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Auditor Report of JSL Industries Ltd.

Mar 31, 2015

We have audited the accompanying financial Statements of JSL INDUSTRIES LIMITED which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss, the Cash Flow Statement of the company 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 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 standard 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 of 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 financial statements based on our audit.

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

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

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. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the company's Directors, as well as evaluating the overall presentation 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, its profit and its cash flows for the year ended on that date.

Emphasis of Matters

There is no matter in the Notes to the Financial Statement which require immediate attention of the members.

Report on Other Legal and Regulatory Requirements:

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

a. We have sought and obtained all the information and explanation 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 it appears from our examination of those books;

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

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 written representations received from the director, as on 31.03.2015, and taken on record by the Board of Directors, none of the directors are disqualified as on 31st March 2015 from being appointed as directors in terms of section 164 (2) of the Act.

f. With respect to the adequacy of the internal financial controls over financial reporting of the company and the operating effectiveness of such controls, refer to our separate report in "Annexure A".

g. In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014:

i. The company does not have any pending litigations which would impact its financial position.

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

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

Annexure "A" to the Auditors Report

The Annexure "A" referred to in our report to the members of JSL INDUSTRIES LTD. for the year ended on 31st March, 2015. We report that:

1. FIXED ASSETS:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets on the basis of available information.

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

2. INVENTORY :

a) As explained to us, Inventories have been physically verified during the year by the Management at reasonable intervals.

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

c) The Company has maintained proper records of Inventory. As explained to us, there were no material discrepancies notices on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted by the company to Companies, firms or other parties covered in register maintained pursuant to Section 189 of the Companies Act, 2013.

a) In our opinion, receipt of principal amount & interest are regular.

b) There is no overdue amount of more than 1 lakh in respect of loan given by the company.

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

5. In Our Opinion and according to the information and explanations given to us, The Company has not accepted deposits from public covered under Section 73 to 76 of the Companies Act, 2013.

6. As informed to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of Section 148 of the Act.

7. a) According to the information and explanation given to us and based on the records of the Company examined by us, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, E.S.I., Income tax, Sales tax, Wealth tax, Service tax, Value Added Tax, Custom duty, Excise duty, and other material statutory dues applicable to it, with the appropriate authorities in India.

b) As at 31-3-2015, according to the information & explanation given by management, following are the particulars of Disputed Dues.

Sr. Name of the Assessment Amount No. Statute Year (Rs.)

1. Income Tax 1997-1998 8,60,600/- (Penalty)

2. Income Tax 2001-2002 5,49,885/-

3. Income Tax 2004-2005 24,14,407/-

4. Income Tax 2005-2006 8,31,716/-

5. Income Tax 2012-2013 ~ 25,500/-

6. Excise 1,83,68,302/-

Sr. Name of the Forum where Dispute No. Statute is Pending

1. Income Tax ITAT, Ahmedabad (Penalty)

2. Income Tax ACIT, Anand

3. Income Tax ACIT, Anand

4. Income Tax ITAT, Ahmedabad

5. Income Tax CIT (APPEALS), Vadodara

6. Excise E&STAT, Ahmedabad

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

8. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

9. Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

11. The Term loans obtained by the company have been applied for the purpose for which they were raised.

12. 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 AMIN PARIKH & CO. CHARTERED ACCOUNTANTS F.R.N. 100332W

CA. SAMIR R. PARIKH VADODARA PARTNER DATED: May 22, 2015 M.NO. 41506


Mar 31, 2014

1. We have audited the accompanying financial Statements of JSL INDUSTRIES LIMITED which comprise the Balance Sheet as at 31st March 2014 and the statement of Profit and Loss Account and the Cash Flow Statement for the year ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for The Financial Statements

2. 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.

Auditor''s Responsibility

3. 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.

4. 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.

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

Opinion

6. 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.

Report on Other Legal and Regulatory Requirements

7. 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 Companies Act, 1956, we give in the

Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

a. We have obtained all the information and explanation 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 Company''s Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by the report are in agreement with the books of accounts;

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

e. On the basis of written representations received from the director, as on 31.03.2014, and taken on record by the Board of Directors, none of the directors are disqualified as on 31st March 2014 from being appointed as directors in terms of clause (g) of sub-section (1) of 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 the Our Report of even date to the members of JSL INDUSTRIES LIMITED on the accounts of the company for the year ended 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. FIXED ASSETS

a) The Company has maintained proper records to show full particulars, including quantitative details and situation of Fixed Assets on the basis of available information.

b) As explained to us, the fixed assets have been physically verified by the management during the year in a periodical manner, which in our opinion is reasonable having regard to the size of company and nature of its assets.

c) No material discrepancies were noticed on such physical verification.

d) In our opinion and according to the information and explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. INVENTORY

a) As explained to us, Inventory have been physically verified during the year by the Management at reasonable intervals.

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

c) The Company has maintained proper records of Inventory. As explained to us, there were no material discrepancies notices on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted or taken by the company to/from Companies, firms or other parties covered in register maintained pursuant to Section 301 of the Companies Act, 1956.

a) In our opinion & according to information & explanations given to us, the rate of interest and other terms & conditions are not prima facie prejudicial to the interest of the company.

b) In our opinion, payment of principal amount & interest are regular.

c) There is no overdue amount in respect of loan taken by the company.

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

5. a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

b) As per information & explanations given to us and in our opinion, the transaction entered into by the company with parties covered u/s 301 of the Act exceeding the value of five lakhs rupees during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In Our Opinion and according to the information and explanations given to us, The Company has not accepted any Deposits from the public.

7. In our opinion, the Company has an Internal audit system commensurate with the size of the company and nature of its business.

8. As per information & explanations 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, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, E.S.I., Income tax, Sales tax, Wealth tax, Custom duty, Excise duty, Cess and other statutory dues applicable to it.

b) As at 31-3-2014, according to the information & explanation given by management, following are the particulars of Disputed Dues.

Sr. Name of the Assessment Amount Forum where No. Statue Year Dispute is Pending

1 Income Tax (Penalty) 1997-1998 8,60,600/- ITAT, AHMEDABAD

2 Income Tax 2001-2002 5,49,885/- ACIT, Anand

3 Income Tax 2004-2005 24,14,407/- ACIT, Anand

4 Income Tax 2005-2006 8,31,716/- ITAT, AHMEDABAD

5 Excise 1,83,68,302/- E&STAT, AHMEDABAD

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

13. The 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 not a dealer or trader in securities.

15. According to information and explanations given to us, The Company has not given any guarantee for loans taken by others from Bank or Financial Institution.

16. The Term loans obtained by the company have been applied for the purpose for which they were raised.

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 by the company.

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

19. The Company has not issued any Debentures.

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 AMIN PARIKH & CO.

CHARTERED ACCOUNTANTS F.R.N. 100332W

CA. SAMIR R. PARIKH

VADODARA PARTNER

DATE : May 27, 2014 M.NO. 41506


Mar 31, 2013

1. We have audited the accompanying financial Statements of JSL INDUSTRIES LIMITED which comprise the Balance Sheet as at 31 st March 2013 and the statement of Profit and Loss Account and the Cash Flow Statement for the year ended, and a summary of significant accounting policies and other explanatory information.

2. 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. --

3. 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.

4. 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.

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

6. 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.

7. 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 Companies Act, 1956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

a. We have obtained all the information and explanation 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 Company''s Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by the report are in agreement with the books of accounts;

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

e. On the basis of written representations received from the director, as on 31.03.2013, and taken on record by the Board of Directors, none of the directors are disqualified as on 31st March 2013 from being appointed as directors in terms of clause (g) of sub-section (1) of 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 the Our Report of even date to the members of JSL INDUSTRIES LIMITED on the accounts of the company for the year ended 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. FIXED ASSETS

a) The Company has maintained proper records to show full particulars, including quantitative details and situation of Fixed Assets on the basis of available information.

b) As explained to us, the fixed assets have been physically verified by the management during the year in a periodical manner, which in our opinion is reasonable having regard to the size of company and nature of its assets.

c) No material discrepancies were noticed on such physical verification.

d) In our opinion and according to the information and explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. INVENTORY

a) As explained to us, Inventory have been physically verified during the year by the Management at reasonable intervals.

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

c) The Company has maintained proper records of Inventory. As explained to us, there were no material discrepancies notices on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted or taken by the company to/from Companies, firms or other parties covered in register maintained pursuant to Section 301 of the Companies Act, 1956.

a) In our opinion & according to information & explanation given to us, the rate of interest and other terms & conditions are not prima facie prejudicial to the interest of the company.

b) In our opinion, payment of principal amount & interest are regular.

c) There is no overdue amount in respect of loan taken by the company.

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

a) Based on the audit procedures applied by us and according to the information and

explanations provided by the management, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained underthat section.

b) As per information & explanations given to us and in our opinion, the transaction entered into by the company with parties covered u/s 301 of the Act does not exceeds Rs. 5 lacs rupees in a financial year therefore requirement of reasonableness of transactions does notarises.

6. In Our Opinion and according to the information and explanation given to us, The Company has complied with the provisions of section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the Deposits accepted from the Public. No Order has been passed by the National Company Law Tribunal.

7. In our opinion, the Company has an Internal audit system commensurate with the size of the company and 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, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, E.S.I., Income tax, Sales tax, Wealth tax, Custom duty, Excise duty, Cess and other statutory dues applicable to it.

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

13. The 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 not a dealer or trader insecurities-.

15. According to information and explanations given to us, The Company has not given any guarantee for loans taken by others from Bank or Financial Institution.

16. The Term loans obtained by the company have been applied for the purpose for which they were raised.

17. According to the information and explanation given tousandonan 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 by the company.

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

19. The Company has not issued any Debentures.

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.

FORAMIN PARIKH&CO.

CHARTERED ACCOUNTANTS

CA. SAMIR R. PARIKH

VADODARA PARTNER

DATED: May 14, 2013 M.NO. 41506


Mar 31, 2012

1. We have audited the attached Balance Sheet of JSL INDUSTRIES LIMITED as at 31st March 2012 and also the Profit and Loss Account and the Cash Flow Statement of the company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We carried out audit in accordance with Auditing Standard 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 misstatements. 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 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

a. We have obtained all the information and explanation 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 Company's Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by the report are in agreement with the books of accounts;

d. In our opinion, Balance Sheet, Profit & Loss Account and Cash Flow Statement comply with the Accounting Standards as referred to in the sub-section (3C) of section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the director, as on 31.03.2012, and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March 2012 from being appointed as directors in terms of clause (g) of sub- section (1) of Section 274 of the Companies Act, 1956.

f. In Our opinion and to the best of our information and according to the explanations given to us, the said financial statements, read together with the other notes thereon give information required by the Companies Act, 1956, in the manner so required and give
(i) In the case of Balance Sheet, of the state of the company's affairs as at 31st March 2012;

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

And

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

1. FIXED ASSETS

a) The Company has maintained proper records to show full particulars, including quantitative details and situation of Fixed Assets on the basis of available information.

b) As explained to us, the fixed assets have been physically verified by the management during the year in a periodical manner, which in our opinion is reasonable having regard to the size of company and nature of its assets.

c) No material discrepancies were noticed on such physical verification.

d) In our opinion, the Company has not disposed off substantial part of fixed assets during the year & the going concern status of the company is not affected.

2. INVENTORY

a) As explained to us, Inventory have been physically verified by the management at regular intervals during the year.

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

c) The Company has maintained proper records of Inventory. As explained to us, there were no material discrepancies notice on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted or taken by the company to/from Companies, firms or other parties covered in register maintained pursuant to Section 301 of the Companies Act, 1956.

a) In our opinion & according to information & explanation given to us, the rate of interest and other terms & conditions are not prima facie prejudicial to the interest of the company.

b) In our opinion, payment of principal amount & interest are regular.

c) There is no overdue amount in respect of loan taken by the company.

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

5. a) In our opinion & according to information & explanation given to us, the transactions that needed to be entered into the register maintained under section 301 have been so entered.

b) In our opinion & according to information & explanation given to us, there were no such transactions exceeding Rs 5 lacs each which are not reasonable.

6. In Our Opinion and according to the information and explanation given to us, The Company has complied with the provisions of section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the Deposits accepted from the Public. No Order has been passed by the National Company Law Tribunal.

7. In our opinion, the Company has an Internal audit system commensurate with the size of the company and nature of its business.

8. We have broadly reviewed the books of accounts and records maintained by the Company _ relating to manufacture of Electric Motors pursuant to the order made by the Central Government for the maintenance of cost records under Section 209(1 )(d) of the Companies Act, 1956 and are of the opinion that the prima facie the prescribed accounts and records have been made and maintained. We have however not made a details examination of the records with a view of determining whether they are accurate or complete. To the best of our knowledge and according to information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any other product of the Company.

9. a) According to the records of the Company, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, E.S.I., Income tax, Sales tax, Wealth tax, Custom duty, Excise duty, Cess and other statutory dues applicable to it.

b) As at 31 -3-2012, according to the information & explanation given by management, following are the particulars of Disputed Duos.

Sr. Name of the Assessment Amount Rs Forum where No. Statue Year Dispute is Pending

1 Income Tax 2004-2005 22,23,804/- ACIT, Anand

2 Income Tax 2002-2003 12,84,620/- ACIT, Anand 3 Income Tax 2002-2003 1,23,077/- ACIT, Anand

4 Income Tax 1997-1998 12,37,148/- ACIT, Anand

5 Income Tax (Penalty) 1996-1997 3,25,895/- CIT Appeals, Baroda

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

13. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Funds/Society.

14. The Company is not a dealer or trader in securities.

15. The Company has not given any guarantee for loans taken by others from Bank or Financial Institution.

16. The Term loans obtained by the company have been applied for the purpose for which they were raised.

17. According to the information and explanation 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 by the company.

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

19. The Company has not issued any Debentures.

20. The Company has not raised any money by Public Issue during the year.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

FOR AMIN PARIKH & CO.

CHARTERED ACCOUNTANTS

CA. SAMIR R. PARIKH

VADODARA PARTNER

DATED: May 12,2012 M.NO. 41506

F.R.N. 100332W


Mar 31, 2011

1. We have audited the attached Balance Sheet of JSL INDUSTRIES LIMITED as at 31st March, 2011 and also the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We carried out audit in accordance with auditing standard 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 misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors' Report) Order, 2003, as amended by the Companies(Auditor's Report)(Amendment) Order, 2004 (together 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.

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

a. We have obtained all the information and explanation 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 Company's Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

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

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

f. In our opinion and to the best of our information and according to the explanations given to us, the said financial statements, read together with the 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 Balance Sheet, of the state of the Company's affairs as at 31 st March, 2011;

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

(lii) In the case of Cash Flow statement, of the Cash Flow for the year ended on that date.

Annexure to the Auditors' Report

Referred to in paragraph 3 of our report of even date

1. FIXED ASSETS

a) The Company has maintained proper records to show full particulars, including quantitative details and situation of Fixed Assets.

b) As explained to us, the fixed assets have been physically verified by the management during the year in a periodical manner, which in our opinion is reasonable having regard to the size of the Company and nature of its assets.

c) No material discrepancies were noticed on such physical verification.

d) In our opinion, the Company has not disposed off substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. INVENTORY

a) As explained to us, Inventory have been physically verified by the management at regular intervals during the year.

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

c) The Company has maintained proper records of Inventory. As explained to us, no material discrepancies were noticed on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted or taken by the Company to/from Companies, firms or other parties covered in register maintained pursuant to Section 301 of the Companies Act, 1956:

a) In our opinion and according to information and explanation given to us, the rate of interest and other terms and conditions are not prima facie prejudicial to the interest of the Company.

b) In our opinion, payment of principal amount and interest are regular.

c) There is no overdue amount in respect of loan taken by the Company.

4. In our opinion and according to information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to sale of goods. During the course of audit, we have not observed any major weaknesses in internal control.

5. a) In our opinion and according to information and explanation given to us, the transactions that needed to be entered into the register maintained under Section 301 have been so entered.

b) In our opinion and according to information and explanation given to us, there were no such transactions exceeding Rs.5 lacs each which are not reasonable.

6. In our opinion and according to the information and explanation given to us, the Company has complied with the provisions of Section 58A and 58AA of the Companies Act, 1956 and the Companies Acceptance of Deposits) Rules, 1975 with regard to the Deposits accepted from the Public. No order has been passed by the National Company Law Tribunal.

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

8. We have broadly reviewed the books of accounts and records maintained by the Company relating to manufacture of Electric Motors pursuant to the order made by the Central Government for the maintenance of cost records under Section 209(1 )(d) of the Companies Act, 1956 and are of the opinion that the prima facie the prescribed accounts and records have been made and maintained. We have, however not made a detail examination of the records with a view of determining whether they are accurate or complete. To the best of our knowledge and according to information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any other product of the Company.

9. a) According to the records of the Company, the Company is regular in depositing with appropriate

authorities undisputed statutory dues including Provident Fund, E.S.I., Income tax, Sales tax, Wealth tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

b) As at 31st March, 2011 according to the records of the Company, following are the particulars of Disputed Dues.

Sr. Nature of Assessment Amount Rs. Forum where No. Dues Year Dispute is Pending

1 Income Tax 2004-2005 22,23,804/- ACIT, Anand

2 Income Tax 2002-2003 12,84,620/- ACIT, Anand

3 Income Tax 2002-2003 1,23,077/- ACIT, Anand

4 Income Tax 1997-1998 12,37,148/- ACIT, Anand

5 Income Tax 1996-1997 3,25,895/- CIT Appeals, Baroda

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanation given to us, we are of t h e opinion that the Company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

13. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Funds/Society.

14. The Company is not a dealer or trader in securities.

15. The Company has not given any guarantee for loans taken by others from Bank or Financial Institution.

16. The Term loans obtained by the Company have been applied for the purpose for which they were raised.

17. According to the information and explanation 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 by the Company.

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

19. The Company has not issued any Debentures.

20. The Company has not raised any money by Public Issue during the year.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

FOR AMIN PARIKH & CO.

CHARTERED ACCOUNTANTS

CA.SAMIRR.PARIKH

PARTNER M.NO.41506

F.R.N. 100332W

VADODARA

28thApril,2011


Mar 31, 2010

To, The Members, JSL INDUSTRIES LIMITED Mogar, Dist: Anand

1. We have audited the attached Balance Sheet of JSL INDUSTRIES LIMITED as at 31st March 2010 and also the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We carried out audit in accordance with Auditing Standard 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 misstatements. 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, issued by the Central Government of India in terms of Sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

a. We have obtained all the information and explanation 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 fromour examination of those books;

c. The Company's Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by the report are in agreement with the books of accounts;

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

e. On the basis of 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 are disqualified as on 31st March, 2010 from being appointed as directors in terms of clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

f. In our opinion and to the best of our information and according to the explanations given to us, the said financial statements, read together with the 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 Balance Sheet, of the state of the Company's affairs as at 31st March, 2010;

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

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

FO RAMIN PARIKH & CO. CHARTERED ACCOUNTANTS

CA. SAMIR R. PARIKH PARTNER M.NO. 41506 F.R.N. 100332W VADODARA 29th April, 2010

Annexure to the Auditors' Report

Referred to in paragraph 3 of our report of even date

1. FIXED ASSETS

a) The Company has maintained proper records to show full particulars, including quantitative details and situation of Fixed Assets on the basis of available information.

b) As explained to us, the fixed assets have been physically verified by the management during the year in a periodical manner, which in our opinion is reasonable having regard to the size of the Company and nature of its assets.

c) No material discrepancies were noticed on such physical verification.

d) In our opinion, the Company has not disposed off substantial part of fixed assets during the year & the going concern status of the Company is not affected.

2. INVENTORY

a) As explained to us, Inventory have been physically verified by the management at regular intervals during the year.

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

c) The Company has maintained proper records of Inventory. As explained to us, no material discrepancies were noticed on physical verification of inventories as compared to the book record.

3. In respect of Loans, secured or unsecured, granted or taken by the Company to/from Companies, firms or other parties covered in register maintained pursuant to Section 301 of the Companies Act, 1956 :

a) In our opinion & according to information & explanation given to us, the rate of interest and other terms & conditions are not prima facie prejudicial to the interest of the Company.

b) In our opinion, payment of principal amount & interest are regular.

c) There is no overdue amount in respect of loan taken by the Company.

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

5. a) In our opinion & according to information & explanation given to us, the transactions that needed to be entered into the register maintained under Section 301 have been so entered.

b) In our opinion & according to information & explanation given to us, there were no such transactions exceeding Rs.5 lacs each which are not reasonable.

6. In our opinion and according to the information and explanation given to us, the Company has complied with the provisions of Section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the Deposits accepted fromthe Public. No order has been passed by the National Company Law Tribunal.

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

8. The Central Government has not prescribed maintenance of cost records under Section 209(1)(d) of the Companies Act, 1956.

9. a) According to the records of the Company, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, E.S.I., Income tax, Sales tax, Wealth tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

b) As at 31st March, 2010 according to the records of the Company, following are the particulars of Disputed Dues.

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

Sr. Nature of Assessment Amount Rs. Forum where No. Dues Year Dispute is Pending 1 Income Tax 2004-2005 22,23,804/- Appellate Tribunal 2 Income Tax 2002-2003 12,84,620/- Appellate Tribunal 3 Income Tax 2002-2003 1,23,077/- Appellate Tribunal 4 Income Tax 1997-1998 12,37,148/- Appellate Tribunal 5 Income Tax 1996-1997 3,25,895/- CIT Appeals, Baroda (Penalty)

11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the Company has not defaulted in repayment of dues to the financial institution, banks or debenture holders.

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

13. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Funds/Society.

14. The Company is not a dealer or trader in securities.

15. The Company has not given any guarantee for loans taken by others from Bank or Financial Institution.

16. The Term loans obtained by the Company have been applied for the purpose for which they were raised.

17. According to the information and explanation 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 by the Company.

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

19. The Company has not issued any Debentures.

20. The Company has not raised any money by Public Issue during the year.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

FOR AMIN PARIKH & CO. CHARTERED ACCOUNTANTS

CA. SAMIR R. PARIKH PARTNER M.NO. 41506 F.R.N. 100332W VADODARA 29th April, 2010

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