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Auditor Report of Mapro Industries Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of M/s MAPRO INDUSTRIES LIMITED ("the company"),which comprise the Balance Sheet as at 31 March 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters 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 the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, 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.

Auditors' Responsibility

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

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and 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 true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015, ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013 and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanation given to us, we give in the Annexure a statement on the matters specified in paragraphs 3 & 4 of the Order, to the extent applicable.

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

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

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

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

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

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

f) With respect to the other matters included in the Auditor's Report and to our best of our information and according to the explanations given to us:-

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

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

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

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT TO THE MEMBERS OF MAPRO INDUSTTIES LIMITED OF EVEN DATE

(i) The company does not possess any Fixed Assets during the year, therefore provisions of Clause 3(i) of the Companies (Auditor's Report) Order, 2015 are not applicable.

(ii) The company does not possess any Inventory during the year, therefore provisions of Clause 3(ii) of the Companies (Auditor's Report) Order, 2015 are not applicable.

(iii) According to the information and explanations given to us, the company has not granted any loans, secured or unsecured to any companies, firms or other parties covered in the register maintained under section 189 of the Companies Act.

(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 with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

(v) The company has not accepted any deposits from the public.

(vi) In our opinion and according to information and explanations given to us maintenance of cost records has not been prescribed by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013.

(vii) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues including

Provident Fund, Employees' State Insurance, Income Tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value Added tax, cess and other statutory dues applicable to it.

(b) According to the information and explanations given to us, there are no dues of income tax/sales tax/ wealth tax/ service tax/ custom duty/excise duty/cess which have not been deposited on account of any dispute.

(c) In our opinion, no amount is required to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder.

(viii) The accumulated losses of the Company as at the end of the current financial year does not exceed 50% of the net worth of the company. The company has not incurred cash losses during the current financial year and in the immediately preceding Financial Year.

(ix) The company has no dues to any bank, financial institution or debenture holders.

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

(xi) The company has not taken any term loans; therefore the provisions of Clause 3(x) of the Companies (Auditor's Report) Order, 2015 are not applicable to the company.

(xii) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For Rajesh Mohan & Associates. Firm Registration No. 323131E Chartered Accountants

Place : Kolkata Sd/- Date : The 27th day of May, 2015 [Rajesh Kumar Agrawal] Partner ICAI Membership No. 057271


Mar 31, 2014

We have audited the accompanying financial statements of Mapro Industries 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

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 (the Act) read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. 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 auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether dueto fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''spreparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to explanations given to us, the financial statement 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: -

i. in the case of the Balance Sheet, of the state of affairs of the company as at March 31, 2014;.

ii. in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and

iii. In the case of the Cash Flow Statement, of the cash flows of the Company 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 as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 (together the "order") issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956 and on the basis of such checks of the books and records of the company as we considered appropriate and according to the information and explanations given to us, we give in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said 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 purposes of our audit;

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

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

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013, and

(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, we report that none of the directors is disqualified as on March 31, 2014 from being appointed as director in terms of clause (f) of sub-section (1) of section of the Companies Act, 1956; and

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT TO THE MEMBERS OF MAPRO INDUSTRIES LIMITED OF EVEN DATE

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

(b) The fixed assets have been physically verified by the management at reasonable intervals. No material discrepancies were noticed on such verification.

(c) The company has not disposed off any substantial part of fixed assets during the year.

(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable.

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

(c) The company is maintaining proper records of inventory. No material discrepancies were noticed on verification between the physical stocks with the book records.

(iii) The company has not granted/taken any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956, therefore the provisions of Clause 4 (iii) (a) to (iii) (g) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(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 with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

(v) (a) According to the information and explanations given to us, we are of the opinion 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 information and explanations given to us, the company has not entered into any transactions pursuant contracts or arrangements that need to be entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of Rs. five lakhs in respect of any party during the year.

(vi) The company has not accepted any deposits from the public.

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

(viii) In our opinion and according to information and explanations given to us maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956.

(ix) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales- tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues applicable to it.

According to information and explanations given to us, no undisputed amounts payable in respect of Income-tax, Sales-tax, Wealth Tax, Service tax, Custom Duty, Excise Duty and cess were in arrears as at 31st March, 2014 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of sales tax/income tax/ custom duty/wealth tax/Service tax/Excise duty/cess, which have not been deposited on account of any dispute.

(x) The company has no accumulated losses at the end of the Financial Year. The company has incurred cash losses in the current financial year and in the immediately preceding financial year.

(xi) The company has no dues to any financial institution or bank 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) The company is a not 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.

(xiv) Proper records have been maintained by the company of the transactions and contracts for dealing or trading in shares, securities, debentures and other investments and timely entries have been made therein. The shares, securities, debentures and other investments have been held by the company, in its own name or else the same kept along with valid transfer deeds.

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

(xvi) The company has not taken any term loans, therefore the provisions of Clause 4(xvi) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xvii) The company has not raised any funds to be used specifically for short-term or long-term basis, therefore the provisions of Clause 4(xvii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xviii) During the year, the company has allotted 17,50,000 Equity Shares on preferential Basis to parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956. However, the price at which shares have been issued is not prejudicial to the interest of the company.

(xix) The company has not issued any debentures, therefore the provisions of Clause 4(xix) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xx) The company has not raised any money by public issues, therefore the provisions of Clause 4(xx) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xxi) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For Rajesh Mohan & Associates. Firm Registration No. 323131E Chartered Accountants

[Rajesh Kumar Agrawal] Proprietor ICAI Membership No. 057271

Place : Kolkata Date : 29th day of May, 2014


Mar 31, 2011

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

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

3. As required by the Companies (Auditors Report) order, 2003 issued by the Company Law Board in terms of section 227 (4A) of the Companies Act, 1956 (The Act), we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph (3) above

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 it appears from our examination of the books;

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

d. In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in Section 211 (3C) of The Act, except for on- compliance of provision of employees benefit as per Accounting Standard -15. In the absence of availability of actuarial valuation report to us, we are not in a position to quantify the amount of provision to be made and its effects on the financial statement of the Company.

e. On the basis of the written representations received from the directors and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the companies Act, 1956;

f. In our opinion and to the best of our information and according to the explanations given to us, the said Accounts subject to remark in para d above and read with the other notes appearing thereon give the information required by The Act, in the manner so required and give a true and fair view in conformity with 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, 2011;

ii) In the case of Profit and Loss Accounts, of the Profit of the company for the year ended on that date and

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

ANEXURE TO THE AUDITORS REPORT OF MAPRO INDUSTRIES LIMITED FOR THE YEAR ENDED 31st MARCH, 11

(Referred to in paragraph 3 of our Report of even date)

1. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. However the same is required to be updated.

2. As explained to us. assets have been physically verified by the management in accordance with a phased program of verification, which in our opinion, is reasonable considering the size and the nature of its business. The frequency of verification is reasonable and no material discrepancies have been noticed on such physical verification.

3. The company has not disposed off substantial part of the fixed assets during the year.

4. The inventories have been physically verified by the management during the year at reasonable intervals.

5. The procedure followed by the management for such physical verification is, in our opinion, reasonable and adequate in relation to the size of the company and nature of its business.

6. The Company has maintained proper records of inventories and discrepancies noticed on physical verification of inventories as compared to book records were not material in relation to the operations of the company and the same have been properly dealt with in the books of account.

7. The Company has not granted any loan secured or unsecured to companies firms or other parties covered in the register maintained under section 301 of The Act. During the year the Company has not taken any secured/ unsecured loan from companies firms or other parties covered in the register maintained u/s 301 of The Act. However the maximum amount involved during the year and the year end balance of loans from seven parties aggregates to Rs. 173.16 lacs and Rs 31.58 lacs respectively. In our opinion the rate of interest and the Term and conditions of the loan taken from company, firm or other parties listed in the register maintained under section 301 of The Act, are prima facie not prejudicial to the interest of the company. Payment of principal amount and interest are regular as per stipulation. As informed to us there are no overdue amount of more than Rs. 1.00 Lac of loan taken from parties covered u/s 301 of The Act.

8. In our opinion and according to the information and explanations given to us, there are adequate internal control procedure commensurate with the size of the Company and the nature of its business for the purchase of inventories and fixed assets and for the sale of goods. During the course of our audit, we have not observed any continuing failure to correct the major weaknesses in internal controls.

9. 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 u/s 301 of The Act have been so entered.

10. According to the information and explanations given to us, there were no transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under section 301 of The Act and aggregating, during the year to Rs.5,00,000/- or more in respect of each party. Transactions of sale of goods, material and services made in pursuance of contracts or arrangement entered in the registered maintained under section 301 of the The Act and aggregating during the year to Rs.5,00,000/- or more in respect of each party have been made at prices which are reasonable, having regard to the prevailing market prices for such goods, materials or services or the prices at which transactions for similar goods, material or services have been made with other parties.

11. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from public within the meaning of section 58A and 58 AA of The Act, and company's acceptance of deposit rules 1975 thereon.

12. In our opinion and according to the information and explanations given to us, the company has an adequate Internal Audit System commensurate with the size and the nature of its business.

13. The central Government has not prescribed the maintenance of cost records under Section 209(l)(d) of The Act, for the products manufactured by the company.

14. In our opinion and according to the information and explanations given to us, the company has generally been regular in depositing undisputed dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax Sales Tax, Wealth Tax, Custom Duty, Cess and other applicable statutory dues with appropriate authorities. According to the information and explanations given to us, there are no dues outstanding as at the year end for a period of more than six months from the date they became payable in respect of income tax, wealth tax, sales tax customs duty, excise duly and cess etc.

15. In our opinion and according to the information and explanations given to us, there are no dues outstanding of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty or Cess on account of any dispute.

16. The company has accumulated losses at the end of the financial year, which is more than 50% of its paid up capital and free reserves. However it has not incurred cash losses in the financial year under report and the immediately preceding financial year.

17. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of its dues to Banks.

18. In our opinion and according to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of Shares, Debentures and other securities.

19. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit / Societies are not applicable to the Company.

20. The Company has maintained proper records of transactions and contracts of dealing or trading in Shares, Securities, Debentures and other Investments during the year and timely entries have been made therein. All investment were held in the name of the Company.

21. According to information and explanations given to us the Company has not given any Guarantee for loans taken by others from Banks or Financial Institutions.

22. In our opinion the term loans availed during the year by the company were applied for the purpose for which they were raised.

23. In our opinion, on an overall examination of the balance sheet and the cash flow statement, funds raised on short term basis have, prima facie, not been used during the year for long term investment..

24. The company has not made any preferential allotment of shares during the year.

25. No Debentures have been issued by the company and hence the question of creating Securities in respect thereof does not arise.

26. The company has not raised any money by way of public issue during the year.

27. As per the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.



For CLB & ASSOCIATES CHARTERED ACCOUNTANTS

Place: Mumbai

Date : 25TH June, 2011



(S.Sarupria) PARTNER M No. 35783


Mar 31, 2010

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

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

3. As required by the Companies (Auditors Report) order, 2003 issued by the Company Law Board in terms of section 227 (4A) of the Companies Act, 1956 (The Act), we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph (3) above

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 it appears from our examination of the books;

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

d. In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in Section 211 (3C) of The Act, except for on- compliance of provision of employees benefit as per Accounting Standard -15.

In the absence of availability of actuarial valuation report to us, we are not in a position to quantify the amount of provision to be made and its effects on the financial statement of the Company. e On the basis of the written representations received from the directors and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the companies Act, 1956; f In our opinion and to the best of our information and according to the explanations given to us, the said Accounts subject to remark in para d above and read with the other notes appearing thereon give the information required by The Act, in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India;

i) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2010;

ii) In the case of Profit and Loss Accounts, of the Profit of the company for the year ended on that date and

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



ANEXURE TO THE AUDITORS REPORT OF MAPRO INDUSTRIES LIMITED FOR THE YEAR ENDED 31st MARCH, 10

(Referred to in paragraph 3 of our Report of even date)

1. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. However the same is required to be updated.

2. As explained to us. assets have been physically verified by the management in accordance with a phased program of verification, which in our opinion, is reasonable considering the size and the nature of its business. The frequency of verification is reasonable and no material discrepancies have been noticed on such physical verification.

3. The company has not disposed off substantial part of the fixed assets during the year.

4. The inventories have been physically verified by the management during the year at reasonable intervals.

5. The procedure followed by the management for such physical verification is, in our opinion, reasonable and adequate in relation to the size of the company and nature of its business.

6. The Company has maintained proper records of inventories and discrepancies noticed on physical verification of inventories as compared to book records were not material in relation to the operations of the company and the same have been properly dealt with in the books of account.

7. The Company has not granted any loan secured or unsecured to companies firms or other parties covered in the register maintained under section 301 of The Act. During the year the Company has not taken any secured/ unsecured loan from companies firms or other parties covered in the register maintained u/s 301 of The Act. However the maximum amount involved during the year and the year end balance of loans from seven parties aggregates to Rs. 173.16 lacs and Rs 31.58 lacs respectively. In our opinion the rate of interest and the Term and conditions of the loan taken from c ompany, firm or other parties listed in the register maintained under section 301 of The Act, are prima facie not prejudicial to the interest of the company. Payment of principal amount and interest are regular as per stipulation. As informed to us there are no overdue amount of more than Rs. 1.00 Lac of loan taken from parties covered u/s 301 of The Act.

8. In our opinion and according to the information and explanations given to us, there are adequate internal control procedure commensurate with the size of the Company and the nature of its business for the purchase of inventories and fixed assets and for the sale of goods. During the course of our audit, we have not observed any continuing failure to correct the major weaknesses in internal controls.

9. 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 u/s 301 of The Act have been so entered.

10. According to the information and explanations given to us, there were no transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under section 301 of The Act and aggregating, during the year to Rs.5,00,000/- or more in respect of each party. Transactions of sale of goods, material and services made in pursuance of contracts or arrangement entered in the registered maintained under section 301 of the The Act and aggregating during the year to Rs.5,00,000/- or more in respect of each party have been made at prices which are reasonable, having regard to the prevailing market prices for such goods, materials or services or the prices at which transactions for similar goods, material or services have been made with other parties.

11. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from public within the meaning of section 58A and 58 AA of The Act, and companys acceptance of deposit rules 1975 thereon.

12. In our opinion and according to the information and explanations given to us, the company has an adequate Internal Audit System commensurate with the size and the nature of its business.

13. The central Government has not prescribed the maintenance of cost records under Section 209(l)(d) of The Act, for the products manufactured by the company.

14. In our opinion and according to the information and explanations given to us, the company has generally been regular in depositing undisputed dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax Sales Tax, Wealth Tax, Custom Duty, Cess and other applicable statutory dues with appropriate authorities. According to the information and explanations given to us, there are no dues outstanding as at the year end for a period of more than six months from the date they became payable in respect of income tax, wealth tax, sales tax customs duty, excise duly and cess etc.

15. In our opinion and according to the information and explanations given to us, there are no dues outstanding of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty or Cess on account of any dispute.

16. The company has accumulated losses at the end of the financial year,which is more than 50% of its paid up capital and free reserves. However it has not incurred cash losses in the financial year under report and the immediately preceding financial year.

17. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of its dues to Banks.

18. In our opinion and according to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of Shares, Debentures and other securities.

19. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit / Societies are not applicable to the Company.

20. The Company has maintained proper records of transactions and contracts of dealing or trading in Shares, Securities, Debentures and other Investments during the year and timely entries have been made therein. All investment were held in the name of the Company.

21. According to information and explanations given to us the Company has not given any Guarantee for loans taken by others from Banks or Financial Institutions.

22. In our opinion the term loans availed during the year by the company were applied for the purpose for which they were raised.

23. In our opinion, on an overall examination of the balance sheet and the cash flow statement, funds raised on short term basis have, prima facie, not been used during the year for long term investment..

24. The company has not made any preferential allotment of shares during the year.

25. No Debentures have been issued by the company and hence the question of creating Securities in respect thereof does not arise.

26. The company has not raised any money by way of public issue during the year.

27. As per the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For CLB & ASSOCIATES CHARTERED ACCOUNTANTS

Place: Mumbai

Date : 6th September, 2010

(S.Sarupria) PARTNER

M No. 35783

 
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