Auditor Report of Mardia Samyoung Capillary Tubes Co. Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED, which comprise the Balance Sheet as at 31st March, 2015 the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

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

Auditor's Responsibility

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

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

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and its loss 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, issued by the Central Government of India in term of sub-section (11) of section 143 of the Companies Act,2013, we give in the Annexure a statement on the matters specified in the paragraphs 3 and 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 it appears from our examination of those books .

(c) 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.

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

(e) 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 fiancial statements - Refer Note 18 to the financial statements.

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

iii. Accoring to the records of the company, no amount is required to be transferred t o the the Investor Education and Protection Fund during the year..

ANNEXURE TO AUDITORS'REPORT

The Annexure referred to in our Independent Auditors' Report to the members of the Company on the Financial Statements for the year ended 31st March, 2015 we report that:

1) Fixed Assets :

a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets

b) Fixed assets were physically verified by the management at periodic intervals , In our opinion the period of verification is reasonable , having regards to the size of the company and nature of its assets. No material discrepancies were noticed on such verification.

2) Inventory:

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

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

c) The company has maintained proper records of inventories. As per the information and explanation given to us, no material discrepancies were noticed on physical verification.

3) Loans and Advances :

The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act. Therefore, the provision of Clause 3 (iii), (iii)(a) and (iii)(b) of the said order are not applicable to the company.

4) Internal Control Systems:

In our opinion and according to the information and explanations given to us there an adequate internal control system commensurate with the size of the company and the nature of its business with regard to the purchase of inventory and fixed assets and with regard to the sale of goods and services. In our opinion, and according to the information and explanations given to us, there is no continuing failure to correct major weaknesses in internal control system.

5) The company has not accepted any deposits from the public within the meaning of sections 73,74,75 and 76 of the Act and the rules framed there under to the extent notified

6) The maintenance of cost records under sub-section (1) of section 148 of the Companies Act, is not applicable for any of the product of the company for the year under review.

7) Statutory Dues:

a) The company in regular in depositing undisputed statutory dues including provident fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities.

b) The particulars of dues as at 31" March, 2015 which have not been deposited on account of dispute , are as follows:

i) According to the information and explanations given to us, an amount of Rs. 748.52 Lacs, (Rs. 659.88 Lacs) of MSL towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Proportionate custom duty amount saved, in . respect of Advance Import License against which export obligation is pending, is Rs. 260.84 Lacs (Rs. 221.82 Lacs) Bank Guarantees issued against the same is Rs. 101.10 Lacs (Rs. 101.10 Lacs) & an amount of Rs.133.55 lacs (Rs.112.68 lacs) of MEL towards Custom Duty saved on Import of Capital goods under EPCG scheme & an amount of Rs. 33.46 lacs (Rs.21.52 lacs) of MTL towards Custom Duty saved on Import of Capital goods under EPCG scheme and Bank Guarantees issued against the same is Rs. 10.670 Lacs (Rs. 9.00 Lacs) & Rs. 18.07 lacs (Rs. 11.62 Lacs) respectively. Further an amount of Rs. 655.01 Lacs (239.16 Lacs) of MSL is pending towards the Excise Duty, Interest & Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. An Amount of Rs. 37.99 lacs (Rs.32.05 lacs) of MEL towards Excise Duty & Penalty, & an amount of Rs. 74.49 lacs (Rs. 16.00 Lacs) of MTL towards Excise duty and Penalty. However, there is an amount of Rs. 2.43 lacs towards Income Tax demand of MEL and an amount of Rs. 3.40 lacs towards Income Tax demand of MTL is payable in respect of income tax. There no other , wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2015 for a period of more than six months from the date they became payable.

ii) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs.137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

c) There were no amounts required to be transferred to investor education and protection fund by the company.

8) Company is having accumulated losses at the end of financial year of not less than 50% of its. Net worth. The company has incurred cash losses in current financial year and in the immediately preceding financial year.

9) Based on our examination of documents and records and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution or banks.

10) 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.

11) The Company has not any term loans during the year.

12) To the best of our knowledge and belief and According to the information and explanations given to us, no material fraud on or by the company has been noticed or reported during the course of our audit.

For Shyam C. Agrawal & Co Chartered Account

Shyam C. Agrawal Proprietor Membership No. 031774

Place Mumbai Date: 30/05/2015

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Mar 31, 2013

Report on Financial Statement

We have audited the accompanying financial statements of Mardia Samyoung Capillary Tubes Company Limited., which comprise the Balance Sheet as at - 1 $t March 2013 , the Statement of Profit and Loss and the 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 (he preparation of these financial statements that give a true and fair view of the financial position, financial performance and the cash flows of the company in accordance with the Accounting Standards referred to in Section 211(3C) of the Companies Act 1956. and in accordance with the accounting principles generally accepted in India. The responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give true and fair view and free from material misstatement, whether due to fraud or error.

, Auditor''s responsibility

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

An audit involves performing procedures io obtain audit evidence about the amounts and ihe disclosures in the financial statements. The procedures selected depend on the auditor''s judgments, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of the accounting . policies used and the reasonableness of the accounting estimates made by the management, ns 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 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:

i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013.

ii) In the case of the Statement of Profit and Loss, of the profit of the company 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 issued by the Central Government in terms of Section 227(4A) of the Act, we give in the annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

(a) We have obtained alt 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 the law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, die Statement of Profit and Loss, and (he Cash Flow Statement dealt with this report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in Section 211(3C) of the Act.

(e) On the basis of the written representations received from the directors as on 31 st March, 2013 taken on record b;; the Board of Directors, none of the directors is disqualified as on 31 st March, 2013 from being appointed as a director in terms of Section 274(U(g) of the Act.

Referred to in paragraph (3) of our report of even date on the accounts of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED the year ended 31" March, 2013.

1. In respect of its Fixed Assets:

a. The company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets. Fixed Assets were physically verified by the management at periodic intervals. In our opinion, the period of verification is reasonable, having regards to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

b. The company has disposed off its land & building at Silvasa as per the guidelines of BIFR order during the year.

2. In respect of Inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year, and in our opinion the frequency of verification is reasonable.

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

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

3. i) As per the information furnished, the Company has not taken nor granted secured or unsecured loans from parties listed in the register maintained under section 301 of the Companies Act, 1956.

ii) As the company has not taken nor granted secured or unsecured loans, to / from parties listed in theregister maintained under section 301 of the Companies Act, 1956, the clause (iii) (b), (c), (d), (e), (f) and (g) of the order are not applicable.

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

5. (i) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in the'' register maintained under the section 301 of the Companies Act, 1956, have been so entered.

(ii) In our opinion and according to the information and explanation given to us, the transaction made in the pursuance of contract or arrangement entered in the register maintained under section 301 of the Companies Act, 1956, exceeding the value of Five Lacs Rupees in respect of any party during the yearhave been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public.

7. In our opinion, the internal audit system of the Company is commensurate with the size & nature of its business.

8. As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209(1) (d) of the Companies Act, 1956 in respect of the activities carried on by the Company.

9. (i) According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Income Tax, Sale Tax, Wealth Tax, Custom Duty, Excise Duty, Educational Cess tax and other statutory dues have been generally regularly deposited with the appropriate authorities.

(ii) According to the information and explanations given to us, an amount of Rs. 748.52 Lacs, (Rs. 659.88 Lacs), towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Proportionate custom duty amount saved, in respect of Advance Import License against which export obligation is pending, is Rs. 260.84 Lacs (Rs. 221.82 Lacs). Bank Guarantees issued against the same is Rs. 101.10 Lacs (Rs. 101.10 Lacs). Further an amount of Rs. 655.01 Lacs (239.16 Lacs) is pending towards the Excise Duty, Interest & Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. However, no other amount payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2012 for a period of more than six months from the date they became payable.

(iii) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs. 137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

10. The company have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year

11. According to the information and explanation given to us, the company has fully paid all its secured creditors under OTS (One Time Settlement Scheme), separately entered with Dena Bank and Union Bank of India and M/s Assets Reconstruction Company of India Limited has taken the possession of the company''s movable assets. The company has no secured creditors as on 31" March 2013.

12. According to the information & explanation given to us, the Company has not granted loans & advances on the basis of security by way of pledge of Shares and other securities.

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

14. In our opinion, and according to the information and explanation given to us, the company is not dealing in or trading in share, securities, debenture, and other investment. According to the provision of clause 4(xiv) of the order is not applicable to the Company.

15. As informed to us, the Company has not given any guarantees for loans taken by others from banks or Financial Institutions.

16. The Company has not obtained any term loan during the year.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, We report that no funds raised on short-term basis have been used for long-term investment. No long-term loans have been used to finance short-term assets.

18. During the year, the Company has not made any preferential allotment of Shares to parties or Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The company has not issued any debentures during the year, nor are there any outstanding debentures.

20. The Company has not raised any money by way of public issue during the year and therefore clause 4 (XX) of the order is not applicable.

21. During the course of our examination of the books and records of the Company, carried in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such case by the management.

For SHYAM C. AGRAWAL & CO.

Chartered Accountants



S. C. AGRAWAL

Place: Mumbai. (Proprietor)

Date. 31/08/2013 Membership No. 31774

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Mar 31, 2012

1. We have audited the attached Balance Sheet of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED at 31st March, 2012, and the Profit and 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 Company''s management.

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

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

3. As required by the Companies {Auditor''s Report) Order 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we give in the annexure, a statement on the matters specified in paragraph

4 and 5 of the said order.

4. The Account has been prepared on going concern basis, based on the management''s perception of the future of the company.

5. 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 our audit.

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

c. The Balance Sheel and Profit and Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of accounts.

d. In our opinion the Balance Sheet and the Profit & Loss Account and Cash Flow statement 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 representations received from the Directors, as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2012 from being appointed as Directors in term of clause (g) of Sub Section (1) 274 of the Companies Act, 1956.

f. !n our opinion and to the best of our information and according to the explanations given to us, the said accounts read with, and subject to the notes to the accounts relating to Balance Sheet and Profit & Loss account give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

i. In the case of Balance Sheet of the state of affairs of the Company as at 31st March, 2012 and

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

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



ANNEXURE TO THE AUDITORS'' REPORT

Referred to in paragraph (3) of our report of even date on the accounts of MARDIA SAMYOUNG CAPILLARY TUBES

COMPANY LIMITED the year ended 31- March, 2012.

1. In respect of its Fixed Assets: -

a. The company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets. Fixed Assets were physically verified by the management at periodic intervals. In our opinion, the period of verification is reasonable, having regards to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

b. The company has not disposed off any of its fixed assets during the year.

2. In respect of Inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year, and in our opinion the frequency of verification is reasonable.

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

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

3. i) As per the information furnished, the Company has not taken nor granted secured or unsecured loans from parties listed in the register maintained under section 301 of the Companies Act, 1956.

ii) As the company has not taken for granted secured or unsecured loans, to / from parties listed in the register maintained under section 301 of the Companies Act, 1956, the clause (iii) (b), (c), (d), (e), (f) and (g) of the order are not applicable.

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

5. (i) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under the section 301 of the Companies Act, 1956, have been so entered.

(ii) In our opinion and according to the information and explanation given to us, the transaction made in the pursuance of contract or arrangement entered in the register maintained under section 301 of the Companies Act, 1956, exceeding the value of Five Lacs Rupees in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public.

7. In our opinion, the internal audit system of the Company is commensurate with the size & nature of its business.

8. As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209( 1) (d) of the Companies Act, 1956 in respect of the activities carried on by the Company.

9. (i) According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, income Tax, Sale Tax, Wealth Tax, Custom Duty, Excise Duty, Educational Cess tax and other statutory dues have been generally regularly deposited with the appropriate authorities.

(ii) According to the information and explanations given to us, an amount of Rs. 748.52 Lacs, (Rs. 659.88 Lacs), towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Proportionate custom duty amount saved, in respect of Advance Import License against which export obligation is pending, is Rs. 260.84 Lacs (Rs. 221.82 Lacs). Bank Guarantees issued against the same is Rs. 101.10 Lacs (Rs. lOl.lO Lacs) Further an amount of Rs. 655.01 Lacs (239.16 Lacs) is pending towards the Excise Duty, Interest &. Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. However, no other amount payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2012 for a period of more than six months from the date they became payable.

(iii) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs. 137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

10. The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year ''

11. According to the information and explanation given to us, the company has fully paid all its secured creditors under OTS (One Time Settlement Scheme), separately entered with Dena Bank and Union Bank of India and M/s Assets Reconstruction Company of India Limited has taken the possession of the company''s movable assets. The company has no secured creditors as on 31st March 2012.

12. According to the information &. explanation given to us, the Company has not granted loans & advances on the basis of security by way of pledge of Shares and other securities.

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

14. In our opinion, and according to the information and explanation given to us, the company is not dealing in or trading in share, securities, debenture, and other investment. According to the provision of clause 4(xiv) of the order is not applicable to the Company.

15. As informed to us, the Company has not given any guarantees for loans taken by others from banks or Financial Institutions.

16. The Company has not obtained any term loan during the year.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, We report that no funds raised on short-term basis have been used for long-term investment. No long-term loans have been used to finance short-term assets.

18. During the year, the Company has not made any preferential allotment of Shares to parties or Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The company has not issued any debentures during the year, nor are there any outstanding debentures.

20. The Company has not raised any money by way of public issue during the year and therefore clause 4 (XX) of the order is not applicable.

21. During the course of our examination of the books and records of the Company, carried in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such case by the management.

For SHYAM C. AGRAWAL & CO,

Chartered Accountants

S. C. AGRAWAL

Place: Mumbai. (Proprietor)

Date : 3l/08W0r2 Membership No. 31774

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Mar 31, 2010

1. We have audited the attached Balance Sheet of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED at 31st March, 2010, and the Profit and 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 misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we give in the annexure, a statement on the matters specified in paragraph 4 and 5 of the said order.

4. The Account has been prepared on going concern basis, based on the managements perception of the future of the company.

5. 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 our audit.

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

c. The Balance Sheet and Profit and Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of accounts.

d. In our opinion the Balance Sheet and the Profit & Loss Account and Cash Flow statement 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 representations received from the Directors, as on 31st March 2010 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31" March 2010 from being appointed as Directors in term of clause (g) of Sub Section (1) 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 read with, and subject to the notes to the accounts relating to Balance Sheet and Profit & Loss account give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

i. In the case of Balance Sheet of the state of affairs of the Company as at 31st March, 2010 and

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

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

ANNEXURE TO THE AUDITORS REPORT

Referred to in paragraph (3) of our report of even date on the accounts of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED the year ended 31st March, 2010.

1. In respect of its Fixed Assets:

a. The company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets. Fixed Assets were physically verified by the management at periodic intervals. In our opinion, the period of verification is reasonable, having regards to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

b. The company has not disposed off any of its fixed assets during the year.

2. In respect of Inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year, and in our opinion the frequency of verification is reasonable.

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

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

3. i) As per the information furnished, the Company has not taken nor granted secured or unsecured loans from parties listed in the register maintained under section 301 of the Companies Act, 1956.

ii) As the company has not taken nor granted secured or unsecured loans, to / from parties listed in the register maintained under section 301 of the Companies Act, 1956, the clause (iii) (b), (c), (d), (e), (f) and (g) of the order are not applicable.

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

5. (i) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under the section 301 of the Companies Act, 1956, have been so entered.

(ii) In our opinion and according to the information and explanation given to us, the transaction made in the pursuance of contract or arrangement entered in the register maintained under section 301 of the Companies Act, 1956, exceeding the value of Five Lacs Rupees in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public.

7. In our opinion, the internal audit system of the Company is commensurate with the size & nature of its business.

8. As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209(1) (d) of the Companies Act, 1956 in respect of the activities carried on by the Company.

9. (i) According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Income Tax, Sale Tax, Wealth Tax, Custom Duty, Excise Duty, Educational Cess tax and other statutory dues have been generally regularly deposited with the appropriate authorities.

(ii) According to the information and explanations given to us, an amount of Rs. 748.52 Lacs, (Rs. 659.88 Lacs), towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Proportionate custom duty amount saved, in respect of Advance Import License against which export obligation is pending, is Rs. 260.84 Lacs (Rs. 221.82 Lacs). Bank Guarantees issued against the same is Rs. 10l.l0 Lacs (Rs. 101.10 Lacs). Further an amount of Rs. 655.01 Lacs (239.16 Lacs) is pending towards the Excise Duty, Interest & Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. However, no other amount payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2010 for a period of more than six months from the date they became payable.

(iii) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs. 137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

10. The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year

11. According to the information and explanation given to us, the company has fully paid all its secured creditors under OTS (One Time Settlement Scheme), separately entered with Dena Bank and Union Bank of India and M/s Assets Reconstruction Company of India Limited has taken the possession of the companys movable assets. The company has no secured creditors as on 31st March 2010.

12. According to the information & explanation given to us, the Company has not granted loans & advances on the basis of security by way of pledge of Shares and other securities.

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, clause 4(xiii) of the Companies (Auditors Report) order 2003 is not applicable to the Company.

14. In our opinion, and according to the information and explanation given to us, the company is not dealing in or trading in share, securities, debenture, and other investment. According to the provision of clause 4(xiv) of the order is not applicable to the Company.

15. As informed to us, the Company has not given any guarantees for loans taken by others from banks or Financial Institutions.

16. The Company has not obtained any term loan during the year.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, We report that no funds raised on short-term basis have been used for long-term investment. No long-term loans have been used to finance short-term assets.

18. During the year, the Company has not made any preferential allotment of Shares to parties or Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The company has not issued any debentures during the year, nor are there any outstanding debentures.

20. The Company has not raised any money by way of public issue during the year and therefore clause 4 (XX) of the order is not applicable.

21. During the course of our examination of the books and records of the Company, carried in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such case by the management.

For SHYAM C. AGRAWAL & CO.

Chartered Accountants

S. C. AGRAWAL

Place: Mumbai.

Date : 18/08/2010 Membership No. 31774

---

Mar 31, 2009

1. We have audited the attached Balance Sheet of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED at 31st March, 2009, and the Profit and 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 misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we give in the annexure, a statement on the matters specified in paragraph 4 and 5 of the said order.

4. The Account has been prepared on going concern, basis based on the managements perception of the future of the company.

5. 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 our audit.

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

c. The Balance Sheet and Profit and Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of accounts.

d. In our opinion the Balance Sheet and the Profit & Loss Account and Cash Flow statement 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 representations received from the Directors, as on 31st March 2009 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2009 from being appointed as Directors in term of clause (g) of Sub Section (1) 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 read with, and subject to the notes to the accounts relating to Balance Sheet and Profit & Loss account give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

i. In the case of Balance Sheet of the state of affairs of the Company as at 31st March, 2009 and

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

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

ANNEXURE TO THE AUDITORS REPORT Referred to in paragraph (3) of our report of even date on the accounts of MARDIA SAMYOUNG CAPILLARY TUBES COMPANY LIMITED the year ended 31st March, 2009.

1. In respect of its Fixed Assets:

a. The company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets. Fixed Assets were physically verified by the management at periodic intervals. In our opinion, the period of verification is reasonable, having regards to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

b. The company has not disposed off any of its fixed assets during the year.

2. In respect of Inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year, and in our opinion the frequency of verification is reasonable.

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

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

3. a) As per the information furnished, the Company has not taken nor granted secured or unsecured loans from parties listed in the register maintained under section 301 of the Companies Act, 1956.

b) As the company has not taken nor granted secured or unsecured loans, to / from parties listed in the register maintained under section 301 of the Companies Act, 1956, the clause (iii) (b), (c), (d), (e), (f) d (g) of the order are not applicable.

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

5. (a) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under the section 301 of the Companies Act, 1956, have been so entered.

(b) In our opinion and according to the information and explanation given to us, the transaction made in the pursuance of contract or arrangement entered in the register maintained under section 301 of the Companies Act, 1956, exceeding the value of Five Lacs Rupees in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public.

7. In our opinion, the internal audit system of the Company is commensurate with the size & nature of its business.

8. As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209( 1) (d) of the Companies Act, 1956 in respect of the activities carried on by the Company.

9. (a) According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employee State Insurance, Income Tax, Sale Tax, Wealth Tax, Custom Duty, Excise Duty, Educational Cess tax and other statutory dues have been generally regularly deposited with the appropriate authorities.

(b) According to the information and explanations given to us, an amount of Rs. 659.88 Lacs, (Rs. 659.88 Lacs), towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Propoilionate custom duty amount saved, in respect of Advance Import License against which export obligation is pending, is Rs. 221.82 Lacs (Rs. 221.82 Lacs). Bank Guarantees issued against the same is Rs. 101.10 Lacs (Rs. 101.10 Lacs). Further an amount of Rs. 239.16 Lacs (239.16 Lacs) is pending towards the Excise Duty, Interest & Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. However, no other amount payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2009 for a period of more than six months from the date they became payable.

(c) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs. 137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

10. The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year

11. According to the information and explanation given to us, the company has fully paid all its secured creditors under OTS (One Time Settlement Scheme), separately entered with Dena Bank and Union Bank of India and M/s Assets Reconstruction Company of India Limited has taken the possession of the companys movable assets. The company has no secured creditors as on 31st March 2009.

12. According to the information & explanation given to us, the Company has not granted loans & advances on the basis of security by way of pledge of Shares and other securities.

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, clause 4(xiii) of the Companies (Auditors Report) order 2003 is not applicable to the Company.

14. In our opinion, and according to the information and explanation given to us, the company is not dealing in or trading in share, securities, debenture, and other investment. According to the provision of clause 4(xiv) of the order is not applicable to the Company.

15. As informed to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

16. The Company has not obtained any term loan during the year.

17. According to the information and explanation given to us and on an overall examination of the balance Sheet of the Company We report that no funds raised on short-term basis have been used for long-term investment. No long-term loans have been used to finance short-term assets.

18. During the year, the Company has not made any preferential allotment of Shares to parties or Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The company has not issued any Debentures during the year, nor are there any outstanding debentures.

20. The Company has not raised any money by way of public issue during the year and therefore clause 4 (XX) of the order is not applicable.

21. During the course of our examination of the books and records of the Company, carried in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such case by the management.

For SHYAM C. AGRAWAL & CO.

Chartered Accountants

Place: Mumbai. S. C. AGRAWAL

Date. 22/08/2009 (Proprietor)

Membership No. 31774