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Auditor Report of Liberty Shoes Ltd.

Mar 31, 2015

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

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

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken in to 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 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 misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the Auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing and opinion on whether the Company has in place adequate internal financial control 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 Board of 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.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair

view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2015;

(b) in the case of the 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

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 section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order. As required by section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 aforesaid standalone 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 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 sub-section (2) of section 164 of the Act.

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

i. the Company has disclosed the impact of pending litigations on its financial position in its financial statements as referred to in Note 2.27.11 to the financial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, and as required on long term contracts;

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

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

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

b) During the year, there exists a regular programme of verification of fixed assets and which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such verification.

II. a) As explained to us, the physical verification of the inventory was carried out at reasonable intervals by the Management during the year.

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

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventory, and the discrepancies noticed on verification between the physical stock and book records were not material in relation to the operation of the Company and the same have been properly dealt with in the books of accounts.

III. The Company has not granted any loan to any Company, firm or parties listed in the register maintained under section 189 of the Act and accordingly the provisions of clause 3 (iii) (a) & (b) of the Order are not applicable to the Company.

IV. In our opinion and according to information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to sale of goods and services. During the course of our audit, we have neither come across nor we have been informed of any major weaknesses in the aforesaid internal control system.

V. The Company has not accepted any deposit from the public as per the directives issued by Reserve Bank of India and the provisions of Section 73 to 76 or any other relevant provisions of the Act and rules framed there under.

VI. We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under sub section (1) of section 148 of the Act and are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

VII. a) According to the information and explanations given to us and on the basis of our examination of records of the Company, amounts deducted / accrued in the books of accounts in respect of undisputed statutory dues including Provident Fund, Employees' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax/VAT, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amount payable in respect of Provident Fund, Employees' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax/VAT, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other material statutory dues as at 31st March, 2015 which are outstanding for a period more than six months from the date they become payable.

b) As at 31st March, 2015, according to the records of the Company and the information and explanations given to us, following are the particulars of disputed dues on account of Excise Duty, Income Tax and VAT which have not been deposited:

Nature of Statute Nature of dues Amount (in') Period to which the amount relates

The Central Excise Excise Duty 2,99,75,448 November 2004 to Act 1944 June 2005 and May 2006 to June 2006

Service Tax Act, Service Tax on GTA 2,33,486 January 2005 1944 services to March 2007

Service Tax Act, Service Tax on GTA 2,95,112 April 2005 1944 services to March 2007

Punjab Value Added Value Added Tax on 19,13,016 Financial year Tax 2005 account of 2006-07 classification of goods at different rate of tax

Punjab Value Added Value Added Tax on 22,30,998 Financial year Tax 2005 account of 2007-08 classification of goods at different rate of tax



Nature of Statute Forum where the dispute is pending

The Central Excise Act, 1944 Customs, Excise and Service Tax Appellate Tribunal, New Delhi

Service Tax Act, 1994 Commissioner Appeals (Delhi - II), New Delhi

Service Tax Act, 1994 Commissioner Appeals (Delhi - II), New Delhi

Punjab Value Added Tax, 2005 Deputy Commissioner (Appeals)

Punjab Value Added Tax, 2005 Deputy Commissioner (Appeals)

c) According to information and explanation given

to us, the Company has duly transferred the funds, in accordance to the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under, to Investor Education and Protection Fund as and when due.

VIII. The Company has no accumulated losses as at 31st March, 2015 and it has not incurred cash losses in the current and immediately preceding financial year.

IX. In our opinion and according to information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institutions, banks or debenture holders.

X. In our opinion and according to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from bank or any financial institution.

XI. According to information and explanations given to us, the term loans have been applied for the purpose for which they were raised.

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

For Pardeep Tayal & Co. Firm Registration No. 002733N Chartered Accountants

Pardeep Tayal Partner Membership No. 081643

Place: New Delhi Dated: Friday, 29th May, 2015


Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

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 accounting principles generally accepted in India, including the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act'''')(which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs). 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.

Auditors'' 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 Auditors'' 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 As required by the Companies (Auditors'' 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.

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; (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs)

(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 Independent Auditors'' Report (Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date]

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

b) During the year, there exists a regular programme of verification of fixed assets and which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such verification.

c) During the year, the Company has not disposed off any major part of the fixed assets. Thus the going concern status of the Company is not affected.

II. a) As explained to us, the physical verification of the inventory was carried out at reasonable intervals by the Management during the year.

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

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventory, and the discrepancies noticed on verification between the physical stock and book records were not material in relation to the operation of the Company and the same have been properly dealt with in the books of accounts.

III. a] The Company has not granted any loan to any Company, firm or parties listed in the register maintained under section 301 of the Act.

b) The provisions of clause 4 (iii) (b) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

c) The provisions of clause 4 (iii) (c) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

d) The provisions of clause 4 (iii) (d) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

e) The Company had taken unsecured short term loan from one Company, M/s Geofin Investments Private Ltd. This Company is listed in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.4,34,57,930/- and the year-end balance of loan taken from such party was Rs.1,79,84,029/-.

f) In our opinion, the rate of interest and other terms and condition on which loan has been taken from the above said Company listed in the register maintained under section 301 of the Companies Act, 1956 is not, prima facie, prejudicial to the interest of the Company.

g) The Company has been regular in repaying the principal amount and payment of interest as stipulated.

IV. In our opinion and according to information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to sale of goods and services. During the course of our audit, we have neither come across nor we have been informed of any major weaknesses in the aforesaid internal control system.

V. a) According to information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 have been entered into the register maintained under section 301 of the Companies Act, 1956.

b) In our opinion and according to information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 during the year have been made at prices which are reasonable.

VI. The Company has not accepted any deposit from the public as per the directives issued by Reserve Bank of India and the provisions of Section 58 A, 58 AA or any other relevant provisions of the Act and rules framed there under.

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

VIII. We have broadly reviewed the books of account maintained by the Company pursuant to the rules 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 prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

IX. a) According to the information and explanations given to us and on the basis of our examination of records of the Company, amounts deducted / accrued in the books of accounts in respect of undisputed statutory dues including Provident Fund, Employees'' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.

b) There are no undisputed amount payable in respect of Provident Fund, Employees'' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax/VAT, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other material statutory dues as at 31st March, 2014 which are outstanding for a period more than six months from the date they become payable.

c) As at 31st March, 2014, according to the records of the Company and the information and explanations given to us, following are the particulars of disputed dues on account of Excise Duty, Income Tax and VAT which have not been deposited:

Nature of Statute Nature of dues Amount (in Rs.)

The Central Excise Act, Excise Duty 2,99,75,448

1944

Service Tax Act, 1994 Service Tax on GTA Services 2,33,486

Service Tax Act, 1994 Service Tax on GTA Services 2,95,112

Punjab Value Added Tax, Value Added Tax on 19,13,016

2005 account of classi fication of

goods at different rate of tax

Punjab Value Added Tax, Value Added Tax on 22,30,998

2005 account of classi fication of

goods at different rate of tax

J&K Value Added Tax, Value Added Tax on 31,76,868

2005 account of classi fication of

goods at different rate of tax

Income Tax Act, 1961 Non-deduction of 3,11,878

TDS u/s 194H & Interest on late deoosit of TDS

Nature of Statute Period to which the Forum where the amount relates dispute is pending

The Central Excise Act, 1944 November 2004 to Customs, Excise and June 2005 and Service Tax Appellate May 2006 to June 2006 Tribunal, New Delhi

Service Tax Act, 1994 January 2005 to Commissioner Appeals March 2007 (Delhi - II), New Delhi

Service Tax Act, 1994 April 2005 to Commissioner Appeals March 2007 (Delhi-II), New Delhi

Punjab Value Added Tax, 2005 Financial Year 2006-07 Deputy Commissioner (Appeals)

Punjab Value Added Tax, 2005 Financial Year 2007-08 Deputy Commissioner (Appeals)

J&K Value Added Tax, 2005 Financial Year 2007-08 and Commissioner 2008-09 (Appeals)

Income Tax Act, 1961 Financial Year 2010-11 Commissioner of Income Tax (Appeals)-Delhi

X. The Company has no accumulated losses as at 31st March, 2014 and it has not incurred cash losses in the current and immediately preceding financial year.

XI. In our opinion and according to information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institutions, banks or debenture holders.

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

XIII. In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

XIV. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause 4 (xiv) of the Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

XV. In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company, for loans taken by the subsidiary from bank during the year are not prejudicial to the interest of the Company.

XVI. According to information and explanations given to us, the term loans have been applied for the purpose for which they were raised.

XVII. 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.

XVIII. According to information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956.

XIX. According to the information and explanations given to us, the Company has not issued any secured debentures during the year.

XX. The Company has not raised any money through public issue during the year.

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

For Pardeep Tayal & Co.

Firm Registration No. 002733N

Chartered Accountants

Pardeep Tayal

Partner

Membership No. 081643

Place: Libertypuram, Karnal

Dated: Thursday, 29th May, 2014


Mar 31, 2013

Report on the Financial Statements

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

Management''s Responsibility for the Financial Statements

2. The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India, including 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.

Auditors'' 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 Auditors'' judgement, 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, 2013;

(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

7. As required by the Companies (Auditors'' 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.

8. 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, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

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

b) During the year, there exists a regular programme of verification of fixed assets and which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such verification.

c) During the year, the Company has not disposed off any major part of the fixed assets. Thus, the going concern status of the Company is not affected.

II. a) As explained to us, the physical verification of the inventory was carried out at reasonable intervals by the management during the year.

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

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventory, and the discrepancies noticed on verification between the physical stock and book records were not material in relation to the operation of the Company and the same have been properly dealt with in the books of accounts.

III. a) The Company has not granted any loan to any Company, firm or parties listed in the register maintained under section 301 of the Act.

b) The provisions of clause 4 (iii) (b) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

c) The provisions of clause 4 (iii) (c) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

d) The provisions of clause 4 (iii) (d) of Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

e) The Company had taken short term loan from one Company, M/s Geofin Investments Private Ltd. This Company is listed in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.1,60,67,709/- and the year-end balance of loan taken from such party was Rs.82,27,930/-.

f) In our opinion, the rate of interest and other terms and condition on which loan has been taken from the above said Company listed in the register maintained under section 301 of the Companies Act, 1956 is not, prima facie, prejudicial to the interest of the Company.

g) The Company has been regular in repaying the principal amount and payment of interest as stipulated.

IV In our opinion and according to information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to sale of goods and services. During the course of our audit, we have neither come across, nor have been informed of, any major weaknesses in the aforesaid internal control system.

V a) According to information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 have been entered into the register maintained under section 301 of the Companies Act, 1956.

b) In our opinion and according to information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 during the year have been made at prices which are reasonable.

VI. The Company has not accepted any deposit from the public as per the directives issued by Reserve Bank of India and the provisions of Section 58 A, 58 AA or any other relevant provisions of the Companies Act, 1956 and rules framed there under.

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

VIII. We have broadly reviewed the books of account maintained by the Company pursuant to the rules 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 prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

IX. a) According to the information and explanations given to us and on the basis of our examination of records of the Company, amounts deducted / accrued in the books of accounts in respect of undisputed statutory dues including Provident Fund, Employees'' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. b) There are no undisputed amount i payable in respect of Provident Fund, I Employees'' State Insurance, Investor 1 Education Protection Fund, Income Tax, " Sales Tax/VAT, Wealth Tax, Custom Duly, Excise Duty, Service Tax, Cess and other material statutory dues as at 31st March, 2013 A which are outstanding for a period more than six months from the date they become payable.

c) As at 31 * March, 2013, according to the records of the Company and the information and explanations given to us, following are the particulars of disputed dues on account of Excise Duty, Service Tax, Income Tax and VAT which have not been deposited:

Nature of Statute Nature of dues Amount (in )

The Central Excise Act, 1944 Excise Duty 2,99,75,448

Service Tax Act, 1994 Service Tax on GTA Services 2,33,486

Service Tax Act, 1994 Service Tax on GTA Services 2,95,112

Punjab Value Added Tax, 2005 Value Added Tax on 19,13,016 account of classification of goods ot different rate of tax

Punjab Value Added Tax, 2005 Value Added Tax on account of 22,30,998 classification of goods at different rate of tax

J&K Value Added Tax, 2005 Value Added Tax on 31,76,868 account of classification of goods at different rate of tax

Nature of Statute Period to which the Forum where the amount relates dispute is pending

The Central Act, 1944 November 2004 to Customs, Excise and June 2005 and Service Tax Appellate Tribunal, May 2006 to June 2006 New Delhi

Service Tax Act,1994 January 2005 to Commissioner Appeals (Delhi - II), March 2007 New Delhi

Service Tax Act,1994 April 2005 to March 2007 Commissioner Appeals (Delhi-II), New Delhi

Pnjab Value Added Tax, 2005 Financial Year 2006-07 Deputy Commissioner (Appeals)

Punjab Value Added Tax,2005 Financial Year 2007-08 Deputy Commissioner (Appeals)

J&K Value Added Tax,2005 Financial Year 2007-08 and Commissioner (Appeals) 2008-09

X. The Company has no accumulated losses as at 31st March, 2013 and it has not incurred cash losses in the current and immediately preceding financial year.

XI. In our opinion and according to information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institutions, banks or debenture holders.

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

XIII. In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund/sociely. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

XIV In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause 4 (xiv) of the Companies (Auditor''s Report) (Amendment) Order, 2004 are not applicable to the Company.

XV In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company, for loans taken by the subsidiary from bank during the year are not prejudicial to the interest of the Company.

XVI. According to information and explanations given to us, the term loans have been applied for the purpose for which they were raised.

XVII. 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.

XVIII. According to information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956.

XIX. According to the information and explanations given to us, the Company has not issued any secured debentures during the year.

XX. The Company has not raised any money through public issue during the year.

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



For Pardeep Tayal & Co.

Firm Registration No. 002733N

Chartered Accountants



Pardeep Tayal

Partner

Membership No. 081643

Place: Libertypuram, Karnal

Dated: Wednesday, 29,th May, 2013


Mar 31, 2012

We have audited the attached Balance Sheet of Liberty Shoes Ltd. as on 31s1 March, 2012, Statement of Profit & Loss for the year ended on that date and also the Cash Flow Statement for the year ended on that day 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.

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

As required by the Companies (Auditor's Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 we enclose in the annexure a statement on the matters specified in paragraph 4 and 5 of the said Order.

1. Further to our comments in the annexure referred to 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 audit;

b) In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of such books.

c) The Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by the Report are in agreement with the books of accounts as submitted to us;

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

e) On the basis of written representation received by us from the Directors of the Company as at 31s1 March, 2012 and taken on record by the Board of Directors, We report that no director is disqualified as on 31st March 2012 from being appointed as Director of the Company under 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 explanation given to us, the said Accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

I) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2012;

ii) In the case of Statement of Profit & Loss, 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 flows for the year ended on that date.

Annexure to the Auditors' Report

(Referred to in para 3 of our report of even date)

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

b) During the year there exists a regular programme of verification of Fixed Assets and which, in our opinion, is reasonable having regard to the size of the Company & nature of its assets. No material discrepancies were noticed on such verification.

c) During the year, the Company has not disposed off any major part of the fixed assets. Thus the going concern status of the Company is not affected.

II. a) As explained to us, the physical verification of the inventory was carried out at reasonable intervals by the Management,

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

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventory, and the discrepancies noticed on verification between the physical stock & book records were not material in relation to the operation of the Company & the same have been properly dealt with in the books of accounts.

III. a) The Company has not granted any loan to any Company, firm or parties listed in the register maintained under section 301 of the Act.

b) The provisions of clause 4 (Hi) (b) of Companies (Auditor's Report) (Amendment) Order, 2004 are not applicable to the Company.

c) The provisions of clause 4 (Hi) (c) of Companies (Auditor's Report) (Amendment) Order, 2004 are not applicable to the Company.

d) The provisions of clause 4 (Hi) (d) of Companies (Auditor's Report) (Amendment) Order, 2004 are not applicable to the Company.

e) The Company had taken short term loan from one Company, M/s Geofin Investments Private Ltd. This Company is listed in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.6,44,00,000/- & the year-end balance of loan taken from such party was Rs.1,60,67,709/-.

f) In our opinion, the rate of interest & other terms & condition on which loan has been taken from the above said Company listed in the register maintained under section 301 of the Companies Act, 1956 is not, prima facie, prejudicial to the interest of the Company.

g) The Company has been regular in repaying the principal amount and payment of interest as stipulated.

IV. In our opinion & according to information & explanations given to us, there are adequate internal control procedures commensurate with the size of the Company & the nature of its business with regard to purchase of inventory, fixed assets & with regard to sale of goods and services. During the course of our audit, we have neither come across nor we have been informed of any major weaknesses in the aforesaid internal control system.

V. a) According to information & explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 have been entered into the register maintained under section 301 of the Companies Act, 1956,

b) In our opinion & according to information & explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 during the year have been made at prices which are reasonable.

VI. The Company has not accepted any deposit from the public as per the directives issued by Reserve Bank of India and the provisions of Section 58 A, 58 AA or any other relevant provisions of the Act and rules framed there under.

VII. In our opinion, the Company has an internal audit system commensurate with the size & nature of its business,

VIII. We have broadly reviewed the books of account maintained by the Company pursuant to the rules 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 prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

IX. a) According to the information and explanation given to us and on the basis of our examination of records of the Company, amounts deducted/accrued in the books of accounts in respect of undisputed statutory dues including Provident Fund, Employees' State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess & other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.

b) There are no undisputed amount payable in respect of Income Tax, Sales Tax Act AT, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess & other material statutory dues as at 319 March, 2012 which are outstanding for a period more than six months from the date they become payable.

c) As at 31st March, 2012 according to the records of the Company and the information and explanations given to us, following are the particulars of disputed dues on account of Excise Duty, Income Tax and VAT which have not been deposited:

Nature of Statute Nature of dues Amount (in Rs.)

The Central Excise Duty 2,99,75,448 Excise Act, 1944

The Central Excise Excise Duty 5,16,406 Act, 1944

The Central Excise Excise Duty 11,15,823 Act, 1944

The Central Excise Excise Duty 15,19,371 Act, 1944

Service Tax Service Tax on 2,33,486 Act, 1994 GTA Services

Service Tax Service Tax on 2,95,112 Act, 1994 GTA Services

Punjab Value Value Added Tax on 19,13,016 Added Tax, 2005 account of classification of goods at different rate of tax

Punjab Value Value Added Tax on 22,30,998 Added Tax, 2005 account of classification of goods at different rate of tax



Nature of Statute Period to which the Forum where amount relates the dispute is pending

The Central November 2004 to Customs, Excise Excise Act,1944 June 2005 and & Service Tax Appellate May 2006 to June 2006 Tribunal, New Delhi

The Central Excise July 2005 to Commissioner Act,1944 Appeals, September 2005 Gurgaon

The Central Excise Financial year Act, 1944 2005 to 2010 Customs, Excise & Service Tax Appellate Tribunal, New Delhi

The Central Excise Financial year Commissioner Act, 1944 Appeals, 2005 to 2007 Gurgaon

Service Tax January 2005 to Commissioner Appeals Act, 1994 March 2007 (Delhi - II), New Delhi

Service Tax April 2005 to Commissioner Act,1994 Appeals March 2007 (Delhi - II), New Delhi

Punjab Value Financial Year Deputy Added Tax, 2005 Commissioner 2006-07 (Appeals)

Punjab Value Financial Year Deputy Added Tax, 2005 Commissioner 2007-08 (Appeals)

X. The Company does not have any accumulated losses as at 31st March 2012. The Company has not incurred any cash losses during the financial year covered by our audit & in the immediately preceding financial year.

XI. In our opinion & according to information & explanations given to us, the Company has not defaulted in repayment of dues to a financial institutions, bank or debenture holders.

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

XIII. In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) (Amendment) Order, 2004 are not applicable to the Company.

XIV. In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments. Therefore, the provisions of clause 4 (xiv) of the Companies (Auditor's Report) (Amendment) Order, 2004 are not applicable to the Company.

XV. In our opinion and according to the information and explanation given to us, the terms and conditions of the guarantees given by the Company, for loans taken by subsidiary from banks during the year are not prejudicial to the interest of the Company.

XVI. According to information & explanations given to us, Ihe term loans have been applied lor the purpose for which they were raised.

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

XVIII. According to information & explanations given to us, the Company has not made any preferential allotment of shares to parties & Companies covered in the register maintained under section 301 of the Companies Act, 1956.

XIX. According to the information and explanations given to us the Company has not issued any secured debentures during the year.

XX. The Company has not raised any money through public issue during the year.

XXI. According to information & explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Pardeep Tayal & Co.

Firm Registration No. 002733N

Chartered Accounlants

Pardeep Tayal

Place: Libertypuram, Karnal Partner

Dated: Tuesday, 28th August, 2012 Membership Number 081643


Mar 31, 2010

We have audited the attached Balance Sheet of Liberty Shoes Ltd. as on 31st March, 2010, Profit & Loss Account for the year ended on that date and also the Cash Flow Statement for the year ended on that day annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditors Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 and 5 of the said Order.

1. Further to our comments in the annexure referred to 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 audit;

b) In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of such books.

c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by the Report are in agreement with the books of accounts as submitted to us;

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

e) On the basis of written representation received by us from the Directors of the Company as at 31st March, 2010 and taken on record by the Board of Directors, We report that no director is disqualified as on 31st March, 2010 from being appointed as Director of the Company under 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 explanation given to us, the said Accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March 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 flows for the year ended on that date.

Annexure to the Auditors Report (Referred to in para 3 of our report of even date)

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

fixed assets.

b) During the year, there exists a regular programme of verification of Fixed Assets and which, in our opinion, is reasonable having regard to the size of the Company & nature of its assets. No material discrepancies were noticed on such verification.

c) During the year, the Company has not disposed off any major part of the fixed assets. Thus the going concern status of the Company is not affected.

II. a) As explained to us, the physical verification of the inventory was carried out at reasonable intervals by the Management.

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

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventory, and the discrepancies noticed on verification between the physical stock & book records were not material in relation to the operation of the Company & the same have been properly dealt with in the books of accounts.

III. a) The Company has not granted any loan to any Company, firm or parties listed in the register maintained under section 301 of the Act.

b) The provisions of clause 4 (iii) (b) of Companies (Auditors Report) (Amendment) Order, 2004 are not applicable to the Company.

c) The provisions of clause 4 (iii) (c) of Companies (Auditors Report) (Amendment) Order, 2004 are not applicable to the Company.

d) The provisions of clause 4 (iii) (d) of Companies (Auditors Report) (Amendment) Order, 2004 are not applicable to the Company.

e) The Company had taken short term loan from one Company, M/s Geofin Investments Pvt. Ltd. This Company is listed in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs16,44,25,214/- & the year-end balance of loan taken from such party was Rs10,00,00,000/-.

f) In our opinion, the rate of interest & other terms & condition on which loan has been taken from the above said Company listed in the register maintained under section 301 of the Companies Act, 1956 is not, prima facie, prejudicial to the interest of the Company.

g) The Company has been regular in repaying the principal amount and payment of interest as stipulated.

IV. In our opinion & according to information & explanations given to us, there are adequate internal control procedures commensurate with the size of the Company & the nature of its business with regard to purchase of inventory, fixed assets & with regard to sale of goods and services. During the course of our audit, we have neither come across nor we have been informed of any major weaknesses in the aforesaid internal control system.

V. a) According to information & explanations given to us, we are of the opinion that the particulars of contracts or

arrangements referred to in section 301 have been entered into the register maintained under section 301 of the Companies Act, 1956. b) In our opinion & according to information & explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 during the year have been made at prices which are reasonable.

VI. The Company has not accepted any deposit from the public as per the directives issued by Reserve Bank of India and the provisions of Section 58 A, 58 AA or any other relevant provisions of the Act and rules framed there under.

VII. In our opinion, the Company has an internal audit system commensurate with the size & nature of its business.

VIII. We have broadly reviewed the books of account maintained by the Company pursuant to the rules 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 prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

IX. a) According to the information and explanation given to us and on the basis of our examination of records of the

Company, amounts deducted / accrued in the books of accounts in respect of undisputed statutory dues including Provident Fund, Employees State Insurance, Investor Education Protection Fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess & other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.

b) There are no undisputed amount payable in respect of Income Tax, Sales Tax/VAT, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess & other material statutory dues as at 31st March, 2010 which are outstanding for a period more than six months from the date they become payable.

c) As at 31st March, 2010 according to the records of the Company and the information and explanations given to us, following are the particulars of disputed dues on account of Excise Duty, Income Tax and VAT which have not been deposited:

Nature of Statute Nature of dues Amount (in Rs)

The Central Excise Duty 2,99,75,448

Excise Act, 1944

The Central Excise

Act, 1944 Excise Duty 11,95,268

The Central Excise Education Cess 3,86,314

Service Tax on service

The Service Tax received from outside India

Act, 1994 prior to the applicability

of the related law

Income Tax on account

The Income Tax of reduction in amount of

Act,1961 deduction u/s 80 HHC in 11,20,244

terms of Texation Law

Amendment Bill, 2005

Value Added Tax on

Punjab Value Added account of classification 1913 016

Tax, 2005 of goods at different

rate of tax

Value Added Tax on

Punjab Vajje Added account of classiflcation of 22,30,998

Tax,2005 goods at different rate of tax

Nature of Statute Period to which the Forum where

amount relates the dispute is pending

The Central November 2004 to Customs, Excise

Excise Act,1944 June 2005 and May & Service Tax Appellate

2006 to June 2006 Tribunal, New Delhi

The Central Excise Financial Customs, Excise

Act,1944 year2002-03 & Service Tax Appellate

Tribunal, New Delhi

The Central Excise Financial Customs, Excise

Act,1944 year2004-05 & Service Tax Appellate

Tribunal, New Delhi

The Service Tax Financial Year & Service Tax Appellate

Act,1944 2002-2003 Tribunal, New Delhi

Commissioner

The Incom Tax Assessment Year of Incom Tax

Act,1961 2002-2003 (Appeals)

Punjab Value Added Financial Year Deputy Commissioner

Tax, 2005 2006-07 (Appeals)

Punjab Value Added Financial Deputy Commissioner

Tax, 2005 Year 2006-07 (Appeals)

X. The Company does not have any accumulated losses as at 31st March 2010. The Company has not incurred any cash losses during the financial year covered by our audit & in the immediately preceding financial year.

XI. In our opinion & according to information & explanations given to us, the Company has not defaulted in repayment of dues to a financial institutions, bank or debenture holders.

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

XIII. In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditors Report) (Amendment) Order, 2004 are not applicable to the Company.

XIV. In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments. Therefore, the provisions of clause 4 (xiv) of the Companies (Auditors Report) (Amendment) Order, 2004 are not applicable to the Company.

XV. In our opinion and according to the information and explanation given to us, the terms and conditions of the guarantees given by the Company, for loans taken by subsidiary from banks during the year are not prejudicial to the interest of the Company.

XVI. According to information & explanations given to us, the term loans have been applied for the purpose for which they were raised.

XVII. According to information & 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.

XVIILAccording to information & explanations given to us, the Company has not made any preferential allotment of shares to parties & Companies covered in the register maintained under section 301 of the Companies Act, 1956.

XIX. According to the information and explanations given to us the Company has not issued any secured debentures during the year.

XX. The Company has not raised any money through public issue during the year.

XXI. According to information & explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.



For Pardeep Tayal & Co.

Firm Registration No. 002733N

Chartered Accountants



Pardeep Tayal

Place: New Delhi Partner

Date: Thursday, 12th August, 2010 Membership Number 081643