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Auditor Report of Evergreen Textiles Ltd.

Mar 31, 2014

We have audited the accompanying financial statements of EVERGREEN TEXTILES LIMITED (the Company), which comprise the Balance Sheet as at 31st March, 2014, the Statement of Profit & Loss and 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 Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (''The Act'') read with the General Circular 15/2013 dated 13 September 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 mis-statement, 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 the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material mis-statement.

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 mis-statement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the 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, but not for the purpose of expressing an opinion on the effectiveness of the Entity''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the 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 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 31st March 2014;

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

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

Report on other Legal and Regulatory requirements

As required by the Companies (Auditor''s Report) Order, 2003 (''The Order") (as amended), issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, 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 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:

b) Since the company does not have any branches, the report on the accounts of the branch offices audited by the other auditor under section 228(3)(c) of the Companies Act, 1956 is not applicable.

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

d) In our opinion, the Balance Sheet, Statement of Profit & Loss and Cash Flow Statement comply with the Accounting Standards referred to in Sub Section (3C) of Section 211 of Companies Act. 1956 read with the General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e) On the basis of the written representations received from the Directors as on 31st March, 2014, and taken on record by the Board of Directors, none of the Directors are disqualified as on 31st March, 2014 from being appointed as a Director in terms of clause (g) of Sub Section (1) of Section 274 of the Companies Act, 1956;

ANNEXURE REFERRED IN AUDITOR''S REPORT TO THE MEMBERS OF EVERGREEN TEXTILES LIMITED IN PARAGRAPH 1 IN THE REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS FOR THE YEAR ENDED 31ST MARCH 2014.

I. a) The Company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

b) As explained to us, all the fixed assets have been physically verified by the management during the year. Which in our opinion is reasonable, having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such physical verification.

c) In our Opinion, the Company has not disposed a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. As informed, the Company does not have any inventory and hence, clause 4(ii) (a) (b) & (c) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable.

3. a) The Company has not given any loans during the year to the Companies, Firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956, hence clause 4(iii)(a) to (c ) of the Companies (Auditor''s Report) Order,2003 (as amended) are not applicable.

b) The Company has not taken any loans during the year from the Companies, Firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956, hence clause 4(iii)(e) to (g) of the Companies (Auditor''s Report) Order,2003 (as amended) are not applicable.

4. 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 with regard to the purchase of inventory, and fixed assets and for the sale of goods & services, if any. During the course of our audit, we have not observed any major weaknesses in the internal control systems of the company.

5. a) According to the information and explanations given to us, and based on the audit procedures applied by us, we have not found any transactions that needed to be entered in the register maintained Under Section 301 of the Companies Act, 1956.

b) There are no transactions made for purchase or sale of goods and services exceeding the value of five lakh rupees in respect of any party listed in the register maintained under section 301 of the Companies Act, 1956.

6. According to the information and explanations given to us, the Company has not accepted any deposits from the Public within the meaning of Section 58A and 58AA of the Companies Act, 1956, hence clause 4(vi) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

7. While the Company has no formal internal audit system during the year under review the Directors of the company have always kept adequate vigilance over the day to day transactions of the company and over the proper maintenance of the basic records and Books of Accounts of the company.

8. According to the information and explanations given to us, The Central Government has not prescribed the maintenance of cost records under clause (d) of sub section (1) of section 209 of the Act for any of the products of the company.

9. a) According to the information and explanations given to us and according to the records examined by us, in our opinion the Company is regular in depositing all its undisputed statutory dues relating to Provident fund, Investor Education & Protection fund, Employees State Insurance, Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom duty, Excise duty, and Other material Statutory dues as applicable with appropriate authorities except Excise duty of Rs.5,35,24,282

b) The details of disputed dues of Sales Tax, Service Tax, Income Tax, Wealth Tax, custom Duty, Excise duty and Cess, which have not been deposited, are as under :

Name of the Statute Forum where As at As at dispute is 31.03.14 31.03.13 pending (Rs in Lacs) (Rs in Lacs) 1 Central Excise Appellate Tribunal 428.26 428.26

2 Sales Tax Sales Tax Tribunal 18.45 18.45

10. The Company''s accumulated losses at the end of the financial year 31.03.2014, are more than fifty percent of its net worth. The company has incurred cash losses in the current year and has also incurred cash losses in the immediately preceeding financial year.

11. According to the records of the Company examined by us and the information and explanations given to us, since the Company has no borrowings from financial institutions / banks I or debenture holders, hence clause 4(xi) of the Companies (Auditor''s Report) Order,2003 (as amended) are not applicable.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities: hence clause 4(xii) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

13. In our opinion and according to the explanation available the Company is not a chit fund/ nidhi/ mutual benefit fund / society, hence clause 4(xiii) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable.

14. In our opinion the Company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further such securities have been held by the Company in its own name or in the process of transfer in its name.

15. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions, during the year. Hence clause 4(xv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

16. The Company has not obtained any term loans during the year, hence clause 4(xvi) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

17. According to the information and explanations given to us and on an overall examination of the Financial Statement of the company, there are no funds raised on short term basis which have been used for long term Investment, hence clause 4(xvii) of the Companies (Auditor''s Report) Order,2003 (as amended) are not applicable.

18. The company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act during the year, hence clause 4(xviii) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable.

19. The company has not issued any debentures during the year, and does not have any debentures outstanding as at the year end, hence clause 4(xix) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

20. The company has not raised any money by public issues during the year, hence clause 4(xx) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

21. During the course of our examinations of the books and records of the company, carried out in accordance with generally accepted auditing practices in India; and according to the information and explanations given to us by the management, we have neither come across any instance of fraud on or by the company, noticed or reported during the year nor have been informed of any such case by the management.

For S.K.BHAGERIA & ASSOCIATES Chartered Accountants (Firm Registration No: 112882W)

(S.K.BHAGERIA) PARTNER Membership No 41404

PLACE: MUMBAI

DATE: 30.05.2014


Mar 31, 2012

1) We have audited the attached Balance Sheet of EVERGREEN TEXTILES LIMITED ("The Company") as at 31 st March, 2012 and also the Profit & Loss Account and Cash flow statement of the company for the year ended on that date annexed thereto (together referred to as financial statements'). 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 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 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 by the Companies (Auditor's Report) (Amendment) Order, 2004 (together to the order), Issued by the Central Government of India in terms of sub- section (4A) of Section 227 of the Companies Act, 1956 of India (the 'Act") and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanation given to us, we give in the annexure a Statement on the matters specified in paragraphs 4 and 5 of the said Order.

4) Further to the above

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary forthe purpose of oc* 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 such books of the company.

c) The Balance Sheet, Profit & Loss Account and the Cash Flow statement dealt with by this report are in agreement with the Books of Accountof the company.

d) In our opinion, the Balance Sheet and the Profit & Loss Account comply with the Accounting Standards referred to in Sub Section (3C) of Section 211 of CompaniesAct, 1956.

e) On the basis of the written representations received from

the Directors and taken on record by the Board of Directors, we report that none of the Directors are disqualified as on 31st March, 2012 from being appointed as a Director in terms of clause (g) of Sub Section (1) of Section 274 of the CompaniesAct, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements together with significant accounting policies & notes thereon, give the Information required by the Companies Act, 1956 in the manner so required and present a true and fair view In conformity with the accounting principles generally accepted In India :-

(1) tn the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March 2012.

(il) In the case of statement of the Profit and Loss Account, of the Loss forthe year ended on that date; and

(iii) In the case of Cash flow Statement, of the Cash flowfor the year ended on that date.



ANNEXURE REFERRED IN PARAGRAPH 3 OF AUDITOR'S REPORT TO THE MEMBERS OF EVERGREEN TEXTILES LIMITED ON THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH 1012.

1. a) The Company has maintained proper records showing full particulars including quamitaive details and situation of Fixed AueU.

b) All the fixed asset* have teen physically verified by the management during Ihc year. In our opinion the frequency of verification is reasonable having regard to Ihe tile of the company and the nature of its assets. No material diicrepancies were noticed on such verification,

c) Since there is no disposal of Fixed Assets during the year, para 4 (i) ( c) of the Companies (Auditor's Report) order, 2003 (the order) it not applicable.

2. Since there are no Inventories, para A (it) (a),
3 a) According to the information and explanations given to us the company has not granted any secured or unsecured loans to Companies, Firms or other panics covered in the register maintained under section 301 of the Companies Act, 1956, accordingly para 4 (iii) (a) to ( c) of the order is not applicable.

bi) The company has taken unsecured loan from one Company, listed in the register maintained under section 301 of the Companies Act, 1956, wherein the balance payable as at the year end is Rs. 21,50,0007- (Maximum balance outstanding during the year is Rs. 21,30.000/-),

bii) The loan taken is interest free, the same in our opinion is not prima facie, prejudicial to the interest of the company.

biii) The Loan is Repayable on demand & there is no outstanding in respect thereof In our opinion and according to the information and explanations given to us, there are adequate internal control system commensurate with the siie of the Company and the nature of its business with regard to the purchase of inventory, and fixed assets and for the sale of goods & services, if any. During the course of our audit, we have not observed any major weaknesses in the internal control systems of the company..

J. a) According to the information and explanations given to us, and based on the audit procedures applied by us, the transactions that needed to be entered in the register maintained Under Section 301 or the Act have been so entered.

There are no transactions made for purchase or sale of goods and services exceeding the value of five lakh rupees in respect of any party listed in the register maintained under section 301 of the Act.

6 The company has not accepted any deposits from the Public Within the meaning of Section 5SA and SSAA of the Act and the rules framed there under.

While the Company has no formal internal audit system during the year

under review, the Directors of the company have always kept adequate vigilance over the day to day transactions of the company and over the proper maintainanec of the basic records and Books of Accounts of the Company.

8. According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cast records under section 209 (1) (d) of the Act for any of the products of the company.

9. a) According to the information and explanations given to us and according to the records examined by us, in our opinion the Company is regular in depositing all its undisputed statutory dues relating to Providend fund, Investor Education & Protection fund. Employees Stale Insurance. Income Tax. Wealth Tax, Sales Tax, Service Tax, Custom duty, Excise duty, and Other material Statutory dues as applicable,with appropriate authorities except Excise duty of Rs.5,35,24,282/-

b) The details of disputed dues of Sales Tax, Service Tax, Income Tax, Wealth Tax. custom Duty, Excise duty and Cess, which have not been deposited, are as under :

As at As at Forum where. 31.03.12 31.03.11 dispute is (Rs in Lacs) (Rs in Lacs)

1 Central Excise Appellate Tribunal 428.26 428.26

2 Sales Tax Sales Tax Tribunal 18.25 18.25



10. The accumulated losses of the Company at the end of the financial year 31.03.2012, are more than fifty percent of its net worth, at the end of the financial year. The company has incurred cash losses during the financial year and also in the immediately preceding financial year.

11. According to the records of the Company examined by us and the information and explanations given to us, since the Company has no bosrowings from Financial institutions / Banks / Debenture Holders para 4 (xi) of the Order is not applicable to the Company.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The. provisions of any Special Statue applicable to chit fund / nidlii / mutual benefit fund / societies, are are not applicable to the company.

14. In our opinion the Company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further such securities have been held by the Company in its own name or in the process of transfer in its name.

15. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions, during the year.

16. The Company has not obtained any term loans during the year.

17> According to the information and explanations given to us and on an overall examination of the Financial Statement of the company, there are no funds raised on short term basis which have been used for long term Investment.

18. The company hat not made any preferential allotment of shares to parties and companies covered in Ihe register maintained under section 301 of the Act during the year.

19. The company has not issued any debentures during the year; and does not have any debentures outstanding as at the year end.

20. The company has not raised any monej' by public issues during the year.

During the course of our examinations of the books and records of the company, carried out in accordance with generally accepted auditing practices in India and according to the information and explanations given to us by the management, we have neither come across any instance of fraud on or by the company, noticed or reported during the year nor have been informed of any such case by the management.



For S.K.BHAGERIA & ASSOCIATES

Chartered Accountants

(Firm Registration No : 112882W)

(S.K.BHAGERIA)

PLACE: MUMBAI PARTNER

DATE : 24/0871012 Membership No 41404


Mar 31, 2011

1) We have audited the attached Balance Sheet of EVERGREEN TEXTILES LIMITED as at 31st March, 2011 and also the Profit & Loss Account and Cash flow statement of the company 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 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 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 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 Companies Act, 1956, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4) Further to the above

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 such books of the company.

c) The Balance Sheet, Profit & Loss Account and the Cash Flow statement dealt with by this report are in agreement with the Books of Account of the company.

d) In our opinion, the Balance Sheet and the Profit & Loss Account comply with the Accounting Standards referred to in Sub Section (3C) of Section 211 of Companies Act, 1956.

e) On the basis of the written representations received from the Directors and taken on record by the Board of Directors, we report that none of the Directors are disqualified as on 31st March, 2011 from being appointed as a Director in terms of clause (g) of Sub Section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements together with significant accounting policies & notes thereon, give the information required by the Companies Act, 1956 in the manner so required and present 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 31st March 2011.

(ii) In the case of the Profit and Loss Account, of the Loss for the year ended on that date. (iii) In the case of Cash flow Statement, of the Cash flow for the year ended on that date.

ANNEXURE REFERRED IN PARAGRAPH 3 OF AUDITOR'S REPORT TO THE MEMBERS OF EVERGREEN TEXTILES LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH 2011.

i) a) The Company has maintained proper records showing full particulars including quantitaive details and situation of Fixed Assets.

b) All the fixed assets have been physically verified by the management during the year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

c) Since there is no disposal of Fixed Assets during the year, para 4 (i) ( c) of the Companies (Auditor's Report) order, 2003 (the order) is not applicable.

ii) Since there are no Inventories, para 4 (ii) (a), (b) & (c) of the Order is not applicable.

iii) a) According to the information and explanations given to us the company has not granted any secured or unsecured loans to Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956, accordingly para 4 (iii) (a) to ( c) of the order is not applicable.

b)i The company has taken unsecured loan from one Company, listed in the register maintained under section 301 of the Companies Act, 1956, wherein the balance payable as at the year end is Rs. 11,53,500/- (Maximum balance outstanding during the year is Rs. 17,68,500/-).

ii The loan taken is interest free, the same in our opinion is not prima facie, prejudicial to the interest of the company.

iii No Terms and Conditions have been stipulated for repayment of the loan hence we are unable to express our opinion on the same.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control system commensurate with the size of the Company and the nature of its business with regard to the purchase of inventory, and fixed assets and for the sale of goods & services, if any. During the course of our audit, we have not observed any major weaknesses in the internal control systems of the company..

v) a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the Register maintained under section 301 of the Companies act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, Since the company has not entered into any transactions of contracts or arrangements exceeding Rs five lakh in respect of any party during the financial year that needs to be entered in the register maintained under section 301 of the Companies Act, 1956, Para 4 of (v)(b) of the order is not applicable.

vi) The company has not accepted any deposits from the Public and consequently, the provisions of Section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 are not attracted.

vii) While the Company has no formal internal audit system during the year under review. the Directors of the company have always kept adequate vigilance over the day to day transactions of the company and over the proper maintainance of the basic records and Books of Accounts of the company.

viii) We are informed that the Central Government has not prescribed the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for any of the products of the company.

ix) a) According to the information and explanations given to us the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Providend fund, Investor Education & Protection fund, Employees state Insurance, Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom duty, Excise duty, Cess and Other Statutory dues applicable to it. further to this there are no undisputed dues payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom duty, Excise duty, and Cess were in arrears, as at 31st March, 2011 for more than six months from the date they become payable except Excise duty of Rs.5,35,24,282/-

b) The details of disputed dues of Sales Tax, Service Tax, Income Tax, Wealth Tax, custom Duty, Excise duty and Cess, which have not been deposited, are as under :

As at As at 31.03.11 31.03.10 Name of the Statute Forum where dispute is pending (Rs in Lacs) (Rs in Lacs)

1 Central Excise Appellate Tribunal 428.26 428.26

2 Sales Tax Sales Tax Tribunal 18.25 18.25

x) The accumulated losses of the Company at the end of the financial year 31.03.2011. are more than fifty percent of its net worth, the company has incurred cash losses during the financial year and also in the immediately preceeding financial year.

xi) According to the information and explanations given to us, there are no dues of Financial institutions / Banks / Debenture Holders at the year end, hence provisions of clause 4 (xi) of the Order is not applicable to the Company.

xii) Based on our examinations of the records & of the information and explanations given to us, the Company has not granted any loans and /or 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. Therefore, the provisions of clause 4 (xiii) of the Order are not applicable to the company.

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

xv) In our opinion and 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. Therefore, the provisions of clause 4 (xv) of the Order does not apply to the company.

xvi) According to the information and explanations given to us, the Company has not taken any term loans during the year, hence the provisions of clause 4 (xvi) of the Order is not applicable to the Company.

xvii) According to the information and explanations given to us and on a overall examination of balance sheet of the company, Since the company has not raised any short term fund or long term fund, para 4 (xvii) of the Order is not applicable to the Company.

xviii) According to the information and explanations given to us, the company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year. Hence para 4 (xviii) of the Order is not applicable to the Company.

xix) According to the information and explanations given to us the company has not issued any debentures during the year, hence para 4 (xix) of the Order is not applicable to the Company.

xx) According to the information and explanations given to us the company has not raised any money by way of public issues during the year, hence para 4 (xx) of the Order is not applicable to the Company.

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

For S.K. BHAGERIA & ASSOCIATES Chartered Accountants (Registration No : 112882W)

sd/- (S.K.BHAGERIA) PARTNER Membership No 41404

PLACE : MUMBAI DATE : 22nd August, 2011.




Mar 31, 2010

1) We have audited the attached Balance Sheet of EVERGREEN TEXTILES LIMITED as at 31st March, 2010 and also the Profit & Loss Account and Cash flow statement of the company 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 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 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 by the Companies (Auditors Report) (Amendment) Order, 2004, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we annex hereto a statement on the matters 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 that:

(a) Note No. 6 (a) & (b): Relating to certain records of the company taken by the Central Excise Authorities and their reconstruction thereupon.

(b) Note No. 7 : Relating to accounting of Cash Compensatory Support (CCS) of Rs. 3.15 Lacs for the year ended 31/03/1992 with interest @ 6% p.a. as mentioned in the note, to be accounted as and when received.

5) Subject to the above

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 such books of the company.

c) The Balance Sheet, Profit & Loss Account and the Cash Flow statement dealt with by this report are in agreement with the Books of Account of the company.

d) In our opinion, the Balance Sheet and the Profit & Loss Account comply with the Accounting Standards referred to in Sub Section (3C) of Section 211 of Companies Act, 1956.

e) On the basis of the written representations received from the Directors and taken on record by the Board of Directors, we report that none of the Directors are disqualified as on 31st March, 2010 from being appointed as a Director in terms of clause (g) of Sub Section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, subject to what is stated in para 4(b) (without taking into account para 4 (a) as the extent of loss, at present in respect of which is unascertainable / not ascertained), aggregate effect of which has resulted in the loss for the year being higher by Rs. 3.15 Lacs and accumulated losses carried in the balance sheet would be of Rs 1547.81 Lacs as against the reported accumulated losses of Rs. 1550.96 Lacs and subject to what is stated in paragraph 1,2,3 & 4 above. The Balance sheet, Profit & Loss Account and Cash Flow Statement 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 the Balance Sheet, of the state of affairs of the Company as at 31st March 2010.

(ii) In the case of the Profit and Loss Account, of the Loss for the year ended on that date.

(iii) In the case of Cash flow Statement, of the Cash flow for the year ended on that date.

ANNEXURE REFERRED IN PARAGRAPH 3 OF AUDITORS REPORT TO THE MEMBERS OF EVERGREEN TEXTILES LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH 2010.

i) a) The Company has maintained proper records showing full particulars including quantitaive details and situation of Fixed Assets.

b) All the fixed assets have been physically verified by the management during the year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its assets. The discrepancies noticed on physical verification were not material and properly dealt within the books of accounts.

c) Since there is no disposal of Fixed Assets during the year, para 4 (i) ( c) of the Companies (Auditors Report) order, 2003 (the order) is not applicable.

ii) Since there are no Inventories, para 4 (ii) (a), (b) & (c) of the Order is not applicable.

iii) a) According to the information and explanations given to us the company has not granted any secured or unsecured loans to Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956, accordingly para 4 (iii) (a) to ( c) of the order is not applicable.

b) The company has taken unsecured loan from one Company, listed in the register maintained under section 301 of the Companies Act. 1956, wherein the balance payable as at the year end is Rs. 11,29,728/- (Maximum balance outstanding during the year is Rs. 11,29,728/-). Though the loan taken is interest free, the same in our opinion is not prima fade, prejudicial to the interest of the company however no Terms and Conditions have been stipulated for repayment of the loan hence we are unable to express our opinion on the same.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control system commensurate with the size of the Company and the nature of its business with regard to the purchase of inventory, and fixed assets and for the sale of goods & services, if any. During the course of our audit, we have not observed any major weaknesses in the internal control systems of the company.

v) a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the Register maintained under section 301 of the Companies act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, Since the company has not entered into any transactions of contracts or arrangements exceeding Rs five lakh in respect of any party during the financial year that needs to be entered in the register maintained under section 301 of the Companies Act, 1956, Para 4 of (v)(b) of the order is not applicable.

vi) The company has not accepted any deposits from the Public and consequently, the provisions of Section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 are not attracted.

vii) While the Company has no formal internal audit system during the year under review, the Directors of the company have always kept adequate vigilance over the day to day transactions of the company and over the proper maintainance of the basic records and Books of Accounts of the company.

viii) We are informed that the Central Government has not prescribed the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for any of the products of the company.

ix) a) According to the information and explanations given to us the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Providend fund, Investor Education & Protection fund, Employees state Insurance, Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom duty, Excise duty, Cess and Other Statutory dues applicable to it further to this there are no undisputed dues payable in respect of Income Tax, Wealth Tax, Sales Tax. Service Tax. Custom duty. Excise duty, and Cess were in arrears, as at

31st March, 2010 for more than six months from the date they become payable except Excise duty of Rs.5.35,24.282/-

b) The details of disputed dues of Sales Tax, Service Tax, Income Tax, Wealth Tax, custom Duty. Excise duty and Cess, which have not been deposited, are as under:

As at As at Name of the Forum where 31.03.10 31.03.09 Statute dispute is pending (Rs in Lacs) (Rs in Lacs)

1 Central Excise Appellate Tribunal 428.26 428.26

2 Sales Tax Sales Tax Tribunal 18.25 18.25

x) The accumulated losses of the Company at the end of the financial year 31.03.2010. are more than fifty percent of its net worth, the company has incurred cash losses during the financial year and also in the immediately proceeding financial year.

xi) According to the information and explanations given to us, there are no dues of Financial institutions / Banks / Debenture Holders at the year end, hence provisions of clause 4 (xi) of the Order is not applicable to the Company.

xii) Based on our examinations of the records & of the information and explanations given to us, the Company has not granted any loans and /or 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. Therefore, the provisions of clause 4 (xiii) of the Order are not applicable to the company.

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

xv) In our opinion and 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. Therefore, the provisions of clause 4 (xv) of the Order does not apply to the company.

xvi) According to the information and explanations given to us, the Company has not taken any term loans during the year, hence the provisions of clause 4 (xvi) of the Order is not applicable to the Company.

xvii) According to the information and explanations given to us and on a overall examination of balance sheet of the company, Since the company has not raised any short term fund or long term fund, para 4 (xvii) of the Order is not applicable to the Company.

xviii) According to the information and explanations given to us, tfw company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act. 1956, during the year. Hence para 4 (xviii) of the Order is not applicable to the Company.

xix) According to the information and explanations given to us the company. has not issued any debentures during the year, hence para 4 (xix) of the Order is not applicable to the Company.

xx) According to the information and explanations given to us the company has not raised any money by way of public issues during the year. hence para 4 (xx) of the Order is not applicable to the Company..

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



For S.K.BHAGERIA & ASSOCIATES

Chartered Accountants

(Registration No: 112882W)

PLACE :MUMBAI (S.K. BHAGERIA) DATE : 20TH AUGUST, 2010. PARTNER Membership No 41404

 
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