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Auditor Report of Ashok Alco-Chem Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of ASHOK ALCO CHEM LIMITED ('the Company'), which comprise the Balance Sheet as at 31 March 2015, the statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by 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 31 March 2015 and its PROFIT and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("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 statement on the matters specified in the paragraph 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 and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of the written representations received from the Directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; and

(f) 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, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial position.

ii. The Company does not any long term contracts including derivative contracts for which there are any material foreseeable losses;

iii. There were no amounts which were required to be transferred to Investor Education and Protection Fund.

Annexure to the Auditors' Report

ASHOK ALCO-CHEM LIMITED

(Referred to in Paragraph 1 under 'Report on other Legal and Regulatory Requirements' section of our report of even date)

1. (a) The Company is in the process of updating the records showing particulars, including quantitative details and situation of fixed assets;

(b) The fixed assets have been physically verified by the management & we are informed that no major discrepancies were noticed on such verification;

2. (a) The stock of Finished Goods, Raw materials, Stores and consumables were physically verified by the Management at the year end;

(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management is 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 inventories. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the books of account.

3. Company has not granted any unsecured loans to companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013.

4. In our opinion and according to the information and explanation given to us, internal control procedures needs to be strengthened to be commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed asset and for the sale of goods and services. There is no continuing failure to correct major weakness in internal control system

5. The Company has not accepted any deposits from public and as such provisions of Section 73 to 76 of Companies Act, 2013 and the rules framed there under are not applicable to the company.

6. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 148 of the Companies Act, 2013, and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

7. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales tax, Wealth Tax, Service Tax, Customs duty, Excise Duty, Cess and other material statutory dues applicable to it.

(b) According to the records of the Company and subject to method of accounting consistently followed by it the undisputed amount payable to appropriate authorities in respect of -

Name of the Nature of dues Amount Rs Financial Year /s to Statute in lacs which the amount relates

Sales Tax Assessment dues 199.21 1993-1994 To 2004- 2005

Sales Tax* Deferral 3.29 1998-1999 to 2000- 2001

Income Tax Act Demand Notice 123.53 2012-2013

Name of the Forum where dispute Statute is pending

Sales Tax Commissioner of Sales Tax

Sales Tax* Commissioner ofSales Tax

Income Tax Act Rectification U/s 154 of the I.T Act. Dy.CIT , Mumbai

* (The Company has obtained Installment facility in respect of the Deferral dues and is regular in remitting the installments as stipulated.)

8. No amount is required to be transferred to Investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956.

9. The Company does not have accumulated losses exceeding fifty percent of its net worth. The company has not incurred cash loss during the year under review nor in the immediately preceding financial year.

10. The Company has not defaulted in repayment of dues to financial institution or banks or debenture holders.

11. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

12. According to the information and explanations given to us, the Company has not taken any term loan during the year under review.

13. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year under review.

For R.A.Kuvadia & Co. Chartered Accountants FRN: 105487W

R.A.Kuvadia Place: Mumbai (proprietor) Date: 11.05.2015 M.No. 40087


Mar 31, 2014

We have audited the accompanying financial statements of ASHOK ALCO CHEM LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and Cash Flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("the Act") (which continue to be applicable in respect of Section 133 of the Companies Act,2013 in terms of General Circular 15/2013 dated 13th September,2013 of the Ministry of Corporate Affairs) and in the accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give 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 of the Company as at March 31, 2014;

b) In the case of the Statement of Profit and Loss Account, of the PROFIT for the year ended on that date

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of section 227 (4A) of the Act, we state that the matters specified in paragraphs 4 and 5 of the said order

2. As required by section 227(3) of the Act, we report that:

a) 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;

b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

c) The Balance Sheet and Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the Balance Sheet and the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act (which continue to be applicable in respect of Section 133 of the Companies Act,2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs)

e) On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a Director in terms of Section 274 (1) (g) of the Act.

Annexure referred in paragraph 1 under '' Report on Other Legal and Regulatory Requirements'' section of our report of even date

1. (a) The Company is in the process of updating the records showing particulars, including quantitative details and situation of fixed assets;

(b) The fixed assets have been physically verified by the management & we are informed that no major discrepancies were noticed on such verification;

(c) In our opinion and according to the information and explanations given to us, during the year the Company has not disposed of substantial part of fixed assets and the going concern status of the Company is not affected.

2. (a) The stock of Finished Goods, Raw materials, Stores and consumables were physically verified by the Management at the year end;

(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management is 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 inventories. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the books of account.

3. In respect of loans granted or taken to/from Companies, firms or other parties in the register maintained under section 301 of the Companies Act, 1956.

(a) According to the information and explanations given to us, the Company has neither taken nor given unsecured loans (excluding Trade Advances) to/from parties covered in the register maintained under Section 301 of the Companies Act, 1956.

4. 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 Purchases of Inventory, Fixed Asset and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internals. There are certain operational areas, which needs improvement for which the company is taking necessary steps.

5. In respect of transactions entered in the register maintained in pursuance of section 301 of the Companies Act, 1956.

(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 Companies Act, 1956 have been entered in the register required to be maintained under that section;

(b) In our opinion and according to the information and explanation given to us, there are no contracts or arrangements that are required to be entered in the Register maintained in pursuance of section 301 of the Companies Act, 1956.

6. The Company has not accepted any deposits from public and as such provisions of Section 58A and the rules framed there under.

7. In our opinion the Company has an internal audit system commensurate with the size and nature of its Business.

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1) (d) of the Companies Act, 1956, and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

9. In respect of statutory and other dues:

(a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales tax, Wealth Tax, Service Tax, Customs duty, Excise Duty, Cess and other material statutory dues applicable to it.

(b) According to the records of the Company and subject to method of accounting consistently followed by it the undisputed amount payable to appropriate authorities in respect of -

Name of the Nature of Dues Amount Financial Year /s to Statute Rs in lacs which the amount relates

Sales Tax Assessment dues 199.21 1993-1994 To 2004-2005

Sales Tax * Deferral 16.34 1998-1999 to 2000-2001

Income Tax Act Demand Notice 45.76 1997-1998

Name of the Statute Forum where dispute is pending

Sales Tax Commissioner of Sales Tax

Sales Tax Commissioner of Sales Tax

Income Tax Act ITAT, Mumbai

* (The Company has obtained Installment facility in respect of the Deferral dues and is regular in remitting the installments as stipulated.)

10. The Company does not have accumulated losses exceeding fifty percent of its net worth. The company has not incurred cash loss during the year under review nor in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to financial institution or banks or debenture holders.

12. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

13. According to the information and explanations given to us the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4 (xiii) are not applicable to the Company.

15. The Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause 4 (xiv) are not applicable to the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan during the year under review.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, funds raised on short-term basis, prima facie, have been used during the year for long-term investments.

18. The Company has made any preferential allotment of Equity shares and fully convertible warrants to the promoter Company covered in the Register maintained under section 301 of the Act, are in accordance with the guidelines issued by the Securities and Exchange Board of India in this regard.

19. The Company has not raised any money through a public issue during the year.

20. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year under review.

For R.A. KUVADIA & Co. Chartered Accountants

(R. A. KUVADIA) Place: Mumbai Proprietor Date: 29.05.2014 M. No. 40087 FRN NO.: 105487W


Mar 31, 2013

1. Report on the Financial Statements

We have Audited the accompanying financial statements of ASHOK ALCO - CHEM LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

2. Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

3. Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our Audit. We conducted our Audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the Audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An Audit involves performing procedures to obtain Audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the Auditors'' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the Auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design Audit procedures that are appropriate in the circumstances. An Audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the Audit evidence we have obtained is sufficient and appropriate to provide a basis for our Audit opinion.

4. Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give 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 of the Company as at March 31, 2013;

b) In the case of the Statement of Profit and Loss, of the PROFIT for the year ended on that date; and

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

5. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a) 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;

b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books

c) The Balance Sheet, Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e) On the basis of written representations received from the Directors as on March 31, 2013, and taken on record by the Board of Directors, none of the Directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub- section (1) of section 274 of the Companies Act, 1956.



Annexure referred in paragraph 1 under '' Report on Other Legal and Regulatory Requirements'' section of our report of even date

1. (a) The Company is in the process of updating the records showing particulars, including quantitative details and situation of Fixed Assets;

(b) The Fixed Assets have been physically verified by the management & we are informed that no major discrepancies were noticed on such verification;

(c) In our opinion and according to the information and explanations given to us, during the year the Company has not disposed of substantial part of Fixed Assets and the going concern status of the Company is not affected.

2. (a) The stock of Finished Goods, Raw materials, Stores and consumables were physically verified by the Management at the year end;

(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management is 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 Inventories. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the Books of Account.

3. According to the information and explanations given to us, the Company has neither taken nor given unsecured loans to/from parties covered in the register maintained under Section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanation given to us, the existing internal control needs to be strengthened commensurate with the size of the Company and the nature of its Business with regard to purchases of inventory, Fixed Asset and with regard to the sale of goods. During the course of our Audit, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the internal control system.

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 Companies Act, 1956 have been entered in the register required to be maintained under that section;

(b) In our opinion and according to the information and explanations given to us, transactions made in pursuance of such contracts or arrangements exceeding value of Rupees Five Lacs have been entered into during the financial year at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from public and as such provisions of Section 58A and Rules made there under, coupled with directives issued by Reserve Bank of India are not applicable.

7. The Company has an Internal Audit system commensurate with the size and nature of its business

8. The Company has to maintain cost records pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1) (d) of the Companies Act, 1956, for its manufacturing activities and the same are proper as certified by the Cost Accountant appointed by the Company. We have however not made a detailed examination of the same.

9. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales tax, Wealth Tax, Service Tax, Customs duty, Excise Duty, Cess and other material statutory dues applicable to it.

(b) According to the records of the Company and subject to method of accounting consistently followed by it the undisputed amount payable to appropriate authorities in respect of -

Name of the Nature of Dues Amount Statute Rs in lacs

Sales Tax Assessment dues 199.21

Sales Tax * Deferral 37.95

Income Tax Act Demand Notice 37.87

Name of the Financial Year /s to Forum where dispute Statute which the amount relates is pending

Sales Tax 1993-1994 to 2004-2005 Commissioner of Sales Tax

Sales Tax* 1998-1999 to 2000-2001 Commissioner of Sales Tax

Income Tax Act 1998-1999 Mumbai High Court

* The Company has obtained Installment facility in respect of the Deferral dues and is regular in remitting the installments as stipulated.

10. The Company has accumulated losses in excess of free reserves. The Company has not incurred Cash Loss during the year under review.

11. The Company has not defaulted in repayment of dues to financial institution or banks or Debenture holders.

12. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

13. According to the information and explanations given to us the Company has not granted any loans or advances on the basis of security by way of pledge of Shares, Debentures and other securities.

14. In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Therefore, the provisions of clause 4 (xiii) are not applicable to the Company.

15. The Company has invested in Mutual Funds. The Company has maintained proper records of transactions and contracts and the same have been held in the name of the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan during the year under review. a. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, funds raised on short-term basis, prima facie, have been used during the year for long-term investments by the Company.

17. The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

18. The Company has not raised any money through a public issue during the year.

19. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year under review.

For R.A. KUVADIA & Co.

Chartered Accountants

(R. A. KUVADIA)

Place : Mumbai Proprietor

Date : 29.05.2013 M. No. 40087

FRN NO.: 105487W


Mar 31, 2012

We have audited the attached Balance Sheet of ASHOK ALCO CHEM LIMITED, as at 31st March, 2012 and also the Statement of Profit and Loss Account for the year ended on that date annexed thereto and Cash Flow Statement 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. Those 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 a 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 the 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 Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 (together the 'Order') issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we enclose in the Annexure, a statement on the matters specified in paragraphs 4 & 5 of the said order.

Further to our comments as 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 purposes of our audit.

2. In our opinion, proper books of account as required by law

have been kept by the Company so far as appears from our examination of those books;

3. The Balance Sheet and Statement of Profit and Loss dealt with by this report are in agreement with the books of accounts.

4. In our opinion, the Balance Sheet and Statement of Profit and Loss dealt with by this report are in agreement with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act 1956.

5. According to information & explanations given to us and on the basis of written representations received from the Directors of the Company & taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31st March, 2012 from being appointed as a Director in terms of clause (g) of subsection (1) of section 274 of the Companies Act, 1956.

6. In our opinion and to the best of our information and according to the explanations given to us, they said accounts subject to Note No. 1 for non provision of interest on sales tax dues aggregating to Rs. 66,67,265/- and read along with other notes to accounts give the information required by the Companies Act, 1956, in the manner so required and give 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 of the Company as at 31st March, 2012;

b) In the case of Statement of Profit and Loss Account, of the PROFIT for the year ended on that date, and

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

1. (a) The Company is in the process of updating the records

showing particulars, including quantitative details and situation of fixed assets;

(b) The fixed assets have been physically verified by the management & we are informed that no major discrepancies were noticed on such verification;

(c) In our opinion and according to the information and explanations given to us, during the year the Company has not disposed of substantial part of fixed assets and the going concern status of the Company is not affected.

2. (a) The stock of Finished Goods, Raw materials, Stores and consumables were physically verified by the Management at the year end;

(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management is 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 inventories. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the books of account.

3. (a) According to the information and explanations given to us, the Company has taken unsecured loans from one party covered in the register maintained under Section 301 of the Companies Act, 1956 and the maximum amount outstanding during the year was Rs. 21,33,800/- and outstanding at the yearend was Rs. 2,29,303/-and the terms and conditions of the loans are not prejudicial to the interest of the company.

(b) Deposits and advances given to parties listed under section 301 for use of the assets or otherwise are free of interest. The loans or advances in nature of loan from companies or parties listed in the register maintained under section 301 of Companies Act 1 956 are, prima facie, not prejudicial to the interest of the Company. There are no stipulations as to repayments of loans.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed asset and with regard to the sale of goods. During the course of our audit, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the internal control system.

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 Companies Act, 1956 have been entered in the register required to be maintained under that section; (b) In our opinion and according to the information and explanations given to us, transactions made in pursuance of such contracts or arrangements exceeding value of rupees five lacs have been entered into during the financial year at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from public and as such provisions of Section 58A and Rules made there under, coupled with directives issued by Reserve Bank of India are not applicable.

7. The Company has an internal audit system commensurate with the size and nature of its business

8. The company has to maintain cost records pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1) (d) of the Companies Act, 1956, for its manufacturing activities applicable to the Company for the year under review and the same are certified by the Cost Accountant appointed by the Company as proper.

9. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales tax, Wealth Tax, Service Tax, Customs duty, Excise Duty, Cess and other material statutory dues applicable to it.

(b) According to the records of the Company and subject to method of accounting consistently followed by it the undisputed amount payable to appropriate authorities in respect of -

Name of the Nature of Dues Amount Financial Year /s to Forum where dispute Statute Rs in lacs which the amount relates is pending

Sales Tax Assessment dues 3.92 1993-1994 Commissioner of Sales Tax

Sales Tax Assessment dues 25.17 2000-2001 Commissioner of Sales Tax

Sales Tax Assessment dues 35.17 2001-2002 Commissioner of Sales Tax

Sales Tax Assessment dues 45.46 2002-2003 Commissioner of Sales Tax

Sales Tax Assessment dues 12.53 2003-2004 Commissioner of Sales Tax

Sales Tax Assessment dues 24.12 2004-2005 Joint Commis sioner of Sales Tax

Sales Tax * Deferral 84.52 1993-1994 to 2000-2001 Commissioner of Sales Tax

Income Tax Act Demand Notice 26.30 1996-1997 ITAT, Mumbai

Income Tax Act Demand Notice 99.37 1997-1998 Mumbai High Court

* The Company has obtained Installment facility in respect of the Deferral dues and is regular in remitting the installments as stipulated.

10. The Company has accumulated losses in excess of free reserves. The company has not incurred cash loss during the year under review.

11. The Company has not defaulted in repayment of dues to financial institution or banks or debenture holders.

12. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

13. According to the information and explanations given to us the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4 (xiii) are not applicable to the Company.

15. The Company has invested in mutual funds. The Company has maintained proper records of transactions and contracts and the same have been held in the name of the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan during the year under review.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, funds raised on short-term basis, prima facie , have not been used during the year for long-term investments.

18. The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

19. The Company has not raised any money through a public issue during the year.

20. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year under review.

For R.A. KUVADIA & Co.

Chartered Accountants

(R.A. KUVADIA)

Place : Mumbai Proprietor

Date : 22.05.2012 M. No. 40087

FRN NO.: 105487W

 
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