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Auditor Report of I G Petrochemicals Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of I G Petrochemicals Limited, which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent ; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and its profit and its cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to the following matter in the Notes to the financial statements:

Note 23 regarding certain disputed excise duty and custom duty matters amounting to Rs. 6,383.84 Lacs ( Previous Year Rs. 7,672.89 Lacs) pending before the Honourable Supreme Court.

Our report is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us during the course of audit, we give in the Annexure a statement on the matters specified in the paragraphs 3 and 4 of the Order.

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

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

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

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

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

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

f) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements- refer Note No. 23 to the financial statements.

ii. The Company has made provision as required under the applicable law or according to Accounting Standards for material foreseeable losses, if any on Long term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company during the year.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

Annexure referred to in paragraph 1 under the heading "Report on Other Legal and Regulatory Requirements" of our report of even date for the year ended 31st March 2015.

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

(b) The fixed assets have been physically verified by the management according to the programme of periodical physical verification in phased manner which in our opinion is reasonable having regard to the size of the Company and the nature of its fixed assets. The discrepancies noticed on such physical verification were not material.

2. (a) The inventories of the Company have been physically verified by the management at reasonable intervals. In respect of stock lying with third parties, the same have been substantially confirmed/checked with subsequent receipts

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

(c) In our opinion and according to information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on such physical verification of inventory as compared to book records were not material.

3. The Company has not granted any loan secured or unsecured to any companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013. Accordingly, the provisions of Clause 3(iii) (a) & (b) of the Order are not applicable.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. Based on the audit procedure performed and on the basis of information and explanations provided by the management, during the course of audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

5. In our opinion and according to the information and explanations given to us, the Company has not accepted any Deposits from the public within the meaning of provisions of Section 73 to 76 of the Act or any other relevant provisions of the Act and the rules framed there under.

6. On the basis of records produced to us, we are of the opinion that, prima facie, the cost records prescribed by the Central Government of India under sub section (1) of section 148 of the Companies act 2013, relating to the Product of the Company have been made and maintained. We are not required to and accordingly, have not made a detailed examination of such records.

7. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income- tax, sales-tax,wealth tax,service tax, duty of customs, duty of excise, value added tax and cess and other material statutory dues with the appropriate authorities to the extent applicable and there were no undisputed statutory dues payable for a period of more than six months from the date they became payable as at 31st March, 2015.

(b) According to the records and information & explanations given to us, there are no dues in respect of Wealth Tax, Service Tax, Custom Duty, Excise Duty, VAT and Cess that have not been deposited with the appropriate authorities to the extent applicable on account of any dispute and the dues in respect of Income tax and Sales tax that have not been deposited with the appropriate authorities on account of dispute and the forum where the dispute is pending are given below:-

Name of the Nature of Amount Amount statute the dues Disputed paid (Rs. in Lacs) Central Excise Act, 1944 Excise & Custom 6,383.34 — & Customs Act, 1962 Duty

Central Excise Act, 1944 Excise Duty 3644.44 854.68

Central Excise Act, 1944 Excise Duty 1870.99 —

The Bombay Electricity Cess on Electricity 29.63 — Duty Act, 1958 produced

Income Tax Act, 1961 Income Tax 490.06 —

Name of the Period to which Forum where statute the amount dispute is pending relates

Central Excise Act, 1944 Various years from Supreme Court & Customs Act, 1962 1993 to 2006

Central Excise Act, 1944 Various Years from CESTAT 1997 to 2009

Central Excise Act, 1944 Various years from Commissioner of 1997 to 2009 Central Excise

The Bombay Electricity 2001 to 2004 Mumbai High Court. Duty Act, 1958

Income Tax Act, 1961 Assessment Years Karnataka High Court/ 2005-06 to 2013-14 CIT (Appeals)

(c) According to the records of the Company and information and explanations given to us, there were no amount due to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act and Rules made there under

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

9. In our opinion, on the basis of audit procedure and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks. The company does not have any dues to financial institutions or debenture holders.

10. According to the information and explanations given to us, no corporate guarantee has been issued by the company for loan taken by others.

11. On the basis of information and explanations given to us, term loan were applied for the purpose for which the loans were obtained.

12. Based on the audit procedure performed and on the basis of information and explanations provided by the management, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Hariharan & Co. Chartered Accountants Firm''s Registration No.: 001083S

K Nagarajan Place : Mumbai Partner Date : 26th May, 2015 Membership No. 16398


Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair value of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act. 1956 ("the Act") read with General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs, in respect of Section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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, but not for the purpose of expressing an opinion on the effectiveness of the Company''s nternal control. 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

Basis for qualified opinion

Note 5 (4) wherein the Company has been, with effect from 1st April, 2006, providing depreciation on plant and equipments stated therein based on the balance useful life of the assets as determined by approved valuer instead of providing depreciation at the minimum rates specified in Schedule XIV of the Act, and as required by Accounting Standard 6 on "Depreciation Accounting". As a result, depreciation charge for the year is lower by Rs. 280.19 Lacs and accumulated depreciation lower charged as at 31st March, 2014 is Rs. 2,111.10 Lacs. The company has certain disputed foreign currency liability which has not been converted as on 31st March, 2014 for reason stated in Note No. 30 (b) due to this amount shown under exceptional item is lower by Rs. 659.07 Lacs for the year. Had the impact of above been considered, the Loss before tax for the year would have been Rs. 547.91 Lacs instead of the reported profit before tax of Rs. 391.35 Lacs, net block of fixed assets as at 31st March, 2014 would have been Rs. 35,517.79 Lacs instead of reported figure of Rs. 37628.89 Lacs, Profit and Loss account balance as appearing in "Reserves & Surplus" would have been Rs. 15,237.53 Lacs instead of reported figure of Rs. 18,007.70 Lacs and Trade Payables as appearing in "Current liabilities" would have been Rs. 29,283.83 Lacs instead of reported figure of Rs. 28,624.76 Lacs.

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 31st March, 2014;

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

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

Emphasis of Matter

Note 23 regarding certain disputed excise duty and custom duty matters amounting to Rs. 7,672.89 Lacs pending before the Honourable Supreme Court (Previous Year Rs. 7,672.89 Lacs pending before the Honourable Supreme Court and the Honourable High Court of Mumbai).

Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

d) Except for the effects of the matter described in the basis for qualified opinion, in our opinion, the Balance Sheet, Statement of Profit and Loss and the Cash flow statement dealt with by this report comply with the Accounting Standards notified under the Companies Act, 1956 read with General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e) On the basis of the written representations received from the directors, as on March 31, 2014, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on March 31, 2014 from being appointed as a director in terms of clauses (g) of sub-section (1) of section 274 of the Act.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT Referred in Paragraph 1 under the heading of "Report on Other Legal & Regulatory Requirements" of our report of even date.

On the basis of such checks as considered appropriate and in terms of the information and explanations given to us we state as under:

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

(b) The fixed assets have been physically verified by the Management during the year and no material discrepancies were identified on such verification

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

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

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no discrepancies were noticed on verification carried out at the end of the year.

(iii) (a) As informed, the Company has not granted any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items are of a special nature for which alternative quotations are not available, 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, no major weakness has been noticed in the internal control system in respect of these areas.

(v) (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 need to be entered into the register maintained under section 301 have been so entered (b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five Lacs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transactions were made at prevailing market prices at the relevant time.

(vi) The Company has not accepted any Deposits from the Public within the meaning of Section 58A and 58AA of the Act and the rules framed hereunder.

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

(viii) We have broadly reviewed the books of account maintained by the company in respect of manufacture of chemicals pursuant to the order made by the Central Government for the maintenance of cost records prescribed under section 209(1) (d) of the Companies Act, 1956 and are of the opinion that prima-facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whether they are accurate or complete. (ix) (a) Undisputed statutory dues including Provident Fund, Investor Education and Protection Fund or Employees State nsurance, Income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess have been generally regularly deposited with the appropriate authorities. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees state insurance, income tax, wealth tax, service tax, sales tax, customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding of income tax, service tax, customs duty, excise duty and cess which have not been deposited on account of any dispute, are as follows:

Name of the statute Nature of the Amount Amount dues Disputed paid (Rs.in Lacs) (Rs.in Lacs)

Central Excise Act, 1944 Excise & 7,672.89 -- & Customs Act, 1962 Custom Duty

Central Excise Act, 1944 Excise Duty 3,768.44 854.68

Central Excise Act, 1944 Excise Duty 13,269.31 --

The Bombay Electricity Cess on 29.63 -- Duty Act, 1958 Electricity produced

Income Tax Act, 1961 Income Tax 1,408.69 --



Name of the Statue Period to which the amount Forum where dispute relates is pending

Central Excise Act, 1944 & Customs Act, 1962 Various years from Supreme Court 1993 to 2006

Central Excise Act, 1944 Various Years from CESTAT 1997 to 2009

Central Excise Act, 1944 Various years from Commissioner of Central 1997 to 2009 Excise

The Bombay Electricity Duty Act, 1958 2001 to 2004 Mumbai High Court.

Income Tax Act, 1961 Assessment Years 1998-99, Karnataka High Court/ 2005-06 to 2011-12 CIT (Appeals)

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

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

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

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of Clause 4 (xiii) of the Companies (Auditor''s Report) Order 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the Company.

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

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

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

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

(xix) According to the information and explanations given to us, the Company has not issued any secured debentures during the period covered by our report. Accordingly, the provisions of clause (xix) of the Order are not applicable to the Company.

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

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

For Hariharan & Co.

Chartered Accountants

Firm''s Registration No.: 001083S

K Nagarajan

Place : Mumbai Partner

Date : 22nd May 2014 Membership No. 16398


Mar 31, 2013

1. We have audited the attached Balance Sheet of I G PETROCHEMICALS LIMITED as at 31st March, 2013, the Statement of Profit and Loss and also the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to "obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor''s Report) Order, 2003 as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 (together the ''Order'') issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable.

4. Further to our comments in Annexure referred to in paragraph 3 above, we report that:

i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

ii) Subject to our comments referred to in paragraph (vi) below, 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 the books.

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

iv) Subject to our comments referred to in paragraph (vi) below, in our opinion, the Statement of Profit and Loss, the Cash Flow Statement and the Balance Sheet comply with the Accounting Standards referred to in Sub-Section 3(c) of Section 211 of the Companies Act, 1956.

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

vi) Attention is invited to Note 5 (4b ) wherein the Company has been, with effect from April 01, 2006, providing depreciation on plant and equipments stated therein based on the balance useful life of the assets as determined by approved valuerinstead of providingdepreciationattheminimumratesspecifiedinScheduleXIVoftheCompanies Act, 1956 and as required by Accounting Standard 6 on "Depreciation Accounting". As a result, depreciation charge for the year is lower by Rs. 280.19 Lacs and accumulated depreciation lower charged as at March 31,2013 is Rs. 1,830.91 Lacs. Had the impact of above been considered, the Profit before tax for the year would have been Rs. 108.79 Lacs instead of the reported profit before tax of Rs. 388.98 Lacs, net block of fixed assets as at March 31, 2013 would have been Rs. 15,346.02 Lacs instead of reported figure of Rs. 17,176.93 Lacs and Profit and Loss account balance as appearing in "Reserves & Surplus" would have been Rs. 15,863.71 Lacs instead of reported figure of Rs. 17,694.62 Lacs.

vii) Without qualifying our opinion, we draw attention to Note 24 regarding certain disputed excise duty and custom duty matters amounting to Rs. 7,672.89 Lacs pending before the Honourable Supreme Court (Previous YearRs. 7,672.89 Lacs pending before the Honourable Supreme Court and the Honourable High Court of Mumbai).

viii) In our opinion and to the best of our information and according to the explanations given to us subject to our comments in paragraph (vi) above, the said accounts read together with the Significant Accounting Policies & the 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 :

a. In the case of Balance Sheet, of the State of affairs of the Company as at 31st March 2013.''

b. In the case of Statement of Profit and Loss, of the Profit of the Company for year ended on that date.

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

Re: I G PETROCHEMICALS LIMITED

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

(b) The fixed assets have been physically verified by the Management during the year and no material discrepancies were identified on such verification.

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

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

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no discrepancies were noticed on verification carried out at the end of the year.

(iii) (a) As informed, the Company has not granted any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

(b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items are of a special nature for which alternative quotations are not available, 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, no major weakness has been noticed in the internal control system in respect of these areas.

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

(b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five Lacs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transactions were made at prevailing market prices at the relevant time.

(vi) The Company has not accepted any Deposits from the Public.

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

(viii) We have broadly reviewed the books of account maintained by the company in respect of manufacture of chemicals pursuant to the order made by the Central Government for the maintenance of cost records prescribed under Section 209(1) (d) of the Companies Act, 1956 and are of the opinion that prima-facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whether they are accurate or complete.

(ix) (a) Undisputed statutory dues including Provident Fund, Investor Education and Protection Fund or Employees State Insurance, Income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess have been regularly deposited with the appropriate authorities.

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

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

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

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

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of Clause 4 (xiii) of the Companies (Auditor''s Report) Order 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the Company.

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

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

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

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

(xix) According to the information and explanations given to us, the Company has not issued any secured debentures during the period covered by our report. Accordingly, the provisions of clause (xix) of the Order are not applicable to the Company.

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

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

For Hariharan & Co.

Chartered Accountants

K Nagarajan

Partner Place : Mumbai Membership No. 16398

Date : 20th May 2013 Firm''s Registration No.: 001083S


Mar 31, 2012

1. We have audited the attached Balance Sheet of I G PETROCHEMICALS LIMITED as at 31 March, 2012 the Statement of Profit and Loss and also the Cashflow statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report ) Order, 2003 as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 (together the 'Order') issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable.

4. Further to our comments in Annexure referred to in paragraph 3 above, we report that:

i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

ii) Subject to our comments referred to in paragraph (vi) below, 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 the books.

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

iv) Subject to our comments referred to in paragraph (vi) below, in our opinion, the Statement of Profit and Loss, the Cash flow statement and the Balance Sheet comply with the Accounting Standards referred to in Sub-Section 3(c) of Section 211 of the Companies Act, 1956.

v) On the basis of the written representations received from the directors, as on March 31, 2012, and taken on record by (he Board of Directors and based on our reliance on the legal opinion obtained from an eminent legal counsel / and on the basis of the judgment (Refer Note 26) stating / held that privately placed debentures cannot be construed to be "Debentures" for the purposes of clauses (g) of Sub section (1) of section 274 of the act, we report that none of the directors is disqualified as on March 31, 2012 from being appointed as a director in terms of clauses (g) of sub section (1) of section 274 of the Companies Act, 1956.

vi) Attention is invited to Note No. 5 wherein the Company has been, with effect from April 01, 2006, providing depreciation on Plant and Equipment based on the balance useful life of the assets as determined by approved valuer instead of providing depreciation at the minimum rates specified in Schedule XIV of the Companies Act, 1956 and as required by Accounting Standard 6 on "Depreciation Accounting". As a result, depreciation charge for the year is lower by Rs 859.53 lacs and accumulated depreciation lower charged as at March 31, 2012 is Rs 5,213.19 Lacs. Had the impact of above been considered, the Profit before tax for the year would have been Rs 800.27 Lacs instead of the reported profit before tax of Rs 1,659.80 Lacs, net block of fixed assets as at March 31, 2012 would have been Rs 18,200.90 Lacs instead of reported figure ofRs 23,414.09 Lacs and Profit and Loss account balance as appearing in "Reserves & Surplus would have been 717,587.72 Lacs instead of reported figure of Rs 22,800.91 Lacs.

vil) Without qualifying our opinion, we draw attention to Note No. 24 regarding certain disputed excise duty and custom duty matters amounting to Rs 7,672.89 Lacs pending before the Honourable Supreme Court (Previous Year Rs 7,672.89 Lacs pending before the Honourable Supreme Court and the Honourable High Court of Mumbai).

viii) In our opinion and to the best of our information and according to the explanations given to us subject to our comments in paragraph (vi) above, the said accounts read together with the Significant Accounting Policies & the 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 :

a. In the case of Balance Sheet, of the State of affairs of the Company as at 31 March 2012.

b. In the case of Statement of Profit and Loss, of the Profit of the Company for year ended on that date.

c. In the case of Cash Flow statement, of the Cash Flows for the year ended on that date.

Re: I G PETROCHEMICALS LIMITED

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

(b) The fixed assets have been physically verified by the Management during the year and no material discrepancies were identified on such verification.

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

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

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no discrepancies were noticed on verification carried out at the end of the year.

(iii) (a) As informed, the Company has not granted any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

(b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items are of a special nature for which alternative quotation are not available, 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, no major , weakness has been noticed in the internal control system in respect of these areas.

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

(b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five lacs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transactions were made at prevailing market prices at the relevant time. '

(vi) The Company has not accepted any Deposits from the Public.

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

(viii) To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under clause (d) of sub section (1) of section 209 of the Companies Act, 1956 for the products of the Company.

(ix) (a) Undisputed statutory dues including provident fund, investor education and protection fund or employees state insurance, income tax, sales tax, wealth tax, service tax, customs duty excise duty, cess have been regularly deposited with the appropriate authorities.

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

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

Name of the statute Nature of the dues Amount Amount dispute Disputed paid (Rs.in Lacs) (Rs.in Lacs)

Central Cxcise Act. 1944 Excisc & 7.672.89 - & Customs Act 1962 Custom Duty

Central Excise Act, 1944 Excise Duty 3,321.24 -

Central Excise Act, 1944 Excise Duty 16,083.79 665.35



The Bombay Electricity Cess on Electricity 29.63 - duty Act,1958

Income Tax produced Act. 1961 Income Tax 1,597.89 -

Name of the Statute period to which Forum where dispute the amount relates is pending

Central Excise Various years from Supreme Court Act,1944 1993 to 2006 & customs Act 1962 central Various years from CESTAT Excise Act,1944 1997 to 2009

Central Ex cise Various years from Commissioner of Act,1944 1997 to 2009 Central Excise

The Bombay 2001 to 2004 Mumbai High Court Electricity duty Act,1958

Income Tax Act 1998-99 2005-06 Karnataka High Court 1961 & 2006-07

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

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

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

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of Clause 4 (xiii) of the Companies (Auditor's Report) Order 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditor's Report) Order, 2003 (as amended) are not applicable to the Company.

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

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

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

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

(xix) According to the information and explanations given to us, the Company has not issued any secured debentures during the period covered by our report. Accordingly, the provisions of clause (xix) of the Order are not applicable to the Company.

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

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

For Hariharan & Co.

Chartered Accountants

K Nagarajan

Partner

Place : Mumbai Membership No. 16398

Date : 14 May 2012 Firm's Registration No.: 001083S


Mar 31, 2010

1. We have audited the attached Balance Sheet of I G PETROCHEMICALS LIMITED as at 31 March, 2010, the Profit and Loss Account and also the Cashflow statements for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2 We conducted our audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3 As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) (Amendment) Order, 2004 (together the Order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable.

4. Further to our comments in Annexure referred to in paragraph 3 above, we report that:

i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

ii) Subject to our comments referred to in paragraph (vi) below, 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 the books.

iii) The Balance Sheet, the Profit and Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of account.

iv) Subject to our comments referred to in paragraph (vi) below, in our opinion, the Profit and Loss Account, the Cash flow statement and the Balance Sheet comply with the Accounting Standards referred to in sub-section 3(c) of Section 211 of the Companies Act, 1956.

v) On the basis of the written representations received from the directors, as on March 31, 2010, and taken on record by the Board of Directors and based on our reliance on the legal opinion obtained from an eminent legal counsel / and on the basis of the judgement (Refer Note 3 of Schedule 19) stating / held that privately placed debentures cannot be construed to be "Debentures" for the purposes of clauses (g) of sub-section (1) of Section 274 of the act, we report that none of the directors is disqualified as on March 31, 2010 from being appointed as a director in terms of clauses (g) of sab-section (1) of Section 274 of the Companies Act, 1956.

vi) Attention is invited to note 5 of schedule 19 wherein the Company has been, with effect from April 01, 2006, providing depreciation on plant and machinery based on the balance useful life of the assets as determined by approved valuer instead of providing depreciation at the minimum rates specified in Schedule XIV of the Companies Act, 1956 and as required by Accounting Standard 6 on "Depreciation Accounting". As a result, depreciation charge for the year is lower by Rs. 866.22 lacs and accumulated depreciation lower charged as at March 31,2010 is Rs. 3494.38 Lacs. Had the impact of above been considered, the Profit before tax for the year would have been Rs. 2424.75 Lacs instead of the reported profit before tax of Rs. 3290.97 Lacs, net block of fixed assets as at March 31, 2010 would have been Rs.18831.22 Lacs instead of reported figure of Rs. 22325.60 Lacs and Profit and Loss account balance as appearing in "Reserves & Surplus" would have been Rs. 11240.29 Lacs instead of reported figure of Rs. 14734.67 Lacs.

vii) Without qualifying our opinion, we draw attention to note 13 II (b) of schedule 19 regarding certain disputed excise duty and custom duty matters amounting to Rs. 1128.02 Lacs pending before the Honourable Supreme Court (Previous Year Rs.7048.69 Lacs pending before the Honourable Supreme Court and the Honourable High Court of Mumbai) & Insurance claim receivable of Rs.903.00 Lacs considered good by the Management (Refer Note No.6 of Schedule 19)

viii) In our opinion and to the best of our information and according to the explanations given to us subject to our comments in paragraph (vi) above, the said accounts given the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

a. In the case of Balance Sheet, of the State of affairs of the Company as at 31 March 2010.

b. In the case of Profit and Loss Account, of the Profit of the Company for year ended on that date.

c. In the case of Cash Flow statement, of the Cash Flows for the year ended on that date.

Annexurc to the Auditors Report Re: I G PETROCHEMICALS LIMITED

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

(b) The fixed assets have been physically verified by the Management during the year and no material discrepancies were identified on such verification.

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

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

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no discrepancies were noticed on verification carried out at the end of the year.

(iii) (a) As informed, the Company has not granted any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

(b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register in the maintained under section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items are of a special nature for which alternative quotation are not available, 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, no major weakness has been noticed in the internal control system in respect of these areas.

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

(b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five lacs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transaction were made at prevailing market prices at the relevant time.

(vi) The Company has not accepted any Deposits from the Tablic.

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

(viii) To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under clause (d) of sub section (1) of Section 209 of the Companies Act, 1956 for the products of the Company.

(ix) (a) Undisputed statutory dues including Provident Fund, Investor Education and Protection Fund or Employees State Insurance, Income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess have been regularly deposited with the appropriate authorities.

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

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

Name of The Dues Amount Amount Which the When The Statute Disputed Paid amount Disputers (Rs. In (Rs. in Relates Pending Lacs) Lacs)

Central Excise & 2117.57 - Various Supreme

Excise Act, Custom years from Court

1944 & Duty 1993 to

Customs 2004

Act, 1962

Central Excise 2,648.38 - Various CESTAT

Excise Act, Duty Years from

1944 1997 to

2007

Central Excise 15129.95 665.35 Various Coinmi-

Excise Act, Duty years from ssioncr of

1944 1997 to Central

2008 Excise

The Cess on 29.63 - 2001 to Mumbai

Bombay Electricity 2004 High Electr icity produced Court. duty Act, 1958

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

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

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

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of Clause 4 (xiii) of the Companies (Auditors Report) Order 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable to the Company.

(xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions. Based on information and explanation given to us by the management, term loans were applied for the purpose for which the loans were obtained.

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

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

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

(xix) According to the information and explanations given to us, the Company has not issued any secured debentures during the period covered by our report. Accordingly, the provisions of clause (xix) of the Order are not applicable to the Company.

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

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

For Hariharan & Co.

Chartered Accountants

K. Nagarajan

Partner

Membership No: 16398

Firms Registration No: 001083S

Place: Mumbai,

Date: May 20, 2010



 
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