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Auditor Report of Kridhan Infra Ltd.

Mar 31, 2015

1. We have audited the accompanying financial statements of Kridhan Infra Ltd. ("the Company"), which comprise the Balance Sheet as at March 31, 2015, 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

2. The management and Board of Directors of the Company are 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; design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

3. Our responsibility is to express an opinion on these 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

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 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 accounting policies used and the reasonableness of the accounting estimates made by the Company's management and Board of Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

6. 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

Report on Other Legal and Regulatory Requirements

7. As required by the Companies (Auditors Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of sectionl43 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

8. As required by section 143 (3) of the Act, we further 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 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, 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 applicable 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 directors as on March 31, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015, from being appointed as a director in terms of Section 164(2) of the Act

f. With respect to other matters to be included in the Auditors 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, based on legal opinions obtained is of the view that there are no pending litigations as at the reporting date that would have a material impact on its financial position;

ii) Based upon the assessment made by the company, there are no material foreseeable losses on its long term contracts that may require any provisioning.

iii) In view of there being no amount(s) required to be transferred to the Investor Education and Protection Fund for the year under audit the reporting under this clause is not applicable.

Annexure to Auditors' report

Referred to in our report of even date on the accounts of Kridhan Infra Ltd.

For the year ended on 31st March 2015

(i) a) As explained to us, and examined by us, the Company has maintained register for recording the fixed assets. However it is in the process of updating the details of its fixed assets register so as to reflect the full particulars, including quantitative details and situation of fixed assets.

b) There is a phased programme for verification of fixed assets, which in our opinion, is reasonable having regard to the size of the company and the nature of its assets. According to the information and explanation given to us, no material discrepancies were noticed on such verification.

(ii) a) In our opinion and according to the information and explanations provided to us, we are of the view that the company has a system of physical verification of its inventory, the frequency of which reasonable.

b) In our opinion and according to the information and explanations provided to us, we are of the view that 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 the information and explanations provided to us, we are of the view that the company is maintaining proper records of inventories and no material discrepancies were noticed on physical verification of the same.

(iii) In our opinion, and according to the information and explanation given to us and as per our examination we report that the company has granted interest bearing, unsecured loan to company covered in the register maintained pursuant to section 189 of the Act.

a) The repayment of the interest is regular and the repayment of the loan is on demand .

b) In view of there being no overdue amount, the reporting requirements under this sub-clause are no. applicable.

(iv) In our opinion, and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business, for purchase of inventory and fixed assets and for the sale of goods / services. During the course of our audit, we have neither observed nor been informed by the management of any continuing failure to correct major weaknesses in internal controls.

(v) In our opinion, and according to the information and explanations given to us, the company has not accepted any deposits during the period under audit. Consequently, the directives issued by Reserve Bank of India and the provisions of Sections 73 to 76 of the Act and the rules framed there under are not applicable.

(vi) As per the information and explanation provided to us, we are of the opinion that the maintenance of cost records by the company has not been specified by the Central Government under section 148 (1) of the Act.

(vii) a) According to the information and explanations given to us and based on the records of the company examined by us, the company is generally regular in depositing the undisputed statutory dues, including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and other material statutory dues, as applicable, with the appropriate authorities in India;

b) According to the information and explanations given to us, there are no applicable statutory dues which have not been deposited on account of any dispute.

c) In view of there being no amount(s) required to be transferred to the Investor Education and Protection Fund for the year under audit the reporting under this clause is not applicable.

(viii) There are no accumulated losses of the company. Further, the company has not incurred cash losses in current as well as in the immediately preceding financial year.

(ix) Based upon the audit procedures carried out by us and on the basis of the information and explanations provided by the management we are of the opinion that the company has not defaulted in repayment of dues to bank.

(x) In our opinion, and according to the information and explanations given to us, the company has not given guarantees for loans taken by others from banks or financial institutions. Therefore, the reporting requirements under clause (x) of paragraph 3 of the order are not applicable to the company.

(xi) In our opinion, and according to the information and explanations given to us, the term loans have been ultimately applied for the purpose for which they are raised.

(xii) 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 MKPS & Associates

Chartered Accountants

Firm's Regn No. 302014E

CA Narendra Khandal

Partner

M. No. 065025

Mumbai, May 29, 2015


Mar 31, 2014

To the Members of Kridhan Infra Limited (Formerly Known as Readymade Steel India Limited)

We have audited the accompanying financial statements of ReadyMade Steel India Limited ("the Company"), which comprise the Balance Sheet as at March 31,2014, 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

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

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

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

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

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

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

b) in the case of the 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.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

e) on the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO AUDITORS1 REPORT

Annexure referred to in the auditors'' report to the members of Readymade Steel India Limited, on the accounts for the year ended on March 31, 2014

1) a) As explained to us, the Company has maintained register for recording the fixed assets, however it is in the process

of updating the details of additions in its fixed assets register so as to reflect the full particulars, including quantitative details and situation of fixed assets.

b) As explained to us, the assets have been physically verified by the management during the year. There were no material discrepancy on such verification.

2) a) The inventory has been physically verified during the period by the management. In our opinion, the frequency of

verification is reasonable.

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) As explained to us, the Company has been maintaining records of inventories. In our opinion, the maintenance of records are primafacie reasonable in relation to the size and nature of business of the company.

3) a) As explained to us, during the period under audit the company has given loans in the nature of Inter Corporate

Deposits to or advances to one party covered under the register maintained pursuant to section 301 of the Companies Act, 1956. The amount given, maximu amount involved and the closing balance in respect of the same amounted to Rs. 169.23 Lacs.

b) The rate of interest and other terms and conditions are not prima facie prejudicial to the interest of the company.

c) The repayment of interest and principal, as explained has not fallen due.

d) In view of the repayment not being due, there are no overdues as at the balance sheet date.

e) As explained to us, during the period under audit the company has not taken loan from parties covered under the register maintained pursuant to section 301 of the Act and hence the reporting requirements under subclause (f) and (g) 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 procedures commensurate with the size of the company and nature of its business with regard to purchases of inventory, fixed Assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

5) a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be

entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion, and according to the explanations given to us, the Company has not entered into any contracts or arrangements exceeding Rs. 5.00 Lakh in respect of any party in pursuance of contracts or arrangements entered in the register to be maintained under section 301 of the Companies Act, 1956 except for the contracts for sale / purhase which, as explained, are at the prevailing market prices

6) The company has not accepted public deposits to which the provisions of section 58A and 58AA of the companies act apply.

7) The company has an internal audit system which is generally commensurate with the nature and size of its business.

8) As explained to us the company is not required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9) a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including

provident fund, employees state insurance, Income tax, Sales Tax, Wealth tax, Custom duty, Excise Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income tax, wealth tax, sales tax, custom duties and excise duties, which have remained outstanding as at 31st March 2014 for a period of more than six months from the date they become payable.

c) According to the information and explanations given to us, there are no disputed statutory dues which have not been deposited by the company, except for one case of Income Tax Demand of Rs. 17.09 Lacs for which appeal has been filed with DCIT. The company has paid Rs. 8.55 Lacs against the same under protest.

10) There are no accumulated losses of the company and company has not incurred cash losses during the period covered by our audit and the immediately preceeding financial year.

11) The Company has taken various facility from their banks / FI for the purpose of its business. During the year there have been delay in payment of interest / instalment on these loans. As at March 31,2014 there were overdue aggregating to Rs. 142.47 Lacs.

12) The Company has not granted any secured loans or advances to any person against security by way of pledge of shares or securities.

13) 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 are not applicable to the Company.

14) 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 are not applicable to the company.

15) The Company has not given any Guarantee on behalf of the others to any bank or Financial Institution.

16) In our opinion, the term loans, taken from the bankers, have been prima-facie applied for the purpose for which they were raised.

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

18) During the year under audit the company not alloted any shares on preferential basis to parties covered under the register maintained pursuant to section 301 of the act.

19) The company has not issued any Debentures. Hence, the reporting requirements under clause 4(xix) of the order are not applicable.

20) The company has not raised any funds from public during the period. Hence, the reporting requirements under clause (xx) of the order are not applicable.

21) 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 MKPS & Associates Chartered Accountants Firm''s Regn. No. 302014E

Sd/- CA Narendra Khandal Partner M No.065025

Place: Mumbai Date: May 27, 2014


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying fnancial statements of ReadyMade Steel India Limited (''the Company''), which comprise the Balance Sheet as at March 31, 2013, the Statement of Proft and Loss and Cash Flow Statement for the year then ended, and a summary of signifcant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these fnancial statements that give a true and fair view of the fnancial position, fnancial performance and cash fows 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 fnancial 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 fnancial 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 fnancial statements are free from material misstatement.

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

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

Opinion

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

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

b) in the case of the Statement of Proft and Loss, of the proft for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 (''the Order”) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specifed 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 Proft and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

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

e) on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualifed 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.

f) Since the Central Government has not issued any notifcation 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.

ANNEXURE TO AUDITORS'' REPORT

Annexure referred to in the auditors'' report to the members of Readymade Steel India Limited, on the accounts for the year ended on March 31, 2013

1) a) As explained to us, the Company is in the process of updating the details of additions in its fxed assets register so as to refect the full particulars, including quantitative details and situation of fxed assets.

b) As explained to us, the assets have been physically verifed by the management during the year. There were no material discrepancy on such verifcation.

2) a) The inventory has been physically verifed during the period by the management. In our opinion, the frequency of verifcation is reasonable.

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

c) As explained to us, the Company has been maintaining records of inventories. In our opinion, the maintenance of records are primafacie reasonable in relation to the size and nature of business of the company.

3) As explained to us, during the period under audit the company has not given or taken loan or advances to party covered under the register maintained pursuant to section 301 of the Companies Act, 1956. Hence, the reporting requirements under this clause are not applicable.

4) In our opinion, and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and nature of its business with regard to purchases of inventory, fxed Assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

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

b) In our opinion, and according to the explanations given to us, the Company has not entered into any contracts or arrangements exceeding Rs. 5.00 Lakh in respect of any party in pursuance of contracts or arrangements entered in the register to be maintained under section 301 of the Companies Act, 1956 except for the contracts for sale / purhase which, as explained, are at the prevailing market prices

6) The company has not accepted public deposits to which the provisions of section 58A and 58AA of the companies act apply.

7) The company has an internal audit system which is generally commensurate with the nature and size of its business.

8) As explained to us the company is not required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9) a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees state insurance, Income tax, Sales Tax, Wealth tax, Custom duty, Excise Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income tax, wealth tax, sales tax, custom duties and excise duties, which have remained outstanding as at 31st March 2013 for a period of more than six months from the date they become payable.

c) According to the information and explanations given to us, there are no disputed statutory dues which have not been deposited by the company.

10) There are no accumulated losses of the company and company has not incurred cash losses during the period covered by our audit and the immediately preceeding fnancial year.

11) The Company has taken various facility from their banks / FI for the purpose of its business. During the year there have been delay in payment of interest / instalment on these loans.

12) The Company has not granted any secured loans or advances to any person against security by way of pledge of shares or securities.

13) In our opinion, the Company is not a chit fund or a nidhi / mutual beneft fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditor''s Report) order, 2003 are not applicable to the Company.

14) 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 are not applicable to the company.

15) The Company has not given any Guarantee on behalf of the others to any bank or Financial Institution.

16) In our opinion, the term loans, taken from the bankers, have been prima-facie applied for the purpose for which they were raised.

17) According to 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. No long term funds have been used to fnance short term assets except permanent working capital.

18) a) During the year under audit the company not alloted any shares on preferential basis.

b) During the year 2011-12 the company has raised money by issue of shares by public issue. The utilisation of the same has been disclosed in the Notes on Accounts and the same has been verifed by us and the same has been prima- facie found to be in order.

19) During the course of our audit and on the basis of our test check, we did not come across any case of fraud on or by the company noticed or reported during the period under audit. For MKPS & Associates

Chartered Accountants

Firm Regn. No. 302014E

CA. Narendra Khandal

PARTNER

M No. 065025

Place : Mumbai

Date : 29th May, 2013


Mar 31, 2012

We have audited the attached Balance Sheet of Readymade Steel India Limited (the Company) as at 31st March 2012 and the Statement of Profit and Loss and Cash Flow Statemement 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.

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

2) As required by the Companies (Auditor's Report) Order, 2003 (as ammended) issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956 and on the basis of such checks as we considered appropriate and according to information and explanation given to us during the course of our audit, we enclose in the Annexure, our report on the matters specified in paragraph 4 & 5 of the said order to the extent applicable to the company.

We report that:

(a) We have obtained all the information and the 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 the books;

(c) the Balance Sheet and the Statement of Profit and Loss dealt with by this report are in agreement with the books of account;

(d) in our opinion, the Balance Sheet and the Statement of Profit and Loss, read together with the notes thereon, dealt with by this report comply in material respects with the accounting standards referred to in sub section (3C) of section 211 of the Companies Act, 1956

(e) on the basis of the written representations received from the Directors, which have been taken on the record by the Board of Directors, we report that none of the Directors is disqualified as on March 31, 2012 from being appointed as a Director in terms of clause (g) of sub-section(1) of Section 274 of the Companies Act, 1956.

(g) In our opinion, and to the best of our information and according to the explanations given to us the said accounts, read together with the notes thereon, give the information required by the companies Act, 1956, in the manner so required, and give a true and fair view :

(i) In the case of the Balance Sheet, of the state of the Company's affairs as at March 31, 2012;

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

(iii) In the case of the Cash flow statements of the cash flows for the period ended March 31, 2012

ANNEXURE TO AUDITORS' REPORT

Annexure referred to in paragraph 2 of the auditors' report to the members of Readymade Steel India Limited, on the accounts for the year ended on March 31, 2012

1) a) As explained to us, the Company is in the process of updating the details of additions in its fixed assets register so as

to reflect the full particulars, including quantitative details and situation of fixed assets.

b) As explained to us, the assets have been physically verified by the management during the year. There were no material discrepancy on such verification.

2) a) The inventory has been physically verified during the period by the management. In our opinion, the frequency of

verification is reasonable.

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) As explained to us, the Company has been maintaining records of inventories. In our opinion, the maintenance of records are primafacie reasonable in relation to the size and nature of business of the company.

3) As explained to us, during the period under audit the company has not given or taken loan or advances to party covered under the register maintained pursuant to section 301 of the Companies Act, 1956.

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

5) a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be

entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion, and according to the explanations given to us, the Company has not entered into any contracts or arrangements exceeding Rs. 5.00 Lakh in respect of any party in pursuance of contracts or arrangements entered in the register to be maintained under section 301 of the Companies Act, 1956 except for the contracts for sale / purhase which, as explained, are at the prevailing market prices

6) The company has not accepted public deposits to which the provisions of section 58A and 58AA of the companies act apply.

7) The Company has an Internal Audit System which generally commensurate with the nature and size of business

8) As explained to us the company is not required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9) a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including

provident fund, employees state insurance, Income tax, Sales Tax, Wealth tax, Custom duty, Excise Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income tax, wealth tax, sales tax, custom duties and excise duties, which have remained outstanding as at 31st March 2011 for a period of more than six months from the date they become payable.

c) According to the information and explanations given to us, there are no disputed statutory dues which have not been deposited by the company.

10) There are no accumulated losses of the company and company has not incurred cash losses during the period covered by our audit and the immediately preceeding financial year.

11) The Company has taken various facility from their banks / FI for the purpose of its business. The company has been generally regular in paying the interest and principal amount in respect of the loans taken from the banks / FI.

12) The Company has not granted any secured loans or advances to any person against security by way of pledge of shares or securities.

13) 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 are not applicable to the Company.

14) 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 are not applicable to the company.

15) The Company has not given any Guarantee on behalf of the others to any bank or Financial Institution.

16) In our opinion, the term loans, taken from the bankers, have been prima-facie applied for the purpose for which they were raised.

17) According to 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. No long term funds have been used to finance short term assets except permanent working capital.

18) a) During the year under audit the company has not alloted any shares on preferential basis.

b) During the year the company has raised money by issue of shares by public issue. The utilisation of the same has been disclosed in the Notes on Accounts and the same has been verified by us and the same has been prima-facie verified.

19) During the course of our audit and on the basis of our test check, we did not come across any case of fraud on or by the company noticed or reported during the period under audit.

For MKPS & Associates Chartered Accountants

Narendra Khandal Partner

Membership No. 065025

Place: Mumbai

Date: 5th September, 2012


Mar 31, 2011

We have audited the attached Balance Sheet of Readymade Steel India Limited (the Company) as at 31st March 2011 and the Profit and Loss account and Cash Flow Statemement 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.

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

2) As required by the Companies (Auditor's Report) Order, 2003 (as amended) issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956 and on the basis of such checks as we considered appropriate and according to information and explanation given to us during the course of our audit, we enclose in the Annexure, our report on the matters specified in paragraph 4 & 5 of the said order to the extent applicable to the company.

3) We report that :

a) We have obtained all the information and the 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 the books;

c) The Balance Sheet and the Profit and Loss account dealt with by this report are in agreement with the Books of Account;

d) In our opinion, the Balance Sheet and the Profit and Loss account, read together with the Notes thereon, dealt with by this report comply in material respects with the accounting standards referred to in sub section (3C) of section 211 of the Companies Act, 1956

e) On the basis of the written representations received from the Directors, which have been taken on the record by the Board of Directors, we report that none of the Directors is disqualified as on March 31, 2011 from being appointed as a Director in terms of clause (g) of sub-section(1) of Section 274 of the Companies Act, 1956.

f) In our opinion, and to the best of our information and according to the explanations given to us and subject to our comments above, the said accounts, read together with the notes thereon, give the information required by the Companies Act, 1956, in the manner so required, and give a true and fair view :

(i) In the case of the Balance Sheet, of the state of the Company's affairs as at March 31, 2011;

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

(iii) In the case of the Cash flow statements of the cash flows for the period ended March 31, 2011

ANNEXURE TO AUDITORS' REPORT

Annexure referred to in paragraph 2 of the Auditors' Report to the members of Readymade Steel India Limited, on the accounts for the year ended on March 31, 2011

1) a) The Company is maintaining proper records showing full particulars, quantitative details and situation of Fixed Assets.

b) As explained to us, the assets have been physically verified by the management during the year. There were no material discrepancy on such verification.

c) The Company did not dispose off a substantial part of the Fixed Assets during the Financial Year under review.

2) a) The inventory has been physically verified during the period by the management. In our opinion, the frequency of verification is reasonable.

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) As explained to us, the Company has been maintaining records of inventories. In our opinion, the maintenance of records are prima-facie reasonable in relation to the size and nature of business of the company.

3) As explained to us, during the period under audit the company has not given or taken loan or advances to party covered under the register maintained pursuant to section 301 of the Companies Act, 1956.

4) In our opinion, and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and nature of its business with regard to purchases of inventory, Fixed Assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

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

b) In our opinion, and according to the explanations given to us, the Company has not entered into any contracts or arrangements exceeding Rs. 5.00 Lakh in respect of any party in pursuance of contracts or arrangements entered in the register to be maintained under section 301 of the Companies Act, 1956 except for the contracts for sale / purchase which, as explained, are at the prevailing market prices

6) The company has not accepted public deposits to which the provisions of section 58A and 58AA of the Companies Act,1956 apply.

On the basis of written representation received from the management, we state that the company has not received any order for the contravention of the provisions from the Company Law Board or RBI or any court or any other Tribunal in this respect.

7) The Company does not have an Internal Audit System.

8) As explained to us the company is not required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9) a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duties and Excise Duties, which have remained outstanding as at 31st March 2011 for a period of more than six months from the date they become payable.

c) According to the information and explanations given to us, there are no disputed statutory dues which have not been deposited by the company.

10) There are no accumulated losses of the company and company has not incurred cash losses during the period covered by our audit and the immediately preceeding financial year.

11) The Company has taken various facility from their Banks / FI for the purpose of its business. The company is regular in paying the interest and principal amount in respect of the loans taken from the Banks / FI.

12) The Company has not granted any secured loans or advances to any person against security by way of pledge of shares or securities.

13) 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 are not applicable to the Company.

14) 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 are not applicable to the company.

15) The Company has not given any Guarantee on behalf of others to any Bank or Financial Institution.

16) In our opinion, the term loans, taken from the bankers, have been prima-facie applied for the purpose for which they were raised.

17) According to 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. No long term funds have been used to finance short term assets except permanent working capital.

18) a) During the year under audit the company has alloted 378500 Equity Shares on preferential basis at the price at which the same are not prejudicial to the company.

b) According to the information made available to us, the company has not raised any fund by way of public issue, the end use of which is required to be disclosed in the notes to the financial statement and to be verified by us.

19) During the course of our audit and on the basis of our test check, we did not come across any case of fraud on or by the company noticed or reported during the period under audit.

For MKPS & Associates

Chartered Accountants

Firm Regn. No. 302014E

CA. Narendra Khandal

Partner

M No. 065025

Place: Mumbai

Date: 3rd September 2011

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