-13

Bank of India Rs. 39751979.94 45535383.48

12. We are of the opinion that the company has maintained adequate records where the company has granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the company is not a chit fund or a nidhi/ mutual benefit fund/ society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

14. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

15. The company has not given guarantees for loans taken by others from banks or financial institutions.

16. The company has not raised any term loans during the year under consideration.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the company, we report that the no funds raised on short-term basis have been used for long-term investment.

18. According to the information and explanations given to us, the company has made preferential allotment of shares warrants to parties and companies covered in the register maintained under section 301 of the Act.

19. According to the information and explanations given to us, during the period covered by our audit report, the company had not issued debentures.

20. Company has received no funds on basis of public issue.

21. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For PSV Jain & Associate Chartered Accountants

Partner ICAI Membership No: 137264 Place: Mumbai Date: 30thAugust, 2014


Mar 31, 2003

We have audited the attached Balance Sheet of ALKA SECURITIES LIMITED, as at 31st March 2003 and also the Profit and Loss Account for the year ended on that date. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

I. We conducted our audit in accordance with Auditing Standards Generally Accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as ~ evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

II. As required by the Manufacturing and Other Companies (Auditors Report) Order, 1988, issued by the Company Law Board in terms of Section 227 (4A) of the Companies Act, 1956, and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we report as under.

i. We have obtained all the information and explanations, which, to the best of our knowledge and belief, were necessary for the purpose of our audit.

ii. In our opinion the Company, as required by law, has kept proper books of account, so far as it appears from our examination of such books.

iii. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account.

iv. In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report comply with the Accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 to the extent applicable.

v. On the basis of the written representation received from Directors as on 31st March 2003, and taken on record by the board of Directors we report that the none of the Directors are disqualified as on 31st March 2003 from being appointed as Director in terms of section 274(1 )(g) of the Companies Act, 1956.

vi. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet and Profit and Loss Account read with notes thereon, subject to note no.2 & 3 in Schedule O, give the information required by the Companies Act, 1956, in the manner so required and gives a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs as at 31st March, 2003, and

b) in the case of the Profit and Loss Account of the Loss for the year ended on that date.

c) In the case of Cash Flow Statement, of the cash flows of the Company for the year ended on that date

III. Further to our comments in paragraph II above, we report that:

1. The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets. The fixed assets have been physically verified by the management and no material discrepancies have been noticed on verification of assets. In our opinion, the frequency of physical verification of fixed assets is reasonable having regard to size of the company and nature of business.

2. None of the fixed assets have been revalued during the year.

3. There were no stocks during the year under consideration therefore; question of physical verification and valuation of the same does not arise.

4. In our opinion the rate of interest and other terms and conditions on which loans secured or unsecured, from companies, firms or other parties listed in the Register maintained under section 301 of the Companies Act, 1956, are not prima facie prejudicial to the interest of the Company.

5. The Company has not granted any loans, secured or unsecured to the companies, firms or other parties listed in the registers maintained under section 301 and 370 (1-B) of the Companies Act, 1956.

6. The Company has not given any loans and advances in the nature of loans.

7. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to the purchase of fixed assets and in respect of various transactions entered into by the Company.

8. According to information and explanations given to us, the transactions of purchases of shares, debentures and securities in pursuance of contacts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs. 50,000 or more in respect of each party, have been made at prices, which in our opinion, are reasonable having regard to prevailing market prices of such shares, debentures and securities. In respect of sale of services to such parties, prices charges are reasonable having regard to the nature of the services rendered.

9. The company has not purchased any stores raw material during the year.

10. The question of determination of unserviceable or damaged stores does not arise as the company does not hold any stores or raw materials.

11. The Company has generally complied with the provisions of Section 58A of the Companies Act, 1956 and the rules framed thereunder.

12. The nature of the business conducted by the Company does not results into any By-product and/or scrap.

13. In our opinion, the company has an adequate internal audit system commensurate with the size and nature of its business.

14. We have been informed that the Central Government has not prescribed maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for the type of the business carried by the Company during the year.

15. The Company has been generally regular in depositing Provident Fund and Employees State Insurance dues with appropriate authorities, wherever applicable.

16. According to the information and explanations given to us, there were no undisputed amounts payable in respect of wealth Tax, Sales Tax, Custom duty and Excise Duty which have remained outstanding as at 31st March, 2003 for a period of more than six months from the date they became payable.

17. According to the information and explanations given to us, no personal expenses of employees or directors have been charged to revenue accounts other than those payable under contractual obligations or in accordance with generally accepted business practice.

18. In respect of investment activities, the company has not granted any loans & advances on the basis of securities by way of pledge of shares, debentures and other similar securities. Hence, maintenance of adequate records or documents does not arise.

19. The company is dealing and trading in shares and other investment and in our opinion and according to information and explanation given to us, the company has maintained proper records of all the transaction and contracts and has made timely entries therein. The stock & investment of shares held by the company in its own name or are in the process of transfer in its name to the extent applicable.

20. The Company is not a sick industrial company within the meaning of section 3(1) (O) of the Sick Industrial Companies (Special Provisions) Act, 1985.

For DEVENDRA BHANDARI & CO. CHARTERED ACCOUNTANTS

Devendra Bhandari (Proprietor)

Place: Mumbai Date: 4th September, 2003

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