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Auditor Report of Bang Overseas Ltd.

Mar 31, 2015

1. We have audited the accompanying standalone financial statements of Bang Overseas Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit & Loss and Cash Flow Statement for the year then ended, and summary of significant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

2. 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 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 includes maintenance of adequate accounting records in accordance with the provisions ofthe 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

3. Our responsibility is to express an opinion on these financial statements based on our audit.

4. We have taken in account the provision of the Act, the accounting and auditing standards and matters which required to be included in the audit report under the provisions of the Act and Rules made there under.

5. 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 of material misstatement.

6. 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 auditors consider internal financial control relevant to the Company's preparation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expression an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation ofthe financial statements.

7. 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

8. 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 accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2015, and its profit/loss and its cash flow for the year ended on that date.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

9. 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 Companies Act, 2013, we give in Annexure a statement on matters specified in paragraphs 3 and 4 of the said order.

10. As required by Section 143 (3) ofthe 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 Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

(d) In our opinion, the aforesaid standalone 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 written representations received from the directors as on March 31, 2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as a director in terms of section 164 (2) ofthe Act.

(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 knowledge and belief and according to the information and explanation given to us:

i. The Company has disclosed the pending litigations in its financial statements, which impacts its financial position (Refer Note No. 29 (a)).

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

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

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

Bang Overseas Limited (Referred to in paragraph 9 of our report of the even date)

(i) In respect of fixed assets:

(a) The Company has maintained records for fixed assets, but it is not showing full particulars, including quantitative details and situation of fixed assets except for the manufacturing unit.

(b) According to the information and explanation given to us, the fixed assets of the Company have not been physically verified by the management at reasonable intervals:

(ii) (a) As explained to us, the inventories have been physically verified by the management during the year.

(b) In our opinion and according to the information and explanation given to us, the procedures of physical verification 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 has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventory as compared to the book records.

(iii) The company has not granted any loans to the parties covered in the register maintained under Section 189 of the Companies Act, 2013. Hence, the question of reporting whether the receipt of principal and interest are regular and, whether reasonable steps of recovery of over dues of such loans are taken does not arise.

(iv) 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 nature of it's business for the purchase of Inventory and Fixed assets and sale of goods. During the course of our audit, we have not observed any continuing failure to correct measure weaknesses in such internal controls.

(v) Based on our scrutiny of the Company's records and according to the information and explanations provided by the management, in our opinion, the company has not accepted any loans or deposits which are 'deposits' within the meaning of Rule 2(b) of the Companies (Acceptance of Deposit's) Rules, 2014.

(vi) We have been informed by the management, no cost records have been prescribed under Section 148(1) of the Companies Act, 2013 in respect of products manufactured by the Company.

(vii) (a) According to the records of the Company, the Company is regular in depositing undisputed statutory dues including provident fund, employees' state insurance, income tax, sales tax, service tax and custom duty have generally been regularly deposited with the appropriate authorities.

(b) According to the information and explanation given to us, there are no dues of income tax, provident fund, service tax and other material statutory dues which have not been deposited with appropriate authorities on account of any disputes, except, dispute in respect of Income Tax of Rs. 246.74 Lacs under Income Tax Act, 1961 pending before The Commissioner of Income Tax (Appeals).

(c) The Company is not required to transfer any amount to Investor Education and Protection Fund in accordance with the provisions of the Companies Act, 2013 and Rules there under.

(viii) The Company has accumulated losses at the end of the financial year and has incurred cash loss during the financial year covered by our audit and also in immediately preceding financial year. However accumulated losses at the end of financial year are less than fifty percent of its net worth.

(ix) According to records of the Company, examined by us and information and explanation given to us, the company has not defaulted in repayment of dues to any financial institution or bank as at the balance sheet date.

(x) According to the records of the Company and the information and explanation provided by the management, the terms and conditions of the guarantees given by the Company for loans taken by others from bank during the year are not prejudicial to the interest of the Company.

(xi) According to the records of the Company, the Company has not obtained any term loans. Hence, comments under the clause are not called for.

(xii) Based on our audit procedures performed and according to the information and explanation given to us by the management no fraud on or by the Company has been noticed or reported during the course of our audit.

For Rajendra K. Gupta & Associates Chartered Accountants Firm Registration No: 108373W

Rajendra Kumar Gupta Partner Membership No: 9939

Place: Mumbai Date: 30 May 2015


Mar 31, 2014

We have audited the accompanying financial statements of Bang Overseas Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit & Loss and Cash Flow Statement for the year then ended, and summary of significant accounting policies and other explanatory information, which we have signed under reference to this report.

MANGEMENTS 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 of India (the "Act") read with the General Circular No. 15 / 2013 dated September 13, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013. 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.

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 of 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 auditors consider 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 accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India:

(a) in the case of Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

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

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

REPORT ON OTHER LEGAL & REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor''s Report) Order, 2003 as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act (hereinafter referred to as the ''Order'') and on 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 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 Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the accounting standards notified under the Act, read with General Circular No. 15 /2013 dated September 13, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013;

(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, we report that none of the directors is disqualified as on March 31,2014 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 of the Act.

(i) In respect of fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets

(b) According to the information and explanation given to us, the fixed assets of the Company has been physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification:

(c) The fixed assets disposed off during the year does not constitute a substantial part of fixed assets of the Company and such disposal in our opinion has not affected the going concern status of the Company.

(ii) In respect of inventories:

(a) As explained to us, the inventories have been physically verified by the management during the year.

(b) In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business;

(c) In our opinion and according to the information and explanation given to us, the Company has maintained proper records of inventories. No material discrepancies were noticed on the physical verification done by the management.

(iii) In respect of loans taken / granted:

(a) According to the information and explanation given to us, the Company has taken unsecured loans during the year from two parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount due on such unsecured loans during the year is Rs.2, 59,62,085/- and the year end balance is Rs. 2,40,06,685/-

(b) According to the information and explanation given to us, the Company has granted unsecured loan during the year to two parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount receivable on such unsecured loan during the year is Rs. 1,92,57,095/- and the year end balance is Rs. 42,57,095/-

(c) In our opinion the terms and conditions on which the loan has been taken by / granted to the Company are not prima facie prejudicial to the interest of the Company.

(d) The Company is regular in repaying principal amount and interest as stipulated.

(iv) 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 nature of it''s business forthe purchase of Inventory and Fixed assets and sale of goods. During the course of our audit, we have not observed any continuing failure to correct measure weaknesses in such internal controls.

(v) In respect of register maintained under Section 301 of the Companies Act, 1956:

(a) Based on the information and explanations given to us, the transaction pertaining to contracts and arrangements that need to be entered in to a register in pursuance of Section 301 of the Companies Act, 1956 have been so entered.

(b) According to information and explanation given to us, the transactions made in pursuance of such contract or arrangement entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs.5,00,000/- or more in respect of any party have been made at prices which are reasonable having regards to the prevailing market prices.

(vi) In our opinion, and according to the information and explanation given to us, the Company has not accepted any deposit from public and therefore the provisions of Section 58 and 58AAof the Companies Act, 1956 and Rules there under are not applicable to the Company.

(vii) In our opinion, the internal audit functions carried out during the year by the Internal Auditor have been commensurate with the size of the Company and nature of it''s business.

(viii) We have broadly reviewed the books of accounts maintained by the Company in respect of products where, pursuant to the rules made by Central Government of India, the maintenance of cost records has been prescribed under clause (d) of sub-section (1) of Section 209 of the Act, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not made a detailed examination of the records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company is regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, service tax and custom duty have generally been regularly deposited with the appropriate authorities.

According to the information and explanation given to us, there was no undisputed amount payable in respect of statutory dues were in arrears as at 31st March, 2014 for a period of more than 6 months from the date they became payable.

According to the information and explanation given to us, there are no dues of income tax, provident fund, service tax and other material statutory dues which have not been deposited with appropriate authorities on account of any disputes, except, dispute in respect of Income Tax of Rs. 246.74 Lacs under Income Tax Act, 1961 pending before The Commissioner of Income Tax (Appeals).

(x) The Company does not have any accumulated losses at the end of the financial year and has incurred cash loss during the financial covered by our audit but not in the immediately preceding financial year.

(xi) Based on our audit procedures and the information and explanation given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to bank.

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

(xiii) The Company is not a nidhi / mutual benefit fund / society.

(xiv) In our opinion the Company is not a dealer or trader in shares, securities, debentures and other investments. All the Investments made by the Company are in the name of the Company.

(xv) According to the information and explanation given to us, the Company has given guarantee of Rs. 456 Lacs for loans taken by Subsidiary Companies from banks.

(xvi) According to the records of the Company, and as per the information and explanation given to us the Company has not taken the term loan and hence provision of clause 4(xvi) of the order is not applicable.

(xvii) Based on the information and explanation given to us and over all examination of Balance Sheet of the Company, in our opinion, there are no funds raised on a short term basis which have been used for long term investment and vice versa.

(xviii) 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.

(xix) The Company has not issued any debentures.

(xx) During the year, the Company has not raised any money by public issue of Equity Shares.

(xxi) To the best of our knowledge and belief and according to the information and explanation given to us no fraud on or by the Company has been noticed or reported during the course of our audit.

For Rajendra K.Gupta & Associates Chartered Accountants Firm Registration No: 108373W

Rajendra Kumar Gupta Partner Membership No: 9939

Place: Mumbai Date: 30th May, 2014


Mar 31, 2013

1. We have audited the accompanying fnancial statements of Bang Overseas Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2013, the Statement of Proft & Loss and Cash Flow Statement for the year then ended, and summary of signifcant accountng policies and other explanatory informaton, which we have signed under reference to this report.

2. The Company''s Management is responsible for the preparaton of these fnancial statements that give a true and fair view of the fnancial positon, fnancial performance and cash fows of the Company in accordance with the Accountng Standards referred to in sub-secton (3C) of Secton 211 of the Companies Act, 1956 of India (the "Act"). This responsibility includes the design, implementaton and maintenance of internal control relevant to the preparaton and presentaton of the fnancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

3. Our responsibility is to express an opinion on these fnancial statements based on our audit. We conducted our audit in accordance with the standards on Auditng issued by the Insttute 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 fnancial statements are free of material misstatement.

4. An audit involves performing procedures to obtain audit evidence, about the amounts and disclosures in the fnancial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the fnancial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the Company''s preparaton and fair presentaton of the fnancial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluatng the appropriateness of accountng policies used and the reasonableness of the accountng estmates made by Management, as well as evaluatng the overall presentaton of the fnancial statements. We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion.

5. In our opinion, and to the best of our informaton and according to the explanatons given to us, the accompanying fnancial statements give the informaton required by the Act in the manner so required and give a true and fair view in conformity with accountng principles generally accepted in India:

(a) in the case of Balance Sheet, of the state of afairs of the Company as at March 31, 2013;

(b) in the case of Statement of Proft and Loss, of the Proft for the year ended on that date; and

(c) in the case of Cash Flow Statement, of the cash fows for the year ended on that date.

6. As required by the Companies (Auditor''s Report) Order, 2003 as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-secton (4A) of secton 227 of the Act (hereinafer referred to as the ''Order'') and on such checks of the books and records of the Company as we considered appropriate and according to the informaton and explanatons given to us, we give in the Annexure a statement on the maters specifed in paragraphs 4 and 5 of the order.

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

(a) We have obtained all the informaton and explanatons 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 examinaton of those books;

(c) The Balance Sheet, Statement of Proft and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

(d) In our opinion, the Balance Sheet, Statement of Proft and Loss and Cash Flow Statement dealt with by this report comply with the accountng standards referred to in sub-secton (3C) of secton 211 of the Act;

(e) On the basis of writen representatons received from the directors as on March 31,2013 and taken on record by the Board of Directors, we report that none of the directors is disqualifed as on March 31,2013 from being appointed as a director in terms of clause (g) of sub secton (1) of secton 274 of the Act.

(f) Since the Central Government has not issued any notfcaton as to the rate at which the cess is to be paid under secton 441A of the Companies Act, 1956 nor has it issued any Rules under the said secton, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.



ANNEXURE TO THE AUDITORS'' REPORT

(Referred to in paragraph 6 of our report of the even date)

(i) In respect of fxed assets:

(a) The Company has maintained proper records showing full partculars, including quanttatve details and situaton of fxed assets.

(b) According to the informaton and explanaton given to us, the fxed assets of the Company have been physically verifed by the management at reasonable intervals and no material discrepancies were notced on such verifcaton:

(c) The fxed assets disposed of during the year does not consttute a substantal part of fxed assets of the Company and such disposal in our opinion has not afected the going concern status of the Company.

(ii) In respect of inventories:

(a) As explained to us, the inventories have been physically verifed by the management during the year.

(b) In our opinion and according to the informaton and explanaton given to us, the procedures of physical verifcaton of inventory followed by the management are reasonable and adequate in relaton to the size of the Company and the nature of its business;

(c) In our opinion and according to the informaton and explanaton given to us, the Company has maintained proper records of inventories. No material discrepancies were notced on the physical verifcaton done by the management.

(iii) In respect of loans taken / granted:

(a) According to the informaton and explanaton given to us, the Company has taken unsecured loans during the year from three partes covered in the register maintained under Secton 301 of the Companies Act, 1956. The maximum amount due on such unsecured loans during the year is Rs.7, 82,64,309/- and the year end balance is Rs. 7,89,56,021/- (b) According to the informaton and explanaton given to us, the Company has granted unsecured loan during the year to one party covered in the register maintained under Secton 301 of the Companies Act, 1956. The maximum amount receivable on such unsecured loan during the year is Rs. 40,08,630/- and the year end balance is Rs. 40,08,630/- (c) In our opinion the terms and conditons on which the loan has been taken by / granted to the Company are not prima facie prejudicial to the interest of the Company.

(d) The Company is regular in repaying principal amount and interest as stpulated.

(iv) In our opinion, and according to the informaton and explanatons given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of it''s business for the purchase of Inventory and Fixed assets and sale of goods. During the course of our audit, we have not observed any contnuing failure to correct measure weaknesses in such internal controls.

(v) In respect of register maintained under Secton 301 of the Companies Act, 1956:

(a) Based on the informaton and explanatons given to us, the transacton pertaining to contracts and arrangements that need to be entered in to a register in pursuance of Secton 301 of the Companies Act, 1956 have been so entered.

(b) According to informaton and explanaton given to us, the transactons made in pursuance of such contract or arrangement entered in the register maintained under Secton 301 of the Companies Act, 1956 and aggregatng during the year to Rs.5,00,000/- or more in respect of any party have been made at prices which are reasonable having regards to the prevailing market prices.

(vi) In our opinion, and according to the informaton and explanaton given to us, the Company has not accepted any deposit from public and therefore the provisions of Secton 58 and 58AA of the Companies Act, 1956 and Rules there under are not applicable to the Company.

(vii) In our opinion, the internal audit functons carried out during the year by the Internal Auditor have been commensurate with the size of the Company and nature of it''s business.

(viii) We have broadly reviewed the books of accounts maintained by the Company in respect of products where, pursuant to the rules made by Central Government of India, the maintenance of cost records has been prescribed under clause (d) of sub-secton (1) of Secton 209 of the Act, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examinaton of the records with a view to determine whether they are accurate or complete.

(ix) According to the informaton and explanatons given to us and on the basis of our examinaton of the books of account, the Company is regular in depositng undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, service tax and custom duty have generally been regularly deposited with the appropriate authorites, except slight delay at few instances.

According to the informaton and explanaton given to us, there was no undisputed amount payable in respect of statutory dues were in arrears as at 31st March, 2013 for a period of more than 6 months from the date they became payable.

According to the informaton and explanaton given to us, there are no dues of income tax, provident fund, service tax and other material statutory dues which have not been deposited with appropriate authorites on account of any disputes.

(x) The Company does not have any accumulated losses at the end of the fnancial year and has not incurred cash losses during the fnancial covered by our audit and the immediately preceding fnancial year.

(xi) Based on our audit procedures and the informaton and explanaton given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to bank.

(xii) According to the informaton and explanatons given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securites.

(xiii) The Company is not a nidhi / mutual beneft fund / society.

(xiv) In our opinion the Company is not a dealer or trader in shares, securites, debentures and other investments. All the Investments made by the Company are in the name of the Company.

(xv) According to the informaton and explanaton given to us, the Company has not given any guarantee for loans taken by others from banks or fnancial insttutons.

(xvi) According to the records of the Company, and as per the informaton and explanaton given to us the Company has not taken the term loan and hence provision of clause 4(xvi) of the order is not applicable.

(xvii) Based on the informaton and explanaton given to us and over all examinaton of Balance Sheet of the Company, in our opinion, there are no funds raised on a short term basis which have been used for long term investment and vice versa.

(xviii) The Company has not made any preferental allotment of shares to partes and Companies covered in the Register maintained under secton 301 of the Act.

(xix) The Company has not issued any debentures.

(xx) During the year, the Company has not raised any money by public issue of Equity Shares.

(xxi) To the best of our knowledge and belief and according to the informaton and explanaton given to us no fraud on or

by the Company has been notced or reported during the course of our audit.

For Rajendra K Gupta & Associates

Chartered Accountants

Firm Registraton No.: 108373W

Rajendra Kumar Gupta

Partner

Membership No. 9939

Place: Mumbai

Date : 30th May 2013


Mar 31, 2010

1. We have audited the attached Balance Sheet of Bang Overseas Limited as at 31 March, 2010 and also the Profit and

2. We have conducted our audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that plan and disclosures in the financial statements. An audit also includes, assessing the accounting principles used and we believe Companies Act 1956, we enclosed in the Annexure a statement on the matter specified in paragraphs 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph (3) above, we report as follows:

a) we have obtained all the information and explanations, which to the best of our knowledge

b) in our opinion, proper books of account as required by law have been kept by the Company so far as appears

c) the Balance Sheet and Profit and Loss Account and Cash Flow Statement dealt with by this report are in

e) on the basis of the written representation received from the directors, and taken on record by the Board of Directors, as on 31 March 2010, we report that, none of the directors is disqualified as on 31 March 2010 from being appointed as a director In ,terms of Cause (g) of the sub-section (1, of the Section 274 of the Companies

f) in our opinion and to the best of our information by 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;

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 3I March, 2010;

ii) in the case of Profit and Loss Account, of the profit of the Company for the year ended on that date;and

iii) in the case of Cash Flow Statement. of the cash flows for the year ended on that date

ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 3 of our report of the even date)

(i) In respect of fixed assets:

(a) The company has maintained proper records showing full particulars including quantitative details and

(b) the fixed assets of the company by the management at reasonable intervals and

(c) During the year, the Company has disposed off a part of the fixed assets. Based on the information and

(ii) In respect of inventories:

(a) As explain to us, the inventories have been physically verified by the management during the year.

(b) In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business;

(c) In our opinion and according to the information and explanation given to us, the Company has maintained proper records of inventories.

(iii) In respect of loans taken /granted:

(a) According to the information and explanation given to us, the Company has taken unsecured loans from one company and eleven parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount due during the year is Rs. 2 2,81,2 6,206 and the year end balance is Rs. 20,02,08,205/-

(b) According to the information and explanation given to us, the Company has not granted loans to the Companies firms, directors and the other parties covered in the register maintained under section 301

(c) In our opinion the terms and conditions on which the loan has been ,taken by the Company area not prima facie

(d) The Company is regular in repaying principal amount and interest as stipulated.

(iv) In our opinion, and according to the information and explanations given to us, there are adequate internal control

(v) lnrespectofregistermaintainedunderSection301oftheCompaniesAct,1956:

(a) Based on the information and explanations given to us, the transaction pertaining to contracts and arrangements that need to be entered in to a register in pursuance of Section 301 of the Companies Act, 1956 have been so entered.

(b) According to information and explanation given to us, the transactions made in pursuance of such contract or arrangement entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregation during of any party have been made at * prices which

(vi) The Company has not accepted any deposit as referred to in Section 58A and 58AA of the Companies Act, 1956. We are informed that no order relating to the Company has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vii) In our opinion, the internal audit functions carried out during the year by the Internal Auditor have been commensurate with the size of the Company and nature of its business.

(Viii) As informed ofVheC^ of cost records under section 209 (1) (d)

(ix) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company is regular in depositing undisputed statutory dues including provident funds / employees appropriate regularly deposited with

(Xi) Based on our audit procedures and the information and explanation give by the management, we are of the opinion

(xii) According to the information and explanations given to us the Company has not granted loans and advances on the

(xiii) The Company is not a nidhi / mutual benefit fund / society.

(xiv) In our opinion the Company is not a dealer or trader in shares, securities, debentures and other investments. All the Investments made by the Company are in the name of the Company.

(xv) The Company has given guarantee of Rs. 700,00,000/- for loans taken by its Subsidiary Vedanta Creations Ltd. from The Hongkong and Shanghai Banking Corporation Limited.

(xvi) In our opinion and according to the explanation given, overall basis the term loan were applied for the purpose for which they were raised.

(xvii) Based on the information and explanation given to us and over all examination of Balance Sheet of the Company, in our opinion, there are no funds raised on a short term basis which have been used for long term investment and vice

(xviii)The Company has not made any preferential allotment of shares to parties and Companies covered in the Register

(xix) The Company has not issued any debentures.

(XX) financial statement issue during the year and the same is disclosed in not notes to the

(XXi) To the best of our knowledge and t^Com^an^ explanation given to us no fraud on or

For Rajendra K.Gupta & Asociates

Firm Registration No: 108373W

Rajendra Kumar Gupta

Membership No: 9939



 
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