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Auditor Report of Century Plyboards (I) Ltd.

Mar 31, 2016

1. We have audited the accompanying standalone financial statements of Century Plyboards (India) Limited (''the Company''), which comprise the Balance Sheet as at 31st March 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Standalone 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 standalone 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 judgements 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 standalone 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 thereunder. 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.

4. 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 judgement, 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. 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.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

6. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31st March 2016 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

7. As required by the Companies (Auditor''s Report) Order, 2016 (''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, a statement on the matters specified in the paragraph 3 and 4 of the Order.

8. 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 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 the written representations received from the directors as on 31st March 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2016 from being appointed as a director in terms of Section 164 (2) of the Act;

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in ''Annexure B''; and

g) 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 has disclosed the impact of pending litigations on its financial position in its financial statements as stated in Note 27 to the financial statements;

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

iii. There has been no delay in transferring amounts to the Investor Education and Protection Fund by the Company.

(Referred to in paragraph 7 with the heading ''Report on Other Legal and Regulatory Requirements'' section of our report of even date in respect to statutory audit of Century Plyboards (India) Limited for the year ended 31st March 2016)

We report that:

i. In respect of its fixed assets:

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

b) As explained to us, fixed assets have been physically verified during the year by the management at reasonable intervals and no material discrepancies have been noticed on such physical verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.

ii. As explained to us, inventories were physically verified during the year by the management at reasonable intervals and no material discrepancies were noticed on such verification.

iii. The Company has granted unsecured loans to its certain subsidiaries during the year, which are covered in the register maintained under section 189 of the Act,

a) In our opinion, the rate of interest and other terms and conditions on which the loans were granted to above subsidiaries were not, prima facie, prejudicial to the interest of the Company.

b) The subsidiaries have been regular in the payment of the principal and interest as stipulated.

c) There are no overdue amounts in respect of the loan granted to the subsidiaries as at the balance sheet date.

iv. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans and investments made.

v. According to information and explanations given to us, the Company has not accepted any deposits from public during the year.

vi. The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the product & services rendered by the Company.

vii. According to the information and explanations given to us and the records of the Company examined by us:

a) The Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Service Tax, duty of customs, duty of excise, value added tax, cess and other statutory dues, as applicable, to the appropriate authorities.

There are no arrears in respect of the aforesaid dues as at 31st March 2016 for a period of more than six months from the date they became payable.

b) The particulars of dues of income tax, sales tax, duty of excise, service tax, duty of customs, and value added tax have not been deposited by the Company on account of disputes are as follows:

Name of the Statute Nature of Dues Amount Period to which the Forum where dispute (Rs. In lacs) amount relates is pending

Various States Sales Sales Tax/ VAT 880.94 1999-2000, 2004-05 Assistant/Deputy Commissioner/ Joint/ Tax/VAT to 2015-16 Additional Commissioner/ Hon''ble High court at Andhra Pradesh/ Revisional Board/ The West Bengal Commercial Taxes Appellate/ Sales Tax Inspector

Central Sales Tax Act, Central Sales Tax 47.60 1990-92, 2004-05, Commissioner (Appeals) 1956 2010-11, 2012-13

The West Bengal Tax West Bengal Entry 1084.81 2012-13 to 2015-16 Hon''ble High court at Calcutta on Entry of Goods Into Tax Local Areas Act, 2012

Name of the Statute Nature of Dues Amount Period to which the Forum where dispute (Rs. In lacs) amount relates is pending

Odisha Entry Tax Act, Odisha Entry Tax 4.48 2011-12 & 2012-13 Additional Commissioner of Commercial 1999 Tax (Appeal), Odisha

Finance Act, 1994 Service Tax 525.18 2004-05, 2007-08 to Commissioner (Appeals)/ CESTAT/ 2014-15 Commissioner of Central Excise

Central Excise Act, Excise duty 299.28 2005-06 to 2007-08, Commissioner (Appeals)/ CESTAT 1944 2009-10 to 2013-14

Income Tax Act, 1961 Income Tax 79.82 2010-11 & 2012-13 Commissioner of Income Tax (A)

viii. According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not defaulted in repayment of loans or borrowings to any financial institution, bank or Government. The Company had neither any outstanding debenture at the beginning of the year nor has it issued any debenture during the year.

ix. The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) during the year. According to the information and explanation given to us by the management, term loans were applied for the purpose for which the loans were obtained.

x. According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

xi. According to the information and explanations give to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.

xiii. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

xiv. According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

xv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.

xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.

For Singhi & Co.

Chartered Accountants

Firm''s registration number: 302049E



Anurag Singhi

Place: Kolkata Partner

Dated: 10th of May, 2016 Membership number: 066274


Mar 31, 2015

We have audited the accompanying standalone financial statements of Century Plyboards (India) Limited ('the Company'), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone 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 of these standalone 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 standalone 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 standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31st 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 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 the written representations received from the directors as on 31st March, 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015 from being appointed as a director in terms of Section 164 (2) of the 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 information and according to the explanations given to us;

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements as stated in Note 26 and 36 to the financial statements;

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

iii. There has been no delay in transferring amounts to the Investor Education and Protection Fund by the Company.

Annexure to the independent Auditors' Report

The Annexure referred to in paragraph 1 with the heading "Report on other legal and regulatory requirements” of Our Report of even date to the members of Century Plyboards (India) Limited on the Financial Statements of the Company for the year ended 31st March, 2015.

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

(b) The fixed assets of the Company have been physically verified by the management and no material discrepancies have been noticed on such physical verification. In our opinion, the frequency of verification is reasonable.

2. (a) As explained to us inventories were physically verified during the year by the management at reasonable intervals.

(b) In our opinion and based on management representation, the procedures of physical verification of inventories followed by the management were 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 explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

3. According to the information and explanations given to us, the Company has not granted any loan secured/ unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Act. Consequently, the provisions of clauses iii (a) and iii (b) the Order are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us, and having regard to the specific terms and conditions in relation to purchase of goods from its subsidiaries, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventories, fixed assets and sale of goods and services. We have not observed any major weakness in the internal control system during the course of the audit.

5. The Company has not accepted any deposits from the public.

6. According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the products & services rendered by the Company.

7. (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues as applicable have been generally regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31st March 2015 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of wealth tax, duty of customs and cess which have not been deposited with the appropriate authorities on account of any dispute. However, according to information and explanations given to us, the following dues of income tax, sales tax, service tax, duty of customs, duty of excise and value added tax have not been deposited by the Company on account of disputes:

Name of the statute Nature of Amount the dues (Rs. in lacs)

Central Excise Act, Excise Duty 269.15 1944

Central Sales Tax Act, Central Sales 261,65 1956 Tax

Finance Act, 1994 Service Tax 576,94

Income Tax Act, 1961 Income Tax 70,15

Various States Value Added 384,55 Sales Tax/VAT Tax/ State Sales Tax

The West Bengal Tax Entry Tax 716,56 on Entry Of Goods Into Local Areas Act, 2012

Odisha Entry Tax Entry Tax 7,95 Act, 1999

Name of the statute Forum where dispute is pending

Central Excise Act, Commissioner Appeals/ CESTAT 1944

Central Sales Tax Act, The Hon'ble High Court of Madras/ 1956 The West Bengal Commercial Taxes Appellate & Revisional Board

Finance Act, 1994 Commissioner Appeals/ CESTAT/ Commissioner of Central Excise

Income Tax Act, 1961 C.l.T (A) / The Hon'ble High Court of Madras

Various States Assistant/Deputy Commissioner/Joint Sales Tax/VAT Commissioner/ The Hon'ble High court of Andhra Pradesh/Revisional Board/ The West Bengal Commercial Taxes Appellate/Sales Tax Inspector

The West Bengal Tax The Hon'ble High Court on Entry Of Goods Into of Calcutta Local Areas Act, 2012

Odisha Entry Tax Deputy Commissioner of Sales Tax, Act, 1999 Bhubaneswar II Circle, Bhubaneswar



Name of the statute Period to Which the amount relates

Central Excise Act, 2008-09, 2013-14 1944

Central Sales Tax Act, 1990-92, 2003-04 to 1956 2006-07, 2008-09

Finance Act, 1994 2008-09, 2009-10, 2012-13 to 2014-15

Income Tax Act, 1961 1994-95,2004-05 & 2005-06

Various States 1999-00, 2004-05 to Sales Tax/VAT 2014-15

The West Bengal Tax 2012-13, 2013-14 & on Entry Of Goods Into 2014-15 Local Areas Act, 2012

Odisha Entry Tax 2011-12 & 2012-13 Act, 1999

(c) According to the information and explanations given to us the amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules there under has been transferred to such fund within time,

8, The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year,

9, The Company has not defaulted in repayment of dues to financial institutions or banks, There were no debentures outstanding during the year,

10, According to the information and explanations given to us, the Company has given guarantee for credit facilities in ordinary course of business, the terms and conditions whereof, in our opinion, are not prima-facie prejudicial to the interest of the Company,

11, According to the information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained,

12, According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit,

For SINGHI & CO. Chartered Accountants Firm Registration No.302049E

(ANURAG SINGHI) 1-B, Old Post office Street,Kolkata Partner Dated, the 28th day of April, 2015 Membership No,066274


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Century Plyboards (India) Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2013 and the Statement of Profit & 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 accounting principles generally accepted in India, including 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.

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''sjudgement, 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, 2013;

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

(c) in the case of the Cash Flow Statement, of the 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, 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 and proper returns adequate for the purposes of our audit have been received from branches not visited by us. The Branch Auditor''s Report(s) in respect of Plywood units at Chennai, Karnal and Guwahati have been forwarded to us and have been appropriately dealt with ;

(c) The Balance Sheet, Statement of Profit & Loss, and Cash Flow Statement dealt with by this report are in agreement with the books of account and with the returns received from branches not visited by us;

(d) In our opinion, the Balance Sheet, Statement of Profit & Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) ofSection 211 ofthe CompaniesAct, 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 ofthe 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.

(Referred to in our report of even date to the members of the Century Plyboards (India) Limited as at and for the year ended 31st March, 2013)

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

(b) A part of the fixed assets have been physically verified by the management during the year, based on a phased programme of verifying all the assets over a period of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) 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) The Company is maintaining proper records of inventory and no material discrepancies were noticed on such physical verification.

(iii) (a) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the provisions of clauses 4(iii)(a) to (d) of the Order are not applicable to the Company and hence not commented upon.

(b) The Company has taken loans from 6 companies and a Director covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount outstanding against such loans during the year was Rs. 2,735.50 Lacs and the year-end balance due to such parties was Rs. NIL.

(c) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(d) There are no stipulations for repayment of the above loans but the same were stated to be repayable on demand. The above loans were fully repaid during the year and thus, there has been no default on the part of the Company. Further, interest on the above loans, as informed, was regularly paid by the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the Company in respect of these areas.

(v) (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 that need to be entered into the register maintained under the above section, have been so entered.

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

(vi) The Company has not accepted any deposit from the public within the preview of Section 58A and 58AA of the Companies Act, 1956 and the rules framed thereunder.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(viii) We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1) (d) of the Companies Act, 1956 in respect of its products and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

(ix) (a) Undisputed statutory dues including provident fund, investor education and protection fund, employees'' state insurance, income-tax, sales-tax, wealth-tax, service tax, custom duty, excise duty, and other material statutory dues have generally been regularly deposited with appropriate authorities though there had been slight delays in afew cases.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees'' state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other material undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding in respect of sales tax, income tax, custom duty, wealth tax, service tax, excise duty & cess on account of any dispute, are as follows :-

Name of Statute Nature of Dues Period to which the amount relates

Central Excise and Input Service Credit 2006-07 Customs Act, 1944 reversal and SAD reversal

Central Excise and Wrong availment & 2004-05, 2006-07 Customs Act, 1944 utilisation of Service to 2011-12 tax on GTA

Various State Sales Sales Tax / Penalty / 1990-1992,1999-00, Tax/VAT Act Interest 2001-02,2003-04 to 2010-11

Income Tax Act,1961 Various Income 1994-95,2005-06 Tax matters

Name of Statute Amount Forum where (Rs.in Lacs) dispute is pending

Central Excise and Customs Act,1944 249.66 CESTAT

Central Excise and Customs Act, 1944 546.78 Commissioner (Appeals)/ Additional Commissioner/ Deputy Commissioner

Various State Sales Tax/VAT Act 1,052.21 Asst./Additional Commissioner/Deputy Commissioner/Joint Commissioner/ Revision Board

Income Tax Act, 1961 216.04 Asst. commissioner/ Appellate Tribunal/ High Court

(x) The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current year and in the immediately preceding financial year.

(xi) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to any financial institutions or banks. There were no debentures outstanding during the year.

(xii) According to the information and explanations given to us and based on the documents and records produced 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) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society and therefore, the provisions of clause 4(xiii) of the Order are not applicable.

(xiv) In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable.

(xv) According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks, the terms and conditions whereof, in our opinion, are not prima-facie prejudicial to the interest of the Company.

(xvi) Based on information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long term investment.

(xviii)The Company has not made any preferential allotment of shares during the year to parties or companies covered in the register maintained under section 301 of the Companies Act, 1956.

(xix) The Company did not have any outstanding debentures during the year.

(xx) The Company has not raised any money through a public issue during the year.

(xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the year.

For S.R.Batliboi & CO. LLP

Chartered Accountants

Firm Registration Number: 301003E

per Bhaswar Sarkar

Place : Kolkata Partner

Date : July 8, 2013 Membership Number: 55596


Mar 31, 2012

1. We have audited the attached Balance Sheet of CENTURY PLYBOARDS (INDIA) LIMITED ("the Company") as at 31st March, 2012 and also the Statement of Profit & Loss and Cash Flow Statement for the year ended on that date, annexed thereto. 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.

2. We conducted our audit in accordance with the 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.

3. As required by the Companies (Auditor's Report) Order, 2003 (as amended) 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.

4. Attention is drawn to Note No. 38 regarding exchange fluctuation loss oft 921.78 Lacs (net)(previous year Rs. 11.73 Lacs) towards creditors/debtors pertaining to specific segments which has been included as unallocable expenses, which has no impact on profit for the year.

In respect of above, our report for the previous year was similarly modified.

5. Further to our comments in the Annexure referred to above :-

(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, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from sales branches not visited by us. The Branch Auditor's Report(s) in respect of Plywood units at Chennai, Karnal & Guwahati and Ferro Alloy unit at Meghalaya have been forwarded to us and have been appropriately dealt with;

(iii) The Balance Sheet, the Statement of Profit & Loss and Cash Flow statement dealt with by this report are in agreement with the books of account and with the audited returns from the branches as submitted to us;

(iv) In our opinion, the Balance Sheet, the Statement of Profit & Loss and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 except for the matter referred to in para 4 above;

(v) On the basis of written representations received from the directors as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2012 from being appointed as Director in terms of Clause (g) of sub-section (1) of Section 274 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 statements of account, except for our comments in para 4 above, which has no impact on the Company's profit for the year, 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 :-

(i) in the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2012;

(ii) in the case of the Statement of Profit & Loss, 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 OUR REPORT OF EVEN DATE TO THE MEMBERS OF CENTURY PLYBOARDS (INDIA) LIMITED AS AT AND FOR THE YEAR ENDED 31ST MARCH, 2012)

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

(b) A part of the fixed assets have been physically verified by the management during the year, based on a phased programme of verifying all the assets over a period of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) 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) The Company is maintaining proper records of inventory and no material discrepancies were noticed on such physical verification.

(iii) (a) The Company has granted loan to a Subsidiary Company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 2,300 Lacs and the year- end balance of loan granted to such party was Rs. NIL.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loan were not prima facie prejudicial to the interest of the Company.

(c) There was no stipulation for repayment of above loan but the same was stated to be repayable on demand. The above loan was fully received back during the year. The payment of interest on such loan had been regular.

(d) The Company has taken loans from five companies and a director covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount outstanding against such loans during the year was Rs. 3,782 Lacs and the year-end balance due to such parties was Rs. 300 Lacs.

(e) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(f) There are no stipulations for repayment of the above loans but the same are stated to be repayable on demand. The above loans were fully repaid during the year except loan from a director who has not demanded repayment of such loan during the year, and thus, there has been no default on the part of the Company. Further, interest on the above loans, as informed, was regularly paid by the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the Company in respect of these areas.

(v) (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 that need to be entered into the register maintained under the above section, have been so entered.

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

(vi) The Company has not accepted any deposit from the public within the preview of Section 58A and 58AA of the Companies Act, 1956 and the rules framed thereunder.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(viii) We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1) (d) of the Companies Act, 1956 in respect of Power Generation and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

(ix) (a) Undisputed statutory dues including provident fund, investor education and protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, and other material statutory dues have generally been regularly deposited with appropriate authorities though there had been slight delays in a few cases.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees' state insurance, income tax, wealth tax, service tax, sales tax, customs duty, excise duty, cess and other material undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding in respect of sales tax, income tax, custom duty, wealth tax, service tax, excise duty & cess on account of any dispute, are as follows :-

Name of the statute Nature of dues Period to whicht Amount Forum where amount relates (Rs. in Lacs) dispute is pending

Central Excise& Input Service credit 2006-07 & 359.17 CESTAT Customs Act,1944 reversal and 2007-08 SAD reversal

Central Excise & Availment & 2005-06 to 33.37 Commissioner Customs Act,1944 Utilisation of 2007-08 (Appeals) Service Tax on GTA

Various State Sales Tax/ Penalty/ 1999-00 & 327.14 Asst./Addit -ional Sales Tax / VAT Act Interest 2004-05 to Commissioner/ 2010-11 Deputy Commi -ssioner/ Joint Commis -sioner/ revision Board

Income Tax Act, 1961 Income Tax 2003-04 to 313.38 Commissioner 2004-05,2006-07 Appeals/ Appellate to 2007-08 Tribunal/ Highcourt

(x) The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current year and in the immediately preceding financial year.

(xi) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to any financial institutions or banks. There were no debentures outstanding during the year.

(xii) According to the information and explanations given to us and based on the documents and records produced 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) In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society and therefore, the provisions of clause 4(xiii) of the Order are not applicable.

(xiv) In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable.

(xv) According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks, the terms and conditions whereof, in our opinion, are not prima-facie prejudicial to the interest of the Company.

(xvi) Based on information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained, though idle funds of Rs. 1,000 Lacs which were not required for immediate utilization, has been invested in short term fixed deposits with the Bank and outstanding at the end of the year.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long term investment.

(xviii) The Company has not made any preferential allotment of shares during the year to parties or companies covered in the register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company did not have any outstanding debentures during the year.

(xx) The Company has not raised any money through a public issue during the year.

(xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the year.

For S.R.BATUBOI & CO.

Firm Registration Number: 301003E

Chartered Accountants

per R.K.AGRAWAL

Place :Kolkata a Partner

Date : 9th May, 2012 Membership No. : 16667


Mar 31, 2010

1. We have audited the attached Balance Sheet of CENTURY PLYBOARDS (INDIA) LIMITED as at 31st March, 2010 and also the Profit & Loss Account and Cash Flow Statement for the year ended on that date, annexed thereto. 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.

2. We conducted our audit in accordance with the 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.

3. As required by the Companies (Auditors Report) Order, 2003 (as amended) 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.

4. Attention is drawn to Note No. 18 on Schedule - Vregarding exchange fluctuation gain of Rs. 1,895.79 lacs (net) (previous year loss of Rs. 2,724.86 lacs) towards creditors / debtors pertaining to specific segments which has been included as unallocable expenses/income.

In the previous year our report was similiarly modified for the above:

5. Further to our comments in the Annexure referred to above :-

(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, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from sales branches not visited by us. The Branch Auditors Report(s) in respect of Plywood units at Chennai, Karnal & Guwahati and Ferro Alloy unit at Meghalaya have been forwarded to us and have been appropriately dealt with;

(iii) The Balance Sheet, Profit & Loss Account and Cash Flow statement dealt with by this report arc in agreement with the books of account and with the audited returns from the branches as submitted to us;

(iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 except for the matter referred to in para 4 above;

(v) On the basis of written representations received from the Directors as on 31 st March. 2010 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 st March, 2010 from being appointed as Director in terms of Clause (g) of sub-section (1) of section 274 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 statements of account, subject to para 4 above, which has no impact on the Companys profit for the year, 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 :- (i) in the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2010. (ii) in the case of Profit & 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 OUR REPORT OF EVEN DATE TO THE MEMBERS OF CENTURY PLYBOARDS (INDIA) LIMITED AS AT AND FOR THE YEAR ENDED 31ST MARCH, 2010]

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

(b) All fixed assets have not been physically verified by the management during the year but there is a regular programme of verification of all fixed assets over a period of 3 years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies were noticed on such verification.

(c) There was no substantial disposal of fixed assets during the year.

ii. (a) The management has conducted physical verification of inventory at reasonable intervals during the year

(b) 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) The Company is maintaining proper records of inventory and no material discrepancies were noticed on such physical verification.

iii. (a) The Company has granted loan to a Company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1,300 lacs and the year- end balance of loans granted to such party was Rs. Nil.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loan are not prima facie prejudicial to the interest of the Company.

(c) There were no stipulation for repayments in respect of above loan but the same was stated to be repayable on demand. However, the above loan was fully received back during the year. The payment of interest with respect to the above loan had been regular.

(d) The Company has taken loans from six companies covered in the register maintained under section 301 of the Companies Act, 1956. The maximum outstanding amount of such loans during the year was Rs. 5,637.71 lacs and the year-end balance due to such parties was Rs. 1,778.80 lacs.

(e) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(f) There are no stipulations for repayment of the above loans but the same are repayable on demand. As informed, the lenders have not demanded repayment of any such loan during the year and thus, there has been no default on the part of the Company. Further, interest on the above loans, as informed, was regularly paid by the Company.

iv. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system of the Company.

v. (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 that need to be entered into the register maintained under the above section, have been so entered (b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of such contracts or arrangements exceeding the value of Rupees five lakhs entered into during the financial year, are at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposit from the public.

vii. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

viii.We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956 in respect of Power Generation and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

ix. (a) The Company has generally been regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income-tax, sales-tax, wealth-tax, service tax, custom duty, excise duty, cess and other statutory dues with appropriate authorities though there had been slight delays in certain cases.

Further, since the Central Government has till date not prescribed the amount of cess payable under section 441 A of the Companies Act, 1956, we are not in a position to comment upon the regularity or otherwise of the company in depositing the same.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding in respect of sales tax, income tax, custom duty, wealth tax, service tax, excise duty & cess on account of any dispute, are as follows :-

Name of the statute Nature of Period to Amount Forum where dues which the amount relates (Rs. in lacs) dispute is pending

Various State Sales Tax 1990-91,1991-92 355.40 Assistant/ Additional

Sales Tax /VAT Penalty 2001-02 Commissioner/ Commissioner/

/VAT Act /Interest 2003-04 to 2008-09 Joint Commissioner

Income Tax Act, 1961 Income Tax 2003-04 to 2006-07 99.12 Commissioner Appeals/ Appellate Tribunal

Central Excise Act Excise duty 2004-05 to 2008-09 15.73 Commissioner of Appeals

x. The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current year and in the immediately preceding financial year.

xi. Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions or banks. There were no debentures outstanding during the year.

xii. According to the information and explanations given to us and based on the documents and records produced 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. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund /society and therefore, the provisions of clause 4(xiii) of the Order are not applicable.

xiv. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable.

xv. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

xvi. Based on the information and explanations given to us by the management, term loans were applied for the purpose for which these were obtained.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long term investment.

xviii. The Company has not made any preferential allotment of shares during the year to parties or companies covered in the register maintained under section 301 of the Companies Act, 1956.

xix. The Company did not have any outstanding debentures during the year.

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

xxi. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For S. R. BATLIBOI & CO.

Firm Registration No- 301003E Chartered Accountants

Per R. K. Agrawal

a Partner Membership No. 16667

Kolkata, 28th May 2010


Mar 31, 2000

We have audited the annexed Balance Sheet of Centuty Plyboards (India) Limited, Calcutta, as at 31st March, 2000 and the annexed Profit & Loss Account for the year ended on that date and report that:

I. (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) Proper books of accounts as required by law have been kept by the Company so far as it appears from our examination of such books.

(3) The reports on the accounts of the Branches, audited by Branch Auditors, have been appropriately dealt with by us in preparing our report.

(4) The Balance Sheet and Profit and Loss Account referred to in this report are in agreement with the books of accounts & comply with the Accounting Standard referred to in sub section 3(C) of section 211 of the companies Act 1956 to the extent applicable subject to the following:-

(i) Depreciation on revaluation of fixd assets has not been provided The impact of such non- provision on the fixed assets and Reserves & Surplus at the year end has not been ascertained.

(ii) No provision for Gratuity has been made in the accounts, which as per actuarial valuation comes to Rs.3564168/- (Previous year - Rs.2799081 /-) as a result the profit for the year has been overstated by Rs. 765087/-& total liability has been understated by Rs. 3564168/-.

(iii) Excise duty is not included in the closing inventory of Finished Goods lying in the Factory, value of which is not ascertained. However there is no impact on the Profit for the year.

(iv) Stock of finished goods has been valued at realisable value instead of " Lower of Cost or Market value " Impact of profit for the year and Closing Stock has not been ascertained.

(5) In our opinion and to the best of our information and according to the explanation given to us the said accounts subject to our obsersavations in Para 4 above and read with other notes in Schedule- R give the information required by the Companies Act, 1956 in the manner so required and give a true & fair view:

(i) in the case of the Balance Sheet of the state of affairs of the Company as at 31st March, 2000.

and

(ii) in the case of the Profit and Loss Account of the Profit of the Company for the year on that date.

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 (Paragraph 4 and 5 of the said Order) and on the basis of such checks as we have considered appropriate and according to the information and explanations given to us , we further report that:

1. The Company has maintained proper record showing full particulars including quantitative details and situation of Fixed Assets. As explained to us the fixed assets have been physically verified by the Management at reasonable intervals. No discrepancies were noticed on such verification.

2. Certain fixed assets have been revalued by an approved valuer as on 31st March,1992 on the basis of market value.

3. Physical verification has been conducted by the Management at reasonable intervals in respect of finished goods, stores and spare parts and raw materials.

4. In our opinion and according to the information and explanations given to us, the procedure of physical verfication of stock followed by the management is reasonable and adequate in relation to the size of the company and the nature of business.

5. No material discrepancy was noticed on physical verificiation of stocks as compared to book records.

6. On the basis of our examination, the valuation of stoks is fair and proper in accordance with the normally accepted accounting principles, except for valuation of finished goods, which has been valued at net realisable value instead of "lower of cost or net realisable value." Method of valuation of inventory other than finished goods has been changed from at Costto lower of cost or net realisable value to comply with AS-2 issued by ICAI. However , such change has no impact on the profit for the year and valuation of inventory.

7. The Company has taken unsecured loan from Directors & Companies listed in register maintained u/s 301.However, in our opinion, these are not primafacie prejudicial to the interest of the company.

8. The company has not granted any loan, secured or unsecured, to companies firms or other parties listed in the register maintained u/s 301. of the Act.

9. The company has given advances in the nature of interest free loans to its employees. Such advances are being recovered regularly as stipulated.

10. 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, for the purchase of stores, raw materials, including components, plant & machinery equipments and other assets and for the sale of goods.

11. The Company has not entered into transaction for purchase of goods & materials and the sale of goods, material & services with parties listed in the register maintained under section 301 of the Companies Act, 1956, aggregating during the year to Rs.50,000/- or more from each party.

12. As explained to us, the Company has a procedure to determine unserviceable or damaged stores, raw materials and finished goods and the same has been properly accounted for during the year.

13. The Company has not accepeted any deposits within the meaning of Section 58A of the Companies Act, 1956, and the rules framed thereunder.

14. No records for the sale of scrap has been maintained. As explained to us the maintenance of such records are time consuming and expensive in comparison to the gain accrued from it. The Compaaany has no by-product.

15. In our opinion the Companys present internal audit system is commensurate with the size and nature of its business.

16. The Central Government has not prescribed the maintenance of cost records u/s 209(1)(d) of the Companies Act, 1956, for the company.

17. On the basis of the examination of records and according to the information and explanations given to us, no undisputed amount payable in respect of Income Tax, Wealth Tax, Sales Tax, Customs Duty were outstanding as at the last day of the financial period concerned for a period of more than six months from the date they become payable .

18. The Company is regular in depositing Provident fund and Employees State Insurance dues with the appropriate authority and there is no arrear due at the end of the year.

19. On basis of our examination of records and according to the information and explanations given to us, no personal expenses have been charged to revenue account,

other than those payable under contractual obligation or in accordance with generally accepted business practice.

20. The Company is not a sick industrial company within the meaning of clause (o) of Sub Section (1) of Section (3) of the Sick Industrial Companies (Special Provision) Act, 1985.

21. As regards to trading activities there were no damaged goods at the end of the year.

22. Other clauses of the order are not presently applicable to the Company.

For ASHOK KEDIA & CO Chartered Accountants

A.K.Kedia Partner

4, Gangadhar Babu Lane, Calcutta 700 012

Dated: 26th June 2000

 
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