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Auditor Report of Matra Kaushal Enterprise Ltd.

Mar 31, 2016

Independent Auditors Report

To the Members of

MATRA KAUSHAL ENTERPRISE LIMITED (Formerly Known As P L ENTERPRISE), Report on the Financial Statements

We have audited the accompanying financial statements of MATRA KAUSHAL ENTERPRISE LIMITED ("the Company") which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss, 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 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 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 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

Basis for Qualification

The Company has not received Interest from Loans & Advances of Rs.13.61 crores outstanding in the books of accounts as on 31.03.2016, and also Company has been providing Depreciation at the rates prescribed in the Income Tax Act 1961 instead of providing depreciation as per schedule II of Companies Act 2013.

If the Company has provided the Interest @12% on Loans& Advances of Rs.13.61 crores the company could earn the profit of Rs.1, 28, 83,664/- instead of getting loss of Rs.34, 48,812/- .The Management explained such that the party to whom Inter corporate deposit is extended has written to the company has stating its inability to pay interest on the ICD outstanding for the F.Y 2015-16.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, and subject to matter mentioned in Basis for Qualification 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 March 31, 2016, and its Loss and its Cash Flow for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order"), as amended, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.

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 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 those books;

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

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

e. On the basis of written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.

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

g. 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 does not have any pending litigations which would impact its financial position.

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

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

Referred to in paragraph 1 under the heading ''Report on Other Legal & Regulatory Requirement'' of our report of even date to the financial statements of the Company for the year ended March 31, 2016:

i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets;

(b) The Fixed Assets have been physically verified by the management in a phased manner,designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the company and nature of its business. Pursuant to the program, a portion of the fixed asset has been physically verified by the management during the year and no material discrepancies between the books records and the physical fixed assets have been noticed.

(c) The title deeds of immovable properties are held in the name of the company.

ii) According to the information and explanations given to us, the inventories have been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable. The discrepancies noticed on physical verification of inventories as compare to the book records, which in our opinion were not material, have been properly dealt with.

ii) The Company has granted unsecured loans to various parties from time to time which includes long outstanding advances to the tune of Rs.13.61 crores where in no interest is provided by the company on that advance amount of Rs.13.61crores for the current Financial Year and hence Considered to be Prejudicial to the interest of the Company for the year under review.

iii) According to the information and explanations furnished to us there being no such loans and investments, guarantees and security by the company and hence the clause 3(iv) is not applicable to the company for the year under review.

iv) The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable.

v) As informed to us, the maintenance of Cost Records has not been specified by the Central Government under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the company.

vi) In respect of statutory dues:

a. According to information and explanations given to us and on the basis of our examination of the books of accounts and records, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-Tax, Sales tax, Service Tax, Duty of Customs, Duty of Excise, Value added Tax, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, following are undisputed amounts payable in respect of the above were in arrears as at March 31, 2016 for a period of more than six months from the date on when they become payable.

Sl.

No.

Name of the Statute

Name of the tax due

Amount(Rs.)

Period to which the amount relates

1.

Income T ax Act 1961

Income T ax

7,06,494

2011-12

2.

Central sales tax act, 1956 and sales tax acts of various state

Sales Tax/VAT

2,69,000

2015-16

b) According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax and Cess which have not been deposited as on 31st March, 2016 on account of any dispute.

vii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks. The Company has not taken any loan either from financial institutions or from the government and has not issued any debentures.

viii) Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.

ix) Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its officers or employees has been noticed or reported during the year.

x) Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act;

xi) As the company is not a Nidhi Company and Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3 (xii) of the Order are not applicable to the Company.

xii) In our opinion, all transactions with the related parties are in compliance with section177 and 188 of Companies Act, 2013 and the details of such related party transactions have been disclosed in the Financial Statements as required under Accounting Standard - 18, Related Party Disclosures specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

xiii) Based upon the audit procedures performed and the information and explanations given by the management, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of clause 3 (xiv) of the Order are not applicable to the Company and hence not commented upon.

xiv) Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.

xv) In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the Company and hence not commented upon.

"Annexure B" to the Independent Auditor''s Report of even date on the Financial Statements of MATRA KAUSHAL ENTERPRISE LIMITED.

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013("the Act")

We have audited the internal financial controls over financial reporting of MATRA KAUSHAL ENTERPRISE LIMITE The Company") as of March 31,206 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the or derlyand efficient conduct of its business. Including adherence to company''s policies, the safeguarding of it assets, the prevention and detection of fauds and errors, the accuracy and completeness of the accounting records, and the tinely preparation of reliable financial information, as required under the Companies Act,2013.

Auditors'' Responsibility

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our auditing accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note")and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section l43(10) of the CompaniesAct,2013,tothe extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. 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 fraudorer.

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

Our audit opinion on the Company''s internal financial controls system over financial reporting.

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (l) pertain to the maintenance of records that in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or tinely detection of unauthorized acquisition use, or disposition of the company''s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over in financial reporting, including the possibility of collusion or improper management override of controls material misstatements due to error or fraud may occur and not be detected. Also projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that then internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

According to the information and explanations given to us and based on our audit, the following material weakness have been identified as at March 3, 206

a) The Company did not have an appropriate internal control system for Procure to pay, to ensure that purchase requisition is raised by authorized personnel, Purchase transactions are approved, Invoice Processing and payment functions.

A ''material weakness'' is a deficiency, or a combination of deficiencies, in internal financial control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company''s annual or interim financial statements will not be prevent meted on a timely basis.

In our opinion, except for the effects of the material weaknesses described above on the achievement of the objectives of the control criteria, the Company has maintained, in all material respects, adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were operating effectively as of March 31, 2016, based on "the internal control over financial reporting criteria established by the Company considering the ential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India"].

We have considered the material weaknesses identified and reqiorbove in determining the nature, timing, and extent of audit tests applied in our audit of the standalone financial statements of the Company as at March 3J206, and these material weaknesses does not affect our opinion on the standalone financial sta;ements of the Company.

For and on behalf of

S.K BANG & CO

Chartered Accountants

Firm Registration: 0003 86

Sampath Kumar Bang

Partner

Membership No. 026010

Place: Hyderabad

Date: 30.05.2016


Mar 31, 2015

We have audited the accompanying standalone financial statements of MATRA KAUSIIAL ENTERPRISE LIMITED (Formerly Known As P L ENTERPRISES LTD) (' 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 then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters in section 134(5) of the Companies Act. 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes 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 arc 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.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone 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 he included in the audit report under the provisions of the Act and the Rules made there under.

We have 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 arc free from material mis-statement.

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 state of affairs of the company as at March 31,2015. 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 act, we give the Annexure a Statement on the matters specified in the paragraph 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 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.

e) 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 best of our information and according to the explanations given to me:

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

Anncxure to Independent Auditor's Report

(Referred to in paragraph 1 of the Our Report on other Legal and Regulatory Requirements forming part of (he Independent Auditor's Report dated 24-06-2015 to the members of MATRA KAUSHAL ENTERPRISE LIMITED (Formerly Known As P L ENTERPRISES LTD) on the accounts of the company for the year ended 31st March, 2015.

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

(b) According to the information and explanations given to us, fixed assets have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification.

2. (a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations 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) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firns or other parties listed in the register maintained under Section 301 of the Companies Act. 2013. Consequently, the provisions of clauses iii (b), iii(c) and ill id) of the order are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us. there is an 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 payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 2013.

6. As per information & explanation given by the management, maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act.

7 (a) According to the records of the company, undisputed statutory dues including Provident Fund,Investor Education and Protection Fund, Employees' State Insurance, Wealth Tax, Service Ta Custom Duty. Excise Duty, cess Except Income tax .sales tax to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According the information and explanations given to us there were outstanding statutory dues in respect of Income Tax which amounts 11,59,107 and in respect of sales tax which amounts to 12.29,653 as on 31st of March, 2015 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 amounts payable respect of income tax, wealth tax, value added lax, service tax. customs duty excise duty which have not been deposited on account of disputes.

(c ) According to the information and explanation given to us and on the basis of examination records, during the year under review there were no amounts which were required to be transferred to Investor Education and Protection Fund by the company . Hence clause 4 (vii) ( C)of the Order is not applicable

8 The Company does not have any accumulated losses during the financial year covered by our audit and in the immediately preceding financial year.

9 Based on our audit procedures and on the information and explanations given by the managemet we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

10 According to the information and explanations given to us, (he Company has not given any guarantees for loan taken by others from a bank or financial institution, bank

11 Based on our audit procedures and on the information given by the management, we report that t company has not raised any term loans during the year.

12 Based on our audit procedures and according lo information and explanations given to us . no fraud on or by the company has been noticed or reported during the course of our audit

Fur S.K.BANG & CO Chartered Accountants

Sd/- Sampath Kumar Bang Partner Membership No. :026010

Date: 24-06-2015 Place: Secunderabad


Mar 31, 2014

We have audited the accompanying financial statements of M/s MATRA KAUSHAL ENTERPRISE LIMITED Formerly known as P L ENTERPRISE LIMITED. ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 2013 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

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

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

b) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and

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

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

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

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

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

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

d) in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 2013; Except

a) AS-15 in respect to gratuity for which the company is not accounting on accrual basis and instead accounting the same on payment basis.

b) As- 6-Depreciation- In respect of depreciation for which the company is not providing as per the rates & method provided by the companies act and instead it is providing the same as per the rates prescribed under the income Tax Act.

e) on the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 2013.

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 2013 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of M/s. MATRA KAUSHAL ENTERPRISE LIMITED Formerly known as P L ENTERPRISE LIMITED on the accounts of the company for the year ended 31st March, 2014.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

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

(b) As explained to us, fixed assets have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification.

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

2. (a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations 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) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 2013. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

(b) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 2013. Thus sub clauses (f) & (g) are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

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

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

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 2013.

7. As per information & explanations given by the management, the Company has no internal audit system commensurate with its size and the nature of its business.

8. As per information & explanation given by the management, maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act.

9. (a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess Except Income tax ,sales tax to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were outstanding statutory dues in respect of Income Tax which amounts 11,59,107 and in respect of sales tax which amounts to 12,29,653 as on 31st of 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 no amounts payable in respect of income tax, wealth tax, sales tax, service tax, customs duty excise duty which have not been deposited on account of disputes.

10. The Company have accumulated loss and have no cash loss during the financial year covered by our audit and has cash loss in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

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

13. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to information and explanations given to us, the Company is not trading in Shares, Mutual funds & other investments.

15. According to the information and explanations given to us, the Company has not given any guarantees for loan taken by others from a bank or financial institution.

16. Based on our audit procedures and on the information given by the management, we report that the company has not raised any term loans during the year.

17. Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31st March, 2014, we report that no funds raised on short-term basis have been used for long-term investment by the Company.

18. Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has not made any preferential allotment of shares during the year.

19. The Company has no outstanding debentures during the period under audit.

20. The Company has not raised any money by public issue during the year.

21. Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

For T.P.RAO & CO Chartered Accountants

Sd/- T.PRASADA RAO Proprietor Membership No. :019196

Place: Hyderabad Date: 30-05-2014


Mar 31, 2013

We have audited the accompanying financial statements of M/s MATRA KAUSHAL ENTERPRISE LIMITED Formerly known as P L ENTERPRISE LIMITED, ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

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

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

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

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

b) in the case of the Profit and Loss Account, of the Loss for the year ended on that date; and

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

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

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

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

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

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

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

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

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of M/s. MATRA KAUSHAL ENTERPRISE LIMITED Formerly known as P L ENTERPRISE LIMITED on the accounts of the company for the year ended 31st March, 2013.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

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

(b) As explained to us, fixed assets have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification.

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

2. (a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations 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) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

(b) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Thus sub clauses (f) & (g) are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

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

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

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7. As per information & explanations given by the management, the Company has no internal audit system commensurate with its size and the nature of its business.

8. As per information & explanation given by the management, maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act.

9. (a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess Except Income tax to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues in respect of Income Tax as on 31st of March, 2013 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 is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

10. The Company have accumulated loss and has incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

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

13. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to information and explanations given to us, the Company is not trading in Shares, Mutual funds & other investments.

15. According to the information and explanations given to us, the Company has not given any guarantees for loan taken by others from a bank or financial institution.

16. Based on our audit procedures and on the information given by the management, we report that the company has not raised any term loans during the year.

17. Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31st March, 2013, we report that no funds raised on short-term basis have been used for long-term investment by the Company.

18. Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has not made any preferential allotment of shares during the year.

19. The Company has no outstanding debentures during the period under audit.

20. The Company has not raised any money by public issue during the year.

21. Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.



For T.P. Rao & Co.

Chartered Accountants

FRN:



T. Prasada Rao

Place: Hyderabad Proprietor

Date: 05/09/2013 Membership No.: 019196


Mar 31, 2012

1. I have audited the attached Balance Sheet of P.L. Enterprises Ltd., Hyderabad as on 31st March 2012 and the Profit & Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. My responsibility is to express opinion on these financial statements based on my audit.

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

3. As required by the Companies (Auditors' Report) order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order 2004, issued by the Department of Company Affairs, in terms of section 227(4A) of the Companies Act 1956, I enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

4. Further to my comments in the annexure referred to above, I report that:

i) I have obtained all the information and explanations which to the best of my knowledge and belief were necessary for the purpose of my audit.

ii) In my opinion proper books of account as required by law have been kept by the Company so far as appears from my examination of such books.

iii) The Balance Sheet and Profit & Loss Account referred to in this

report are in agreement with the books of account.

iv) In my opinion the Balance Sheet & Profit & Loss account dealt with by this report comply with the accounting standards, referred to in sub section (3C) of section 211 of the Companies Act, 1956, except.

a) AS-15 in respect to gratuity for which the company is not accounting on accrual basis and instead accounting the same on payment basis.

b) As- 6-Depreciation- In respect of depreciation for which the company is not providing as per the rates & method provided by the companies act and instead it is providing the same as per the rates prescribed under the income Tax Act.

v) On the basis of written confirmation received from the directors as on 31-3-2012, and taken on record by the Board of Directors and information and explanations given to me I report that none of the directors of the company are disqualified from being appointed as a director in term of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

vi) In my opinion and to the best of our information and according to the, explanations given to me, the said accounts give the information required by the companies Act, 1956, in the manner so requried and give a true and fair view in conformity with the accounting principles generally accepted in India.

a) In the case of Balance sheet, of the affairs of the company as at 31st March 2012 and

b) In the case of the profit and loss account, of the profit of the year ended on the date.

ANNEXURE TO AUDITORS' REPORT

P.L .ENTERPRISE LIMITED

(i) (a) Company has maintained proper records showing full

particulars including quantities details and situation of fixed assets, except in the case of Furniture & fixtures.

(b) All the assets have been physically verified by the management during the year. No discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off substantial/ major part of the fixed assets having effect on going concern status.

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

(b) The procedure 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 business.

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) a) The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the companies act, 1956, during the year.

b) As the company has not granted any loans during the year, the clause relating to rate of Interest and other terms & conditions given by the Company is not applicable to the company.

c) As the company has not granted any loans during the year, the clause relating to the receipt of the principal and interest is not applicable to the company.

d) As the company has not granted any loans during the year, the clause relating to the steps taken for the recovery of the principal and interest on overdue of more than one lakh is not applicable to the company.

e) The Company has taken unsecured loan from parties covered in the register under section 301 of the Companies Act, 1956 during the year.

f) The rates of interest and other terms and conditions of such unsecured loans taken by the company during the year, are prima-facie not prejudicial to the interest of the company.

g) The company is regular in repaying the principal amount and interest amount. There are no over dues.

(iv) In my opinion and according the information and explanations given to me, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory, fixed assets and sale of goods and services. During the course of my audit, I have not observed any major weaknesses in internal controls.

(v) a) According to the information and explanations given to me, I am of the opinion that the particulars of contracts/ arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section.

b) In my opinion and according to the information and explanations given to me, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing, market prices wherever such market prices are available at the relevant time.

(vi) In my opinion and according to the information and explanations given to me, the company has not accepted any deposits with in the meaning the provisions of sections 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 or any other relevant provisions of the Act.

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

(viii) Maintenance of cost records u/s. 209(1)(d) of the Companies Act, 1956 has not been prescribed by the Central Government for this company.

(ix) a) According to the books and records as produced and examined by me in accordance with generally accepted auditing practices in India. Undisputed statutory dues in respect of Income-tax, Service-tax and other statutory dues have generally been regularly deposited, by the company during the year with the appropriate authorities in India. As explained to me the Company did not have any dues on account of Provident Fund, Employees State Insurance, Investor Education and Protection Fund, Wealth tax, Custom Duty, Excise Duly & Cess and other.

b) According to the information and explanation given to me, no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Investor Education and Protection fund, Income tax, Sales tax, Wealth tax, service tax, Custom Duty, Excise duty and which have not been deposited with the appropriate authorities on account dispute.

(x) The company's accumulated losses at the end of the financial year are more than 92% of the net worth of the company. However accounts are prepared under the going convert basis as the company is making all the efforts to turn around. The company has incurred cash loss of Rs. 275.41 Lacs during the current financial year and it has not incurred cash loss in the immediately preceding financial year during the year.

(xi) In my opinion and according to the information and explanations given to me, the company has not defaulted in repayment of dues to Banks. There are no borrowings from financial institutions and the company has issued no debentures.

(xii) In my opinion, the provisions of any special statute applicable to chit fund or nidhi/mutual benefit fund/society are not applicable to the company.

(xiii) In my opinion, the company is not dealing in our trading in shares, securities, debentures and other investments.

(xiv) In my opinion, and according to the information and explanations given to me, the company has not, given guarantees for loans taken by others from banks or financial Institutions.

(xv) In my opinion and according to the information and explanations given to me the company has not taken term loans from financial institutions, etc.

(xvi) In my opinion and according to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the company has used no funds raised on short-term basis during the year for long-term purposes.

(xvii) According to the information and given to me, the company has not issued any debentures since inception.

(xviii) In my opinion, and according to the information and explanations, the company has not raised money by public issues since inception.

(xix) According to the information and explanations given to me, no fraud by the company has been, noticed or reported during the course of our audit.

For T.P. RAO & CO.

Chartered Accountants

T. PRASADSA RAO

Proprietor

Membership No.: 019196

Place : Hyderabad

Date : 30-05-2012


Mar 31, 2011

1. I have audited the attached Balance Sheet of M/s. P.L. Enterprises Ltd., as at 31st March 2011 and also the Profit & Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. My responsibility is to express an opinion on these financial statements based on my audit.

2. I conducted my audit in accordance with auditing standards generally accepted in India. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the over-all financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

3. As required by the Companies (Auditors' Report) order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order 2004, issued by the Department of Company Affairs, in terms of section 227(4A) of the Companies Act, 1956,1 enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

4. Further to my comments above, I report that:

i) I have obtained all the information and explanations which to the best of my knowledge and belief were necessary for the purpose of my audit;

ii) In my opinion proper books of account as required by law have been kept by the Company so far as appears from my examination of such books.

iii) The Balance Sheet and Profit & Loss Account referred to in this report are in agreement with the books of account.

iv) In my opinion the Balance Sheet & Profit & Loss account comply with the Accounting standards referred to in sub section (3C) of section 211 of the Companies Act, 1956, except AS-15 in respect of retirement benefits.

v) On the basis of the written confirmation received from the directors as on 31-3- 2010 and taken on record by the Board of Directors and information and explanations given to me I report that none of the directors of the company are disqualified from being appointed as a director under clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

vi) In my opinion and to the best of my information and according to the explanations given to me, the said Balance Sheet and Profit & Loss Account read together with the notes thereon, gives the information required under the Companies Act, 1956 in the manner so required and gives a true and fair view:

a) In so far as it relates to the Balance Sheet of the state of affairs of the Company as at 31st March 2011.

b) In so far as it relates to the Profit & Loss Account of the company's profit for the Year ended on that date.

Annexure to Auditor's Report regarding M/s. P.L. Enterprises Ltd. referred to in Para (3) of my Report of even date Annexed to accounts for the year ended 31s March 2011.

(i) (a) Company has maintained proper records showing full particulars including quantities details and situation of fixed assets, except in the case of Furniture & fixtures.

(b) All the assets have been physically verified by the management during the year. No discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off substantial/maj or part of the fixed assets having effect on going concern status.

(ii) (a) As explained to me the inventory has been physically verified during the year by the management. In my opinion, the frequency of verification is reasonable.

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

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

a) The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the companies act, 1956, during the year.

b) As the company has not granted any loans during the year, the clause relating to rate of interest and other terms and conditions given by the company is not applicable to the company.

c) As the company has not granted any loans during the year, the clause relating to the receipt of the principal and interest is not applicable to the company.

d) As the company has not granted any loans during the year, the clause relating to the steps taken for the recovery of the principal and interest on overdue of more than one lakh is not applicable to the company.

e) The Company has taken unsecured loan from parties covered in the register under section 301 of the Companies Act, 1956 during the year.

f) The rates of interest and other terms and conditions of such unsecured loans taken by the company during the year, are prima-facie not prejudicial to the interest of the company.

g) The company is regular in repaying the principal amount and interest amount.

There are no over dues.

(iv) In my opinion and according the information and explanations given to me, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory, fixed assets and sale of goods and services. During the course of my audit, I have not observed any major weaknesses in internal controls.

(v) a) According to the information and explanations given to me, I am of the opinion that the particulars of contracts/arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section.

b) In my opinion and according to the information and explanations given to me, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices wherever such market prices are available at the relevant time.

(vi) In my opinion and according to the information and explanations given to me, the company has not accepted any deposits with in the meaning the provisions of sections 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 or any other relevant provisions of the Act.

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

(viii) Maintenance of cost records u/s. 209(l)(d) of the Companies Act, 1956 has not been prescribed by the Central Government for this company.

(ix) a) According to the books and records as produced and examined by me in accordance with generally accepted auditing practices in India, undisputed statutory dues in respect of Income-tax, Service-tax and other statutory dues have generally been regularly deposited, by the company during the year with the appropriate authorities in India. As explained to me the Company did not have any dues on account of Provident Fund, Employees State Insurance, Investor Education and Protection Fund, Wealth tax, Custom Duty, Excise Duty & Cess.

b) According to the information and explanations given to me, no undisputed amounts payable in respect Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income tax, Sales tax, Wealth tax, service tax, Custom Duty, Excise duty/Cess which have not been deposited with the appropriate authorities on account dispute.

(x) The company has no accumulated losses and has not incurred any cash losses during the financial year covered by my audit or in the immediately preceding financial year.

(xi) In my opinion and according to the information and explanations given to me, the company has not defaulted in repayment of dues to Banks. There are no borrowings from financial institutions and the company has issued no debentures.

(xiii) In my opinion, the provisions of any special statute applicable to chit fund or a nidhi/mutual benefit fund/society are not applicable to the company.

(xiv) In my opinion, the company is not dealing in or trading in shares, securities, debentures and other investments.

(xv) In my opinion, and according to information and explanations given to me, the company has not given guarantees for loans taken by others from banks or financial institutions.

(xvi) In my opinion and according to information and explanations given to me the company has not obtained any term loans during the year.

(xvii) According to the information and explanations given to me and on an overall examination of the balance sheet of the company, I report that the company has used no funds raised on short-term basis during the year for long-term purposes.

(xviii) In my opinion, and according to the information and explanations given to me, the company has not issued any debentures since inception.

(xix) In my opinion, and according to the information and explanations given to me, the company has not raised money by public issues since inception.

(xx) According to the information and explanations given to me, no fraud by the company has been noticed or reported during the course of our audit.

T.P. Rao & Co.,

Chartered Accountants

Place: Hyderabad T. Prasadsa Rao

Date : 16/06/2011 Proprietor

Membership No: 019196


Mar 31, 2010

We have audited the attached Balance Sheet of P.LEnterprise Limited, Hyderabad as on 31st March 2010 and the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express opinion on these financial statements based on our audit.

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

1. As required by the Manufacturing and Other Companies (Auditors Report) Order, 1998 issued by the Company Law Board in terms of Section 227 (4A) of the Companies Act, 1956, and on the basics of such checks as we consider necessary and according to the information and explanations given to us. We enclose in the annexure here to a statement on the matters specified in paragraphs and 5 of the said order.

2. Further to our comments in the annexure referred to above, we report that:

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

b) In our opinion, proper books of account as required by law have been kept in the region so far as appears from our examinations of those books.

c) The Balance Sheet and the Profit and Loss Account dealt with by this reports are in agreement with the books of account.

d) In our opinion, the Balance Sheet and profit and Loss Account dealt with by this report comply with the accounting standards (except deviation of A S9), Note No. 10) 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 3 Ist March 2010, and taken on record by the Board of Directors, we report that none of the director is disqualified as on 31st March 2010, from being appointed as a director in terms of clause (g) of Sub-section (I) 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 me, the said accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

1) In the case of Balance Sheet, of the affairs of the Company as at 31st March 2010 and

2) In the case of the Profit and Loss Account, of the Profit of the year ended on that date.

ANNEXURE TO AUDITORS REPORT RL .ENTERPRISE LIMITED

(Referred to in Paragraph No. 3 of our Report of even date)

1. (a) The Company has maintained proper records showing full particulars, incuding quantitative details and situation of fixed assets.

(b) All the assets have been physically verified by the management. During the year but there is a irregular programmed of verification which in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) No fixed assests were disposed off during the year, therefore, do not affect the going concern status of the company.

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

(b) The procedure 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 business.

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. The Company has neither granted nor taken loans, secured or unsecured to & from Companies or other Parties covered in the registers maintained under Section 301 of the Companies Act, 1956. Accordingly, the Clauses 4 (iii) (b) to (d) of the order are not applicable.

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

5. As per the Company Secretary and according to the information and explanations given to us, there are no transactions that need to be entered into the register maintained under section 301 of the companies Act, 1956. Accordingly the clause 4 (v) (b) of the order is not applicable.

6. In our opinion and according to the information and explanations given to us, compliance with the provisions of section 58Aand 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regards to the deposits accepted from the public is not applicable, since the company has not accepted any deposits from public.

7. In our opinion, the company has an internal audit system commenusurate with the size and nature of its business.

8. According to the following & explanations given to us, the Central Government has not prescribed the maintenance of cost records under Section 209 (I) (d) of the Companies Act, 1956 in respect of activities carries out by the company.

(a) The company is generally been regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

(b) According to the information and Explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, Customs Duty, Excise duty and cess were in arrears, as at 31 st March, 2010 for a period of more than six months from the date they become payable except TDS.

(c) According to the information and Explanation given to us there are no dues of Sales Tax, Income Tax, Execise duty, Wealth tax and Cess which has not been deposited on account of any dispute.

9. In our opinion and according to the information and explanation given to us, the company has not granted loans & advances on the basis of security by way of pledge of shares, debentures & other securities. Hence clause 4 (XII) of the order is not applicable.

10. In our opinion, the company is not dealing in or trading in shares securities, debentures & other Investments. Accordingly the provision of clause 4 (xiv) of the companies (Auditors Report) order, 2003 are not applicable.

11. In our opinion the company is not a Chit Fund or a nidhi/mutual benefit fund/society. Therefore the provision of clause 4 (xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the company. In our opinion, the terms and conditions on which the company has given guarantees for the loans taken by other from Banks or financial Institutions are not prejudicial to the interest of the company.

12. In our opinion the company has not taken term loans from financial institutions, etc.

13. According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finanace short-term assets Except Permanent Working Capital.

14. According to the information and explanation given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. Accordingly Clause 4(xviii) the order is not applicable.

15. According to the information and explanation given to us, the company has not issued any debentures. Accordingly Clause 4 (xix) of the order is not applicable.

16. The Company has not raised any money by public issues during the year. Accordingly Clause 4 (xx) of the order is not applicable.

FOR T.P. RAO & CO

Chartered Accountants

Sd- (T.R RAO)

Proprietor

Place : Hyderabad Date : 01-09-2010


Mar 31, 2004

1. We have audited the attached Balance Sheet of P.L. Enterprise Limited, Hyderabad as on 31st March 2004 and the Profit and Loss Account 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 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 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 enclose in the annexure a statement on the matters specified in paragraph 4 and 5 of the said order.

4. Further to our comments in the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit :

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 appear from our examination of those books.

c) The Balance Sheet and the Profit and Loss Account and cash flow statement dealt with by this reports are in agreement with the books of account,

d) In our opinion, the Balance Sheet and Profit and Loss Account and Cash flow account dealt with by this report comply with the accounting standards referred to in sub- section (3c) of section 21 I of the companies Act, 1956; except

e) On the basis of written representation received from the directors, as on 3 Ist March 2004, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March 2004, from being appointed as a director in terms of clause (g) of sub-section (I) 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 give the information required by the Companies Act 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2004.

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

iii) In the case of cash flow statement, of the cash flows for the year ended on that date.

(Referred to in Paragraph No. I of our Report of even date)

1. In respect of fixed assets :

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

(b) The fixed assets were physically verified during the year by the management in accordance with a program of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) The Company has not sold / disposed off any significant portion of fixed assets during the year.

2. In respect of its inventories :

(a) As explained to us, inventories were physically verified by the management at reasonable intervals.

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

(c) In our opinion and according to the information and explanations given to us, the company has maintained proper records of its inventories. The discrepancies noticed on physical verification between physical stock and book records were not material.

3. The Company has not taken for granted any loans, secured or unsecured from the Companies, firms or other Parties covered in the registers maintained under Section 301 of the Companies Act.

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

5. In respect of transactions entered in the register maintained in pursuance of section 301 of the companies Act, 1956 :

a) According to the information and explanations given to us, the transactions that needed to be entered into the register have been so entered.

b) In our opinion and according to the information and explanations given to us, where each of such transactions is in excess of Rs.5 Lakhs in respect of any party during the year, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time.

6. The company has not accepted any deposits from the public during the year.

7. The Central Government has not Prescribed any rules relating to Maintenance of cost records under rule 209(1) (d) of the companies act.

8. Statutory & Other dues.

(a) According to the information and explanations given to us. The Company has been regular in depositing undisputed statutory dues like Sales Tax; however, the company has been irregular in payment of Tax deducted at sources in respect of Income Tax.

(b) According to the information and explanation given to us there are no dues of Sales Tax, Customs duty, Wealth Tax, Exercise duty and Cess. The Company is disputing Income Tax Penalty of Rs. 1,00,000/- levied U/s 271 B Hence not paid.

9. In our opinion, the accumulated losses of the company have not exceeded fifty percent of its net worth as at the end of the year. The company has not incurred cash losses during the current and the immediately preceding financial year.

10. According to the information and explanations given to us by the management, we are of the opinion that the Company has defaulted in repayment of dues to banks.

11. Based on our examination of documents and records, we are of the opinion that on loans or advances have been granted by the company on the basis of security by way of pledge of shares, debentures and other securities.

12. In our opinion, the company is not a chit fund or 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.

13. In our opinion the company is not dealing in or trading in share, securities, debentures and other investments. Accordingly the provisions of clause 4(xiv) of the companies (Auditor's Report) Order, 2003 are not applicable to the company.

14. In our opinion and according to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and Financial Institutions during the year.

15. The company has not availed any term loans during the year.

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

term investment by the company. No long-term funds have been used to finances short-term assets except permanent working capital.

17. The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under 301 of the act.

18. The Company has not issued any debentures during the year.

19. The Company has not raised any money by public issues during the year.

20. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the company was noticed or reported during the year.

For T.P. RAO & CO.

Chartered Accountants

Sd/-

(T.P. RAO)

Proprietor

Place : Hyderabad

Date : 04-08-2004

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