Auditor Report of HCP Plastene Bulkpack Ltd.

Mar 31, 2018

Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of Gopala Polyplast Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2018, and the Statement of Profit and Loss, Cash Flow Statement and the Statement of Change in Equity for the year the ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Ind AS Financial Statements

The Company’s Management is responsible for the matters states in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance, cash flows and changes in equity statement of the Company in accordance with the Accounting principles generally accepted in India, including the Accountant Standards (Ind AS) referred to in section 133 of the Act read with rule 7 of the Companies (Accounts) Rules 2014. This responsibility includes maintenance of adequate accounting records in accordance with the provisions 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 control that we are operating effectively for ensuring the accuracy and completeness of accounting records relevant to the preparation and presentation of the Ind AS 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 Ind AS financial statements based on our audit. 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 Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS 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 Ind AS 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 Ind AS financial statements.

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

Basis for Qualified Opinion

1. The present liability for future payment of gratuity as on March 31, 2018 is not actuarially determined and provided for as per Indian Accounting Standard - 19 (Ind AS 19), “Employee Benefits” and also as per the provisions of section 128 of the Companies Act, 2013 relating to preparation of books of account on accrual basis. The Company has provided for the amount of gratuity liability for the employees on the basis of management’s estimate. In the absence of actuarial valuation report, the quantum of short provision of gratuity and its impact on the Statement of Profit and Loss for the period ended March 31, 2018 cannot be determined.

2. The borrowings have not been shown on amortised cost method as required under Ind AS. Hence the same are not subsequently measured using the EIR method as per Ind AS 109.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph above, Ind AS 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, 2018;

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

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

d) in the case of the Statement of Change in Equity, of the change in equity for the year ended on that date.

Other Matter

The comparative financial information of the Company for the year ended March 31, 2017 and the transition date opening balance sheet as at April 1, 2016 included in these Ind AS financial statements, are based on the previously issued statutory financial statements prepared in accordance with the Companies (Accounting Standards) Rules, 2006 (as amended) which were audited by V. K. Moondra & Co., whose report for the year ended March 31, 2017 and March 31, 2016 dated May 22, 2017 and May 20, 2016 respectively expressed an unmodified opinion on those financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us. Our opinion is not modified in respect of these matters.

1. 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 statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143(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) Except for the effects of the matter described in the Basis for Qualified Opinion paragraph above, in our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books

c) The Balance Sheet, Statement of Profit and Loss (including other comprehensive income), Cash Flow Statement and Statement of Change in Equity dealt with by this Report are in agreement with the books of account.

d) Except for the effects of the matter described in the Basis for Qualified Opinion paragraph above, in our opinion, the Ind AS financial statements comply with the Accounting Standards (Ind AS) referred to in section 133 of the Companies Act, 2013 read with rule 7 of Companies Accounts Rules 2014

e) On the basis of written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018, from being appointed as a director in terms of section 164(2) of the Companies Act, 2013.

f) With respect to the adequacy of the internal finance controls over financial reporting of the Company and the operating effectiveness of such control, refer to our separate Report in “Annexure-B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit & Auditors) Rules 2014, in our opinion and to the best of our information and according to explanations given to us by the management, the requirements of the same are duly complied with as under:

i. The Company has disclosed the impact of pending litigations on its financial position in its Ind AS financial statements by way of disclosure in CARO reporting and notes to accounts.

ii. Provision has been made in the standalone Ind AS financial statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on longterm contracts including derivative contracts.

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

iv. The Company has already provided requisite disclosure as to holdings and dealings in Specified Bank Notes during period from 08.11.2016 to 30.12.2016 in Audited financials for the financial year ending March 31, 2017.

Annexure to the Auditors’ Report

The Annexure-A referred to in our report to the members of the above Company for the year Ended on March 31, 2018. We report that:

S.No.	Particulars	Auditors Remark
(i)	(a) whether the Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;	Yes
	(b) whether these fixed assets have been physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of account;	Yes, no discrepancies noticed.
	(c) Whether title deeds of immovable properties are held in the name of the Company. If no, provided details thereon.	Yes
(ii)	(a) whether physical verification of inventory has been conducted at reasonable intervals by the management and whether any material discrepancies were noticed and if so, how they have been dealt with in the books of account;	Yes, no material discrepancies were noticed
(iii)	Whether the Company has granted any loans, secured or unsecured to companies, firms, Limited Liability partnerships or other parties covered in the register maintained under section 189 of the Companies Act.	No loans given to parties covered in the register maintained under section 189
	(a) Whether the terms and conditions of the grant of such loans are prejudicial to the Company’s interest;	Not Applicable
	(b) Whether the schedule of repayment of principal and payment of interest has been stipulated and whether the repayment or receipts are regular.	Not Applicable
	(c) If the amount is overdue, state the total amount overdue for more than ninety days and whether reasonable steps have been taken by the Company for recovery of the principal and interest:	Not Applicable
(iv)	In respect of loans, investments and guarantees, whether provision of section 185 and 186 of the companies’ act, 2013 have been complied with. If not, provide details thereof.	Yes
(v)	In case the Company has accepted deposits, whether the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act,2013 and the rules framed there under, where applicable, have been complied with? If not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?	No such deposits accepted

(vi)	where maintenance of cost records has been specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 whether such accounts and records have been made and maintained;				Not Applicable
(vii)	(a) Is the Company 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 and any other statutory dues with the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated by the auditor.				The Company is Generally regular as per explanation given to us, except Excise Duty Payment of Rs. 10.08/- lakhs.
	(b) Where dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax or have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).				No such dues pending, except as per below table
	Name of statute	Nature of Dispute	Demand Amount (Rs.)	Period to Which Dispute Relates	Forum where Dispute is Pending
	Income Tax Act	Various addition u/s 143(3) of I.T Act	Nil	A.Y 2010-11	I.T.A.T., Ahmedabad (Department’s Appeal)
	Excise Dept.	Central excise duty u/s 11A and penalty under section 11 AC of Central Excise Act,1944	Rs. 478.25 Lakh towards duty and interest under section 11AA & penalty u/s 11AC on the above.	F.Y 2010-11 to 2014-15 (Bro ken Period)	Honorable High Court of Gujarat
	Excise Dept.	Utilization of cenvat credit	Rs. 116.63 Lakh towards duty & 116.63 towards penalty u/s 11AC	F.Y 2014-15	Honorable High Court of Gujarat
	Excise Dept.	Central excise duty u/s 11A and penalty under section 11 AC of Central Excise Act,1944	Rs. 2681.25 Lakh towards duty and interest under section 11AA & penalty u/s 11AC on the above.	F.Y. 2010-11 to 2014-15	Settlement Commission, Mumbai
(viii)	Whether the Company has defaulted in repayment of dues to a financial institution, bank, government or dues to debenture holders? If yes, the period and amount of default to be reported; (in case of defaults to banks, financial institute and government, lender wise details to be provided).				No such default
(ix)	Whether moneys raised by way of initial public offer or further public offer (including debt instruments) and term loans were applied for the purposes for which those raised. If not, the details together with delay / default and subsequent rectification, if any, as may be applicable, be reported.				Not applicable
(x)	Whether any fraud by the Company or any fraud on the Company by its officer/ employees has been noticed or reported during the year; If yes, the nature and the amount involved is to be indicated.				No such instance as per audit procedures and management explanations.
(xi)	Whether managerial remuneration has been paid/provided in accordance with the requisite approvals mandated by the provisions of section 197 read with schedule V to the Companies Act? If not, state the amount involved and steps taken by the Company for securing refund of the same.				Yes

(xii)	Whether all transactions with the related parties are in compliance with Section 188 and 177 of Companies Act, 2013 where applicable and the details have been disclosed in the Ind AS Financial Statements etc as required by the accounting standards and Companies Act, 2013.	Yes
(xiii)	Whether the Nidhi Company has complied with Net Owned Funds to Deposit Ratio of 1: 20	Not applicable
(xiv)	Whether the Company has made any preferential allotment / private placement of shares or fully or partly convertible debentures during the year under review and if so, as to whether the requirement of Section 42 of the Companies Act, 2013 have been complied and the amount raised have been used for the purposes for which the funds were raised. If not, provide details thereof of amount involved and nature of noncompliance.	The Company has called EGM on 25th March, 2017 for the purpose of issuance of share warrant on preferential allotment basis to investor- non promoter (Public Category). Rs. 15 lakh equity shares@ Rs. 10 per share (face value) and Rs. 50/- per share (Premium). 25% of share warrant money received in April, 2017 and used for working capital.
(xv)	Whether the Company has entered into any non-cash transactions with directors or persons connected with him and if so, whether provisions of Section 192 of Companies Act, 2013 have been complied with.	No Such Transactions made
(xvi)	Whether the Company is required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934, and if so, whether the registration has been obtained.	Not Applicable

Annexure - B to Independent Auditors’ Report

Referred to in paragraph 10(f) of the Independent Auditors’ Report of even date to the members of Gopala Polyplast Limited on the Ind AS financial statements for the year ended 31st March, 2018.

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Gopala Polyplast Limited (“the Company”) as of March 31, 2018 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to and audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedure selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that,

(1) Pertain to the maintenance of records that, in reasonable details, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind AS financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorities of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the Ind AS financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Ashok Dhariwal & Co.

Chartered Accountants

(Registration No. 100648W)

Place: Ahmedabad (CA Ashok Dhariwal)

Date : 18/05/2018 Partner

Membership No. 36452

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Mar 31, 2016

INDEPENDENT AUDITORS’ REPORT

To,

The Members of

GOPALA POLYPLAST LIMITED

We have audited the accompanying financial statements of Gopala Polyplast Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2016, and the Statement of Profit and Loss and Cash Flow Statement for the year the ended, and a summary of significant accounting policies and other explanatory information.

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 principles generally accepted in India, including the Accountant Standards referred to in section 133 of the Companies Act, 2013 (“the Act”) read with rule 7 of the Companies Accounts Rules 2014. This responsibility includes maintenance of adequate accounting records in accordance with the provisions 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 control that we are operating effectively for ensuring the accuracy and completeness of 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.

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

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 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, 2016;

b) in the case of the Profit and Loss Account, 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.

1. 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 statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143(3) of the Act, we report that:

a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

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

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

d) in our opinion, the financial statements comply with the Accounting Standards referred to in section 133 of the Companies Act, 2013 read with rule 7 of Companies Accounts Rules 2014

e) on the basis of written representations received from the directors as on March 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016, from being appointed as a director in terms of section 164(2) of the Companies Act, 2013.

f) With respect to the adequacy of the internal finance controls over financial reporting of the Company and the operating effectiveness of such control, refer to our separate Report in “Annexure-B”. Our report expresses an Unmodified opinion on the adequacy and operating effectiveness of the company’s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit & Auditors) Rules 2014, in our opinion and to the best of our information and according to explanations given to us by the management, the requirements of the same are duly complied with as under :

1. The company has disclosed the impact of pending litigations on its financial position in its financial statements by way of disclosure in CARO reporting.

2. In our opinion and as per the information and explanation given to us, the company has not entered into any long term contracts including derivative contracts, requiring provision under applicable laws or accounting standards, for material foreseeable losses, and

3. There has not been an occasion in case of the company during the year under the report to transfer any sums to the Investor Education and Protection Fund, hence the question of delay in transferring such sums does not arise.

Annexure to the Auditors’ Report

The Annexure referred to in our report to the members of the above company for the year Ended on 31/03/2016. We report that:

Sr. No.	Particulars	Auditors Remark
(i)	(a) whether the company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;	Yes
	(b) whether these fixed assets have been physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of account;	Yes no discrepancies noticed.
	(c) Whether title deeds of immovable properties are held in the name of the company. If no, provided details thereon.	Yes
(ii)	(a) whether physical verification of inventory has been conducted at reasonable intervals by the management and whether any material discrepancies were noticed and if so, how they have been dealt with in the books of account;	Yes, no material discrepancies were noticed
(iii)	(iii) whether the company has granted any loans, secured or unsecured to companies, firms or Limited Liability partnerships or other parties covered in the register maintained under section 189 of the Companies Act. If so,	No loans given to parties covered in the register maintained u/s 189
	(a) Whether the terms and conditions of the grant of such loans are prejudicial to the company’s interest;	Not Applicable
	(b) Whether the schedule of repayment of principal and payment of interest has been stipulated and whether the repayment or receipts are regular.	Not Applicable
	(c) If the amount is overdue, state the total amount overdue for more than ninety days and whether reasonable steps have been taken by the company for recovery of the principal and interest:	Not Applicable
(iv)	In respect of loans, investments and guarantees, whether provision of section 185 and 186 of the companies act, 2013 have been complied with. If not, provide details thereof.	Yes
(v)	In case the company has accepted deposits, whether the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act,2013 and the rules framed there under, where applicable, have been complied with? If not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?	No such deposits accepted
(vi)	where maintenance of cost records has been specified by the Central Government under sub-section (1) of section 148 of the Companies Act,2013 whether such accounts and records have been made and maintained;	Not Applicable

Sr. No.	Particulars						Auditors Remark
(vii)	(a) Is the company 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 and any other statutory dues with the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated by the auditor.						The company is Generally regular
	(b) Where dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax or have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).						No such dues pending, except as per below table
		Nature of statute	Nature of Dispute	Demand Amount (Rs.)	Period to which Dispute Relates	Forum Where Dispute is pending
		Income Tax	Various addition u/s 143(3) of I.T.Act.	Nil	AY 2010 - 11	I.T.A.T., Ahmadabad [Department’s Appeal]
		Income Tax	Various addition u/s 143(3) of I.T.Act.	Nil	AY-2013 - 14	CIT (Appeal) II, Ahmadabad
		Income Tax	Penalty U/s 271 (1) (c) of I.T.Act.	1.41 Lacs	AY 2010 - 11	CIT (Appeal) VIII, Ahmadabad
		Excise Department	Utilization of cenvat credit	116.63 Lacs towards duty & 116.63 towards penalty u/s 11 AC.	AY-2014 - 15	Honorable High Court of Gujarat.
(viii)	Whether the company has defaulted in repayment of dues to a financial institution, bank, government or dues to debenture holders? If yes, the period and amount of default to be reported; (in case of defaults to banks, financial institute and government, lender wise details to be provided).						No such default
(ix)	Whether moneys raised by way of initial public offer or further public offer (including debt instruments) and term loans were applied for the purposes for which those raised. If not, the details together with delay / default and subsequent rectification, if any, as may be applicable, be reported.						Not applicable
(x)	Whether any fraud by the company or any fraud on the company by its officer/ employees has been noticed or reported during the year; If yes, the nature and the amount involved is to be indicated.						No such instance
(xi)	Whether managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with schedule V to the Companies Act ? If not, state the amount involved and steps taken by the company for securing refund of the same.						Yes
(xii)	Whether all transactions with the related parties are in compliance with Section 188 and 177 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc as required by the accounting standards and Companies Act, 2013.						Yes
(xiii)	Whether the Nidhi Company has complied with Net Owned Funds to Deposit Ratio of 1: 20						Not applicable
(xiv)	Whether the company has made any preferential allotment / private placement of shares or fully or partly convertible debentures during the year under review and if so, as to whether the requirement of Section 42 of the Companies Act, 2013 have been complied and the amount raised have been used for the purposes for which the funds were raised. If not, provide details thereof of amount involved and nature of non compliance.						Not Applicable
(xv)	Whether the company has entered into any non-cash transactions with directors or persons connected with him and if so, whether provisions of Section 192 of Companies Act, 2013 have been complied with.						No Such Transactions made
(xvi)	Whether the company is required to be registered under Section 45-IA of the Reserve Bank of India act, 1934, and if so, whether the registration has been obtained.						Not Applicable

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

(“the Act”)

1. We have audited the internal financial controls over financial reporting of Gopala Polyplast Limited (“the Company”) as of March 31, 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

2. The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

3. Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedure 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.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

6. A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that,

(1) Pertain to the maintenance of records that, in reasonable details, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorities of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

7. Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For V. K. Moondra & Co.

Chartered Accountants

FR No. 106563W

Place : Santej V. K. Moondra

Date : 20th May, 2016 Proprietor

M. No. 70431

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Mar 31, 2015

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

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 principles generally accepted in India, including the Accountant Standards referred to in section 133 of the Companies Act, 2013 ("the Act") read with rule 7 of the Companies Accounts Rules 2014. This responsibility includes maintenance of adequate accounting records in accordance with the provisions 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 control that we are operating effectively for ensuring the accuracy and completeness of 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.

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

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

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

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 31,2015;

b) in the case of the Profit and Loss Account, of the loss 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.

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 paragraphs 3 and 4 of the Order.

2. As required by section 143(3) of the Act, we report that:

a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

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

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

d) in our opinion, the financial statements comply with the Accounting Standards referred to in section 133 of the Companies Act, 2013 read with rule 7 of Companies Accounts Rules 2014

e) on the basis of written representations received from the directors as on March 31, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015, from being appointed as a director in terms of section 164(2) of the Companies Act, 2013.

f) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit & Auditors) Rules 2014, in our opinion and to the best of our information and according to explanations given to us by the management, the requirements of the same are duly complied with as under :

1. The company has disclosed the impact of pending litigations on its financial position in its financial statements

2. In our opinion and as per the information and explanation given to us, the company has not entered into any long term contracts including derivative contracts, requiring provision under applicable laws or accounting standards, for material foreseeable losses, and

3. There has not been an occasion in case of the company during the year under the report to transfer any sums to the Investor Education and Protection Fund, hence the question of delay in transferring such sums does not arise.

Annexure to the Auditors' Report

The Annexure referred to in our report to the members of the above company for the year Ended on 31/03/2015. We report that:

Sr. Particulars Auditors No. Remark

(i) (a) whether the company is maintaining proper Yes records showing full particulars, including quantitative details and situation of fixed assets;

(b) whether these fixed assets have been Yes physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of account;

(ii) (a) whether physical verification of inventory Yes has been conducted at reasonable intervals by the management;

(b) are the procedures of physical verification Yes, they of inventory followed by the management are and adequate in relation to the size of reasonable& the company and the nature of its adequate reasonable business. If not, the inadequacies in such procedures should be reported;

(c) whether the company is maintaining proper Yes, no records of inventory and whether any material material discrepancies were noticed discrepancies on physical verification were noticed and if so, whether the same have been properly dealt with in the books of account;

(iii)(iii)whether the company has granted any No loans loans, secured or unsecured to companies, given firms or other parties covered in the to parties register maintained under section 189 of the covered in Companies Act. If so, the register maintained u/s 189

(a) whether receipt of the principal amount Not Applicable and interest are also regular; and

(b) if overdue amount is more than rupees one Not Applicable lakh, whether reasonable steps have been taken by the company for recovery of the principal and interest;

(iv) is there an adequate internal control Yes, no system commensurate with the size of the continuing company and the nature of its business, failure for the purchase of inventory and fixed assets and for the sale of goods and services. Whether there is a continuing failure to correct major weaknesses in internal control system.

(v) in case the company has accepted deposits, No such whether the directives issued by the Reserve deposits Bank of India and the provisions of sections accepted 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under, where applicable, have been complied with? If not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?

(vi) where maintenance of cost records has been Cost records specified by the Central Government under have been sub-section (1) of section 148 of the maintained Companies Act, whether such accounts and records have been made and maintained;

Sr. Particulars Auditors No. Remark

(vii) (a) is the company regular in depositing The company undisputed statutory dues including is provident fund, employees' state insurance, Generally income-tax, sales-tax, wealth tax, service regular tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated by the auditor.

(b) in case dues of income tax or sales tax No such dues or wealth tax or service tax or duty pending, of customs or duty of excise or value except as per added tax or cess have not been deposited below table on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).

Nature of Nature of Demand Period to which statute Dispute Amount (Rs.) Dispute Relates

Income Various addition Nil AY 2010 - 11 Tax u/s 143(3) of I.T.Act.

Income Various addition Nil AY 2011 - 12 Tax u/s 143(3) of I.T.Act.

Income Various addition Nil AY-2012 - 13 Tax u/s 143(3) of I.T.Act.

Nature of Forum Where statute Dispute is pending

Income I.T.A.T., Ahmedabad Tax [Department's Appeal]

Income CIT (Appeal) VIII, Tax Ahmedabad

Income CIT (Appeal) II, Tax Ahmedabad

(c) whether the amount required to be Not Applicable transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder has been transferred to such fund within time.

(viii) whether in case of a company which has No been registered for a period not less than accumulated five years, its accumulated losses at losses and no the end of the financial year are cash loss in not less than fifty per cent of its net current year and worth and whether it has incurred cash previous year losses in such financial year and in the immediately preceding financial year;

(ix) whether the company has defaulted in No such repayment of dues to a financial default institution or bank or debenture holders If yes, the period and amount of default to be reported;

(x) whether the company has given any No such guarantee for loans taken by guarantee others from bank or financial given institutions, the terms and conditions whereof are prejudicial to the interest of the company;

(xi) whether term loans were applied for the Yes purpose for which the loans were obtained;

(xii) whether any fraud on or by the company No such has been noticed or reported during instance the year; If yes, the nature and the amount involved is to be indicated.

For V. K. Moondra & Co. Chartered Accountants FRN No. 106563W

Place : Santej V. K. Moondra Date : 25th May 2015 Proprietor M. No. 70431

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Mar 31, 2014

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

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

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

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

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

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

b) in the case of the Profit and Loss Account, 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.

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 accounts as required by law have been kept by the Company so far as appears from our examination of those books.

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

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

e) On the basis of the written representations received from the director''s as on 31st March, 2014 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in term of Clause (g) of Sub Section (1) to Section 274 of the Companies Act, 1956.

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

The Annexure referred to in paragraph 1 of our report of even date to the members of GOPALA POLYPLAST LIMITED ("And Reduced") on the accounts of the company for the year ended on 31st March, 2014.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

1) 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 by the management at reasonable intervals; no material discrepancies were noticed on such verification.

c) In our opinion and according to the information and explanations given to us, fixed asset have been disposed during the year but does not affect the going concern assumption.

2) a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3) a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, Clause no 3b,3c & 3d are not applicable.

b) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has taken loans from 5 companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs 831.50 Lacs. The year end balance was Rs 776.40 lacs.

c) The rate of interest and other terms and conditions of the loans taken by the company are not prima facie prejudicial to the interest of the company.

d) Payment of principal amount and interest are regular.

4) In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5) Based on the audit procedures applied by us and according to the information and explanations provided by the management, there are no such contracts or arrangements referred to in section 301, hence this clause is not applicable.

6) The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7) As per information & explanations given by the management, the Company has an internal audit system commensurate with its size and the nature of its business.

8) As per information & explanation given by the management, maintenance of cost records has been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.

9) a) According to the records of the company, 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 to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on date of balance sheet 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 is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes other than those given here in below.:

Nature of Nature of Amount Period to which Forum Where statute Dispute (Rs.) Dispute Relates Dispute is pending

Income Disallowance Nil AY 2002 - 03 I.T.A.TAhmedabad Tax of Bad Debts

Income Disallowance Nil AY 2004 - 05 I.T.A.TAhmedabad Tax of Bad Debts

Income Disallowance Nil AY 2005 - 06 I.T.A.TAhmedabad Tax of Bad Debts

Income Disallowance Nil AY 2006 - 07 I.T.A.TAhmedabad Tax of Bad Debts

Income Various Nil AY 2010 - 11 CIT (Appeal)VIII Tax addition u/s 143(3) of I.T.Act.

Income Various Tax addition. Nil AY-2011 - 12 CIT (Appeal)VIII u/s 143(3) of I.T.Act

10) The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders. The IDBI Bank Ltd had restructured account in 2010-11 by granting a One Time Settlement (OTS) to the company. The company has made the Full & Final payment to the IDBI Bank Ltd in 2012-13. IDBI Bank Ltd. has issued a No Due Certificate in favor of the company against the same.

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

13) The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14) According to information and explanations given to us, the Company is investing in Shares, Mutual funds & other Investments. Proper records & timely entries have been maintained in this regard & further investments specified are held in their own name.

15) According to the information and explanation given to us, and the representation made by the management the Company has not given any guarantee for loans taken by others from any bank or financial Institution.

16) Based on our audit procedures and on the information given by the management, we report that the company has raised term loans during the year & fully utilized for the purpose for which they were raised.

17) Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at the above date, we report that no funds raised on short-term basis have been used for long-term investment by the Company.

18) Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has made preferential allotment of shares during the year. Refer note no. 6 of notes to financial statements.

19) The Company has no outstanding debentures during the period under audit.

20) The Company has not raised any money by public issue during the year.

21) Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

For V. K. Moondra & Co. FRN No. 106563W Chartered Accountants Place : Santej V. K. Moondra Date : 29th May 2014 Proprietor M. No. 70431

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Mar 31, 2013

We have audited the accompanying financial statements of Gopala Polyplast Ltd. ("And Reduced") ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

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

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

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

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

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 Profit and Loss Account, 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.

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 accounts as required by law have been kept by the Company so far as appears from our examination of those books.

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

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

e) On the basis of the written representations received from the director''s as on 31st March, 2013 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 st March, 2013 from being appointed as a director in term of Clause (g) of Sub Section (1) to Section 274 of the Companies Act, 1956.

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

The Annexure referred to in paragraph 1 of our report of even date to the members of GOPALA POLYPLAST LIMITED ("And Reduced") on the accounts of the company for the year ended on 31st March, 2013.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

1) 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 by the management at reasonable intervals; no material discrepancies were noticed on such verification.

c) In our opinion and according to the information and explanations given to us, fixed asset have been disposed during the year but does not affect the going concern assumption.

2) a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3) a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, Clause no 3b,3c & 3d are not appliable.

b) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has taken loans from 8 companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs 853.27 Lacs. The year end balance was Rs 831.50 lacs.

c) The rate of interest and other terms and conditions of the loans taken by the company are not prima facie prejudicial to the interest of the company.

d) Payment of principal amount and interest are regular.

4) In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5) Based on the audit procedures applied by us and according to the information and explanations provided by the management, there are no such contracts or arrangements referred to in section 301, hence this clause is not applicable.

6) The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7) As per information & explanations given by the management, the Company has an internal audit system commensurate with its size and the nature of its business.

8) As per information & explanation given by the management, maintenance of cost records has been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.

9) a) According to the records of the company, 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 to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on date of balance sheet 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 is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes other than those given here in below.:



Nature of Nature of Amount Period to which Forum Where statute Dispute (Rs.) Dispute Relates Dispute is pending

Income Disallowance Nil AY 2002 - 03 CIT (Appeal) VIII Tax of Bad Debts

Income Disallowance Nil AY 2004 - 05 CIT (Appeal) VIII Tax of Bad Debts

Income Disallowance Nil AY 2005 - 06 CIT (Appeal) VIM Tax of Bad Debts

Income Disallowance Nil AY 2006 - 07 CIT (Appeal) VIII Tax of Bad Debts

Income Various addition Nil AY 2009-10 CIT (Appeal) VIII Tax u/s 143(3) of I.T.Act.

Income Various addition Tax u/s 143(3) of I.T.Act. Nil AY-2010 - 11 CIT (Appeal) VIII



10) The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders. The IDBI Bank Ltd had restructured account in 2010-11 by granting a One Time Settlement (OTS) to the company. The company has made the Full & Final payment to the IDBI Bank Ltd. IDBI Bank Ltd. has issued a No Due Certificate in favor of the company against the same.

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

13) The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14) According to information and explanations given to us, the Company is investing in Shares, Mutual funds & other Investments. Proper records & timely entries have been maintained in this regard & further investments specified are held in their own name.

15) According to the information and explanation given to us, and the representation made by the management the Company has not given any guarantee for loans taken by others from any bank or financial Institution.

16) Based on our audit procedures and on the information given by the management, we report that the company has raised term loans during the year & fully utilized for the purpose for which they were raised.

17) Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at the above date, we report that no funds raised on short-term basis have been used for long- term investment by the Company.

18) Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has not made any preferential allotment of shares during the year.

19) The Company has no outstanding debentures during the period under audit.

20) The Company has not raised any money by public issue during the year.

21) Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.



For V. K. Moondra & Co.

FRN No. 106563W

Chartered Accountants



Place : Santej V. K. Moondra

Date : 30th May 2013 Proprietor

M. No. 70431

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Mar 31, 2012

We have audited the attached Balance Sheet of GOPALA POLYPLAST LIMITED as on 31st March, 2012, the Profit & Loss account and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility ofthe company's management. Our responsibility is to express an opinion on these financial statements based on our audit

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes, examining on 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 presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditors' Report) Order 2003 (after incorporating the amendments made by the Companies (Auditor's Report) (Amendment) Order 2004, dated 25th November, 2004) 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 & 5 of the said order.

2. Further to our comments in the annexure referred to in paragraph 1 above we state 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 accounts as required by law have been kept by the Company so far as appears from our examination of such books.

c) The Balance sheet, the Profit & Loss account 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, the Profit & Loss Account and the Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Sub-section (3C) of Section 211 of the Companies Act 1956.

e) On the basis of the written representations received from the director's 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 a director in term of Clause (g) of Sub Section (1) to Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to explanations given to us the said accounts, read with significant accounting policies and other notes thereon, 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, 2012, and;

ii) in the case of the Profit & Loss account, of the Profit of the Company 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 to in paragraph 1 of report of even date of the Auditors Report to the members of GOPALA POLYPLAST LIMITED on the accounts for the period ended on 31st March 2012

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

b) The assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification. In our opinion the frequency of physical verification of Fixed Assets is reasonable.

c) As Per information and explanation given by management during the year the company has not disposed major part of fixed assets having effect on going concern.

2) a) The Stock of finished goods, stores spares and raw material have been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable having regard to the nature of business and particular circumstance.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stocks followed by the management were reasonable and adequate in relation to the size of the company and the nature of its business.

c) On the basis of our examination of the record of inventory we are of the opinion mat the company is maintaining proper records of inventory. Discrepancies which were noticed on physical verification of inventory as compared to books records have been properly dealt with in the books of accounts.

3) a) 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 clause (iii) (b), (c) and (d) of the order are not applicable to the company.

b) The company has taken unsecured loans from eight parties cohered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year Rs. 653.58 lakhs and the year end balances were Rs. 611.36 lakhs.

c) According to the information and explanation given to us, in our opinion, the rate of interest and other terms and conditions of above loans taken by the company, are not prima facie prejudicial to the interest of the company.

d) According to the information and explanation given to us, the parties covered under section 301 from whom loans and advance in the nature of loan taken are repayable on demand so there is no question of being regular in repayment of principal and interest.

4) In our Opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services, During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5) In our opinion and according to the information and explanations given to us, transactions that are made in pursuance of contracts or arrangements that needed to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

6) The Company has not accepted any deposit from the public within the meaning of section 58A and 58AA of the Companies Act 1956, and the rules framed there under.

7) In our opinion, the Company has an in-house internal audit system commensurate with the size and nature of its business. '

8) The cost records as prescribed under section 209 (1) (d) of the Companies Act, 1956 for the products of the Company have been properly maintained.

9) a) According to the records of the Company, the company is generally regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, investor, education and protection fund, employee state insurance, Income tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

b) According to the information and explanation given to us, no undisputed amount payable in respect of provident fund, investor education & protection fund, employees' state insurance, income-tax, wealth-tax, service-tax, sales-tax, custom duty 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 information and explanations, given to us, there are no disputed amounts in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it other than those given here in below:

Nature of Nature of Amount Period to which Forum Where statute Dispute (Rs.) Dispute Relates Dispute is pending

Central Denial of 20,000/- 1997-98 Hon'ble Guj. High Court Excise Modvat Credit

Income Disallowance Nil AY 2002-03 CIT (Appeal) VIII Tax of Bad Debts

Income Disallowance Nil AY 2004 - 05 CIT (Appeal) VIII Tax of Bad Debts

Income Disallowance Nil AY 2005 - 06 CIT (Appeal) VIII Tax of Bad Debts

Income Disallowance Nil AY 2D06 - 07 CIT (Appeal) VIII Tax of Bad Debts

Income Order against Tax A.O. 5,36,68,565 AY-2009-10 CIT (Appeal) VIII

10) The accumulated losses of the company at the end of the year do not exceed 50% of its net worth. The company has not incurred cash losses during the current and the immediately preceding year.

11) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to a financial institution bank or debenture holders during the year. However, the IDBI Bank Ltd had restructured account in 2010-11 by granting a One Time Settlement (OTS) to the company. The company has made the payment according to the scheme of OTS and can be said to come out of default subject to full payment of OTS as stipulated.

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

13) This Clause of the order is not applicable to the company as the company is not a chit fund company or Nidhi/ Mutual Benefit Fund/Societies.

14) According to Information & Explanation given to us, the company is not dealing or trading in shares, securities, Debentures & other Investment.

15) According to the information and explanation given to us, and the representation made by the management the Company has not given any guarantee for loans taken by others from any bank or financial Institution.

16) The term loans obtained by the company have been applied for the purpose for which they were raised. However no fresh term loan has been obtained during the year.

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

18) The Company has not made any preferential allotment to the parties covered in the Register maintained under section 301 of the Companies Act, 1956.

19) There are no debentures issued and outstanding during the year. ,

20) During the year under review the Company has not raised any money by public issue(s).

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

For V. K. Moondra & Co.

FRN No. 106563W

Chartered Accountants

Place : Santej V. K. Moondra

Date : 30th May 2012 Proprietor

M. No. 70431

---

Mar 31, 2010

We have audited the attached Balance Sheet of GOPALA POLYPLAST LIMITED as on 31st March, 2010, the Profit & Loss account and the 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

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 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 presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order 2003 (after incorporating the amendments made by the Companies (Auditors Report) (Amendment) Order 2004, dated 25th November, 2004) issued by the Central Government of India in terms of Sub-section (4A) of Section-227 of the Compa- nies Act, 1956 we enclose in the annexure, a statement on the matters specified in paragraphs 4 & 5 of the said order.

2. Further to our comments in the annexure referred to in paragraph 1 above we state 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 accounts as required by law have been kept by the Company so far as appears from our examination of such books.

c) The Balance sheet, the Profit & Loss account 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, the Profit & Loss Account and the Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Sub-section (3C) of Section 211 of the Companies Act 1956.

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

f) In our opinion and to the best of our information and according to explanations given to us the said accounts, read with significant accounting policies and other notes thereon, 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, and;

ii) in the case of the Profit & Loss account, of the Loss of the Company 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 to in paragraph 1 of report of even date of the Auditors

to the members of GOPALA POLYPLAST LIMITED on the accounts for the period ended on 31st March 2010

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

b) The assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification. In our opinion the frequency of physical verification of Fixed Assets is reasonable.

c) As Per information and explanation given by management during the year the company has not disposed major part of fixed assets having effect on going concern.

2) a) The Stock of finished goods, stores spares and raw material have been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable having regard to the nature of business and particular circumstance.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stocks followed by the management were reasonable and adequate in relation to the size of the company and the nature of its business.

c) On the basis of our examination of the record of inventory we are of the opinion that the company is maintaining proper records of inventory. Discrepancies which were noticed on physical verification of inventory as compared to books records have been properly dealt with in the books of accounts.

3) a) 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 clause (iii) (b), (c) and (d) of the order are not applicable to the company.

b) The company has taken unsecured loans from four parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year and the year end balances were Rs. 280.00 lakhs.

c) According to the information and explanation given to us, in our opinion , the rate of interest and other terms and conditions of above loans taken by the company, are not prima facie prejudicial to the interest of the company.

d) According to the information and explanation given to us, the parties covered under section 301 from whom loans and advance in the nature of loan taken are repayable on demand so there is no question of being regular in repayment of principal and interest.

4) In our Opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services, During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5) In our opinion and according to the information and explanations given to us, transactions that are made in pursuance of contracts or arrangements that needed to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

6) The Company has not accepted any deposit from the public within the meaning of section 58A and 58AA of the Companies Act 1956, and the rules framed there under.

7) In our opinion, the Company has an in-house internal audit system commensurate with the size and nature of its business.

8) The Central Government has not prescribed for the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for any of the products of the Company.

9) a) According to the records of the Company, the company is generally regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, investor, education and protection fund, employee state insurance, Income tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

b) According to the information and explanation given to us, no undisputed amount payable in respect of provident fund, investor education & protection fund, employees state insurance, income-tax, wealth-tax, service-tax, sales-tax, custom duty 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 information and explanations, given to us, there are no disputed amounts in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it other than those given hereinbelow:

Nature of Dispute Amount Period to which Forum Where (Rs.) Dispute Relates Dispute is pending

Denial of Modvat Credit 20,000/- 1997-98 Honble Guj. High Court

Disallowance of Bad Debts Nil AY 2002 - 03 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2004 - 05 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2005 - 06 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2006 - 07 CIT (Appeal) VIII

10) The accumulated losses of the company at the end of the year exceed 50% of its net worth. The company has incurred cash loss of Rs. 303.37 Lakhs during the current financial year and Rs. 626.16 lakhs in the immediately preceding financial year.

11) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institutions or banks during the year under review except IDBI Bank Ltd., to which the company has defaulted in paying interest & principal. In absence of relevant evidences, the amount of default could not be reported.

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

13) This Clause of the order is not applicable to the company as the company is not a chit fund company or Nidhi/Mutual Benefit Fund/Societies.

14) According to Information & Explanation given to us, the company is not dealing or trading in shares, securities, Debentures & other Investment.

15) According to the information and explanation given to us, and the representation made by the management the Company has not given any guarantee for loans taken by others from any bank or financial Institution.

16) The term loans obtained by the company have been applied for the purpose for which they were raised. However no fresh term loan has been obtained during the year.

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

18) The Company has not made any preferential allotment to the parties covered in the Register maintained under section 301 of the Companies Act, 1956.

19) There are no debentures issued and outstanding during the year.

20) During the year under review the Company has not raised any money by public issue(s).

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

For V. K. Moondra & Co.

Chartered Accountants

Place : Santej V. K. Moondra

Date : 30th July 2010 Proprietor

PAN : ABDPM8334K M. No.70431

---

Mar 31, 2009

We have audited the attached Balance Sheet of GOPALA POLYPLAST LIMITED as on 31 st March, 2009. the Profit & Loss account and the 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

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 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 presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order 2003 (after incorporating the amendments made by the Companies (Auditors Report) (Amendment) Order 2004, dated 25th November, 2Q04) issued by the Central Government of India in terms of Sub-section (4A) of Section-227 of the Compa- nies Act, 1956 we enclose in the annexure, a statement on the matters specified in paragraphs 4 & 5 of the said order.

2. Further to our comments in the annexure referred to in paragraph 1 above we state 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 accounts as required by law have been kept by the Company so far as appears from our examination of such books.

c) The Balance sheet, the Profit & Loss account 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, the Profit & Loss Account and the Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Sub-section (3C) of Section 211 of the Companies Act 1956.

e) On the basis of the written representations received from the directors as on 31st March, 2009 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2009 from being appointed as a director in term of Clause (g) of Sub Section (1) to Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to explanations given to us the said accounts, read with significant accounting policies and other notes thereon, 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 31 st March, 2009, and;

ii) in the case of the Profit & Loss account, of the Loss of the Company 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 to in paragraph 1 of report of even date of the Auditors



to the members of GOPALA POLYPLAST LIMITED on the accounts

for the period ended on 31st March 2009

1) a) The Company has maintained proper records showing full particulars including quantitative details

and situation of fixed assets.

b) The assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification. In our opinion the frequency of physical verification of Fixed Assets is reasonable.

c) As Per information and explanation given by management during the year the company has.not disposed major part of fixed assets having effect on going concern.

2) a) The Stock of finished goods, stores spares and raw material have been physically verified by the

management during the year. In our opinion, the frequency of such verification is reasonable . having regard to the nature of business and particular circumstance.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stocks followed by the management were reasonable and adequate in relation to the size of the company and the nature of its business.

c) On the basis of our examination of the record of inventory we are of the opinion that the company is maintaining proper records of inventory. Discrepancies which were noticed on physical verification of inventory as compared to books records have been properly dealt with in the books of accounts.

3) a) 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 clause (iii) (b), (c) and (d) of the order are not applicable to the company.

b) The company has taken unsecured loans from two parties covered in the register maintained under section 301 of the Companies Act, 1956 and the maximum amount involved during the year and the year end balance is Rs. 75.00 lakhs.

c) According to the information and explanation given to us, in our opinion , the rate of interest and other terms and conditions of above loans taken by the company, are not prima facie prejudicial to the interest of the company.

d) According to the information and explanation given to us, the parties covered under section 301 from whom loans and advance in the nature of loan taken are repayable on demand so there is no question of being regular in repayment of principal and interest.

4) In our Opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services, During the course of our audit, We have not observed any continuing failure to correct major weakness in internal controls.

5) In our opinion and according to the information and explanations given to us, transactions that are made in pursuance of contracts or arrangements that needed to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

6) The Company has not accepted any deposit from the public within the meaning of section 58A and 58AA of the Companies Act 1956, and the rules framed there under.

7) In our opinion, the Company has an in-house internal audit system commensurate with the size and nature of its business.

8) The Central Government has not prescribed for the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for any of the products of the Company.

9) a) According to the records of the Company, the company is generally regular in depositing with

appropriate authorities, undisputed statutory dues including provident fund, investor, education and protection fund, employee state insurance, Income tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

b) According to the information and explanation given to us, no undisputed amount payable in respect of provident fund, investor education & protection fund, employees state insurance, income-tax, wealth-tax, service-tax, sales-tax, custom duty 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 information and explanations, given to us, there are no disputed amounts in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it other than those given hereinbelow:

Nature of Dispute Amount Period to which Forum Where

(Rs.) Dispute Relates Dispute is pending

Denial of Modvat Credit 20,000/- 1997-98 Honble Guj. High Court

Service Tax on Transporter 4,61,121/- 1997-98 CESTAT, Ahmedabad

Disallowance of Bad Debts Nil AY 2002-03 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2004 -05 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2005-06 CIT (Appeal) VIII

Disallowance of Bad Debts Nil AY 2006-07 CIT (Appeal) VIII





10) The accumulated losses of the company at the end of the year doest not exceed 50% of its net worth. The company has incurred cash loss of Rs. 626.16 Lakhs during the current financial year and Rs. 104.40 lakh in the immediately preceding financial year.

11) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institutions or banks during the year under review except IDBI Bank Ltd., to which the company has defaulted in paying interest & principal. In absence of relevant evidences, the amount of default could not be reported.

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

13) This Clause of the order is not applicable to the company as the company is not chit fund company or Nidhi/Mutual Benefit Fund/ Societies.

14) According to Information & Explanation given to us, the company is not dealing or trading in shares, securities, Debentures & other Investment.

15) According to the information and explanation given to us, and the representation made by the management the Company has not given any guarantee for loans taken by others from any bank or financial Institution.

16) The term loans obtained by the company have been applied for the purpose for which they were raised. However no fresh term loan has been obtained during the year.

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

18) The Company has not made any preferential allotment to the parties covered in the Register maintained under section 301 of the Companies Act, 1956.

19) There are no debentures issued and outstanding during the year.

20) During the year under review the Company has not raised any money by public issue(s).

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

For V. K. Moondra & Co.

Chartered Accountants

Place : Santej V. K. Moondra

26th August, 2009 Proprietor