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Auditor Report of National Aluminium Company Ltd.

Mar 31, 2016

We have audited the accompanying standalone financial statements of National Aluminium Company Limited ("the Company"), which comprises Balance Sheet as at 31st March 2016, the Statement of Profit & Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditors'' Responsibility

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

We have taken into account the provisions of the Act, the accounting and auditing standards and matters, which are required to be included in the audit report under the provisions of the Act and the Rules made 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 disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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 standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, 2016, and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we, on the basis of information and explanations given to us, give in the Annexure "A" to this report, a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

2. In compliance to directions of the Comptroller and Auditor General of India u/s.143(5) of the Act, we give in Annexure "B" to this report a statement on the matters specified therein.

3. As required by section 143(3) of the Act we report, to the extent applicable, 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, 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 standalone financial statements comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. Section 164(2) of the Act regarding disqualification of directors is not applicable to the Company by virtue of Notification No. G.S.R. 463(E) dated 05.06.2015 issued by the Ministry of Corporate Affairs, Govt. of India.

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 "C".

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 has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 20 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. There were no amounts that required to be transferred to the Investor Education and Protection Fund by the Company. Refer Note 17 to the financial statements.

Annexure to the Independent Auditors'' Report of even date on Standalone Financial Statements of National Aluminium Company Limited

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

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

(b) All movable assets of the Company are physically verified by the management every year. The frequency of verification, in our opinion, is reasonable. No material discrepancies were noticed on such verification conducted during the year;

Non-movable assets have been physically verified by the management at an interval of three years, which, in our opinion, is reasonable having regard to the size and nature of assets of the Company. As informed to us, no material discrepancies between book records and physical assets have been noticed;

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company the title deeds of immovable properties are held in the name of the Company. Out of 7972.31 acres of freehold land and 8945.98 acres of leasehold land held by the Company, title/lease deeds are not yet executed in respect of 66.92 acres of freehold and 1576.10 acres of leasehold land respectively. However, the Company has been permitted by the concerned authorities to carry on its operation on the said land. Registration formalities in respect of office space for 6459 sft. in Kolkata is also not completed.

ii) As explained to us, all inventories, except stocks relating to expansion project, stocks lying with third parties and stocks-in-transit have been physically verified during the year by firms of Chartered Accountants appointed by the management. The frequency of verification is reasonable. The discrepancies noticed on physical verification between physical stocks and book records relating to shortage have been dealt in the books of accounts while excess have been ignored;

iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to companies, firms, limited liability partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Consequently, clauses (iii) (a), (b) & (c) of paragraph 3 of the Order are not applicable;

iv) Section 185 of the Act regarding loans to directors is not applicable to the Company by virtue of Notification No. G.S.R. 463(E) dated 05.06.2015 issued by the Ministry of Corporate Affairs, Govt. of India. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 186 of the Act with respect to the loans and investments made.

v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

vi) We have broadly reviewed the books and records maintained by the Company as specified by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013 in respect of manufacturing activities and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate and complete.

vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion the Company is 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, electricity duty and other material statutory dues with the appropriate authorities and there are no undisputed statutory dues as at 31st March, 2016 outstanding for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, following statutory dues have not been deposited by the Company on account of disputes:

Name of the Statute Nature of Dues Amount Amount Forum where disputes disputed deposited are pending (Rs. in crore) (Rs.in crore)

Sales Tax Sales Tax 147.44 31.25 Commissioner

181.60 53.38 Tribunal

80.95 3.56 High Court

409.99 88.29

Entry Tax Entry Tax 158.63 40.94 Commissioner

71.64 35.10 Tribunal

58.40 22.68 High Court

288.67 98.72

Central Excise Act,1944 Excise Duty 18.08 1.17 Commissioner

7.79 0.14 Tribunal

26.75 0.00 High Court

52.62 1.31

Service Tax Service tax 2.25 0.00 Commissioner

0.10 0.02 Tribunal

2.35 0.02

Customs Act, 1962 Custom Duty 5.25 0.00 Commissioner

Income Tax Act, 1961 Income Tax 569.80 569.80 Commissioner

86.64 60.40 Tribunal

31.92 31.92 High Court

688.36 662.12

Odisha Stamps Act Stamp duty 204.53 0.00 High Court

Total: 1,651.77 850.46 viii) The Company does not have any loans or borrowings from any financial institution, banks, government or debenture holders during the year.

ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year.

x) According to the information and explanations given to us, no fraud by the Company or any fraud on the Company by its officers or employees has been noticed or reported during the year.

xi) Section 197 of the Act regarding managerial remuneration is not applicable to the Company by virtue of Notification No. G.S.R. 463(E) dated 05.06.2015 issued by the Ministry of Corporate Affairs, Govt. of India.

xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company.

xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Companies Act, 2013 wherever applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

xiv) According to the information and explanations given to us and based on our examination of the records, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

xv) According to the information and explanations given to us and based on our examination of the records, the Company has not entered into any non-cash transactions with any director or persons connected with him.

xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.

Annexure to the Independent Auditor''s Report of even date on the Standalone Financial Statements of National Aluminium Company Limited

(Referred to in paragraph 2 under the heading of "Report on Other Legal and Regulatory Requirements" of our Report of even date)

Report on the directions under section 143(5) of the Companies Act, 2013 by the Comptroller & Auditor General of India

1. According to the information and explanations given to us by the management and on the basis of our examination of books and records, the Company has clear title/lease deeds for freehold and leasehold land respectively wherever the title/lease deeds are executed. There are 66.92 acres of freehold and 1576.10 acres of lease hold land out of 7972.31 acres of freehold and 8945.98 acres of lease hold land in respect of which the title/lease deeds are not yet executed. However the Company has been permitted by the concerned authorities to carry on its operation on the said land.

2. As informed to us by the management and based on our examination of books and records of the Company, there are 35 cases of write-off of advances, debtors, claims and capital work-in-progress amounting to Rs.89.21 lacs as detailed below. The reason of write-off, as explained to us, is that these are old balances lying unadjusted / unrealized for a long time, have become time-barred and chances of recovery / adjustments are remote.

Types of write off / waiver No of cases Amount in Rs. Lacs

Advances 22 21.08

Debtors 5 0.08

Claims 7 58.05

Capital Work-in-Progress 1 10.00

Total 35 89.21

3. (a) On the basis of our examination of books and records of the Company, we state that proper records are maintained for inventories lying with third parties.

(b) According to the information and explanations given to us and based on our examination of books and records, the Company has not received any asset as gift/grant(s) from Government or other authorities during the year.

For ABP & Associates For Guha Nandi & Co.

Chartered Accountants Chartered Accountants

FRN - 315104E FRN - 302039E

(CA Niranjan Agrawalla) (Dr. B. S. Kundu)

Partner Partner

Membership No. 087939 Membership No.051221

Place : Bhubaneswar

Dated : 28th May, 2016


Mar 31, 2015

We have audited the accompanying fnancial statements of National Aluminium Company Limited, ("the Company"), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit & 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 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 fnancial statements that give a true and fair view of the fnancial position, fnancial performance and cash fows of the Company in accordance with the accounting 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 of 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 fnancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the fnancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these fnancial 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 fnancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the fnancial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the fnancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal fnancial control relevant to the Company''s preparation of the fnancial 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 fnancial controls system over fnancial 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 fnancial statements.

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

Opinion

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

1. As required by the Companies (Auditor''s Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section 11 of section 143 of the Act, we give in the Annexure-I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by the Companies Act''2013 under Section 143(5), we give in theAnnexure-II a statement on the matters directed by C&AG.

3. As required by Section 143 (3) of the Act, we report, to the extent applicable, 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) 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 fnancial 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 the written representations received from the management, 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.

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

i. The Company has disclosed the impact of pending litigations on its fnancial position in its fnancial statements – Refer Note 20 to the fnancial statements;

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

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

ANNEXURE - I TO THE INDEPENDENT AUDITORS'' REPORT

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

i) In respect of Fixed Assets:

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

(b) All the movable assets have been physically verified by a Firm of Chartered Accountants during the year. No material discrepancies were noticed on such verification;

Non-movable assets have been physically verified by the Management at an interval of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets; As informed to us, no material discrepancies between book records and physical assets have been noticed; ii) In respect of Inventories:

(a) As explained to us, all inventories, except stocks relating to expansion project, stocks lying with third parties and stocks in-transit have been physically verified by a Firm of Chartered Accountants at reasonable intervals during the year;

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

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of inventory. The discrepancies noticed on physical verification between physical stocks and book records relating to shortage have been dealt in the books of Accounts while excess have been ignored;

iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to Companies, frms or other parties listed in the register maintained under Section 189 of the Companies Act, 2013. Consequently, clauses (iii) (a) & (b) of paragraph 3 of the Order are not applicable; iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory, fxed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system; v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits

from the public. vi) We have broadly reviewed the books of account maintained by the Company, as specified by the Central Government for the maintenance of cost records under Section 148 (1) of the Companies Act, 2013 in respect of manufacturing activities and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate and complete; vii) (a) According to the information and explanations given to us and on the basis of our examination of the records in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, VAT, Cess, Electricity Duty and any other material statutory dues with the appropriate authorities;

According to the information and explanations given to us, no undisputed amounts are payable in respect of Provident Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, VAT, Cess, Electricity Duty and any other material statutory dues as at 31st 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, disputed statutory dues which have not been deposited as on 31st March'' 2015 are as under:

Name of the Statute Nature of Dues Amount disputed (Rs. in crore)

Sales Tax Sales Tax 148.28

181.40

115.42

445.10

Entry Tax Entry Tax 161.49

29.18

23.57

214.24

Central Excise Act,1944 Excise Duty 2.11

23.52

26.78

52.41

Service Tax Service tax 2.19

0.07

2.26

Customs Act, 1962 Custom Duty 4.85

4.85

Income Tax Act, 1961 Income Tax 772.98

198.74

107.65

1079.37

Odisha stamps Act Stamp duty 211.64

211.64

Total: 2009.87



Name of Status Amount deposited Forum where disputes (Rs. in Crore) are pending

Sales Tax 30.29 Commissioner

52.97 Tribunal

3.56 High Court

86.82

Entry Tax 48.35 Commissioner

20.94 Tribunal

9.16 High Court

78.45

Central Excise Act,1944 2.50 Commissioner

0.83 Tribunal

0.00 High Court

3.33

Service Tax 0.02 Commissioner

0.00 Tribunal

0.02

Customs Act, 1962 0.00 Commissioner

0.00

Income Tax Act, 1961 540.94 Commissioner

22.99 Tribunal

89.55 High court

653.48

Odisha stamps Act 0.00 High court

0.00

822.10

(c) According to the information and explanations given to us, the amounts which were required to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act and rules there under has been transferred to such fund within time;

viii) The Company does not have accumulated losses at the end of the fnancial year. The Company has not incurred cash losses during the fnancial year and in the immediately preceding fnancial year;

ix) The company does not have any outstanding dues to any Financial Institution, banks or debenture holders during the year;

x) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or fnancial institutions;

xi) According to the information and explanations given to us, the Company has not raised any term loan during the year;

xii) As intimated by the management there was no noticeable fraud on or by the Company has been reported during the year.

ANNEXURE - II TO THE INDEPENDENT AUDITORS'' REPORT

(Referred to in paragraph 2 under the heading of "Report on Other Legal and Regulatory

Requirements" of our Report of even date)

1. If the Company has been selected for disinvestment, a complete status report in terms of valuation of Assets (including intangible assets and land) and Liabilities (including Committed & General Reserve) may be examined including the mode and present stage of disinvestment process.

As informed to us, the Company has received a letter from Department of Disinvestment dated 25.02.2015 addressed to the legal frm M/s. Crawford Bayley & Co. about their appointment as Legal Advisor for disinvestment of 10% paid up equity of Nalco. However, the Company does not have any further information regarding valuation, mode and the timeline of such disinvestment process.

2. Please report whether there are any cases of waiver/write off of debts/loan/interest etc., if yes, the reason there for and the amount involved.

As informed by the management and based on records examined, there are ten (10) cases of write off of Trade Receivables total amounting to Rs. 1.84 Crores.These are old cases of debtors against sale of Aluminium metal outstanding prior to 1993-94. Even though the company has got the decrees from the courts/ award by arbitrators, execution of the decree could not be materialized due to non existence of said debtors. The Board in 278th meeting held on 12.11.2014 has approved the proposal for write off of these bad debts.

3. Whether proper records are maintained for inventories lying with third parties & assets received as gift from Government or other authorities.

As informed by the management and based on records examined, proper records are maintained for the inventories lying with third parties.

As informed by the management and based on records examined, the Company has not received any gift from Govt. or Other authorities.

4. A report on age wise analysis of pending legal/ arbitration cases including the reason of pendency and existence/ effectiveness of a monitoring mechanism for expenditure on all legal cases (foreign & local) may be given .

As informed by the management and based on records examined, the company has 86 nos of pending legal/arbitration cases against the Company pending in various courts/ arbitration (except disputes related to Govt. demands and statutory dues) amounting to Rs. 154.58 Crore. Out of these, there are 23 cases above Rs. 50.00 lakhs amounting to Rs. 146.72 crore. (A statement of major legal/ arbitration cases above Rs. 50.00 lakhs against the Company with age wise analysis and pending in various courts/ arbitration is provided at Appendix-A)

These cases pending with courts/ arbitration have arisen in the ordinary course of business. Based on our examination and as reported by Company''s management, it is reasonably estimated that these legal actions when ultimately concluded and determined will not have material adverse effect on the company''s results of operation or fnancial condition.

In the matter of existence/effectiveness of a monitoring mechanism for expenditure on all legal cases (foreign and local) in the company, as informed by the management and on the basis of record examined by us the legal department headed by Executive Director-Company Secretary is regularly monitoring all those pending cases. In general the company fxes rate contracts with advocates for appearance and flling of regular cases. Wherever there is no rate contract, expenditure is incurred with approval of the competent authority on case to case basis. During the year the company has spent Rs. 3.72 crore on various legal matters including tax and allied appearance.

For Agasti & Associates For ABP & Associates

Chartered Accountants Chartered Accountants

Firm Registration No. 313043E Firm Registration No. 315104E

CA. Raj Kumar Agasti CA. Bimal K. Chanduka

Partner Partner

Membership No. 304920 Membership No. 053714

Place : New Delhi

Dated : 30th May, 2015


Mar 31, 2014

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

Management''s ResponsibilityfortheFinancial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the company in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 ("the Act") read with general circular 15/2013 dated 13 September, 2013 issued by the Ministry of Corporate Affairs, in respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors''Responsibility

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by theAct 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 31st March, 2014;

b) In the case of the Statement of Profit and Loss, of the profit for the year ended on that date, and

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

Report on Other Lega land Regulatory Requirements

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

2. As required by Section 227(3) of theAct, 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 theAccounting Standards referred to in Sub-section (3C) of Section 211 of the CompaniesAct, 1956 read with general circular 15/2013 dated 13 September, 2013 issued by the Ministry of CorporateAffairs in respect of section 133 of the CompaniesAct, 2013; and

e. In terms of Government of India, Ministry of Finance, Department of Company Affairs, Notification No.GSR 829 (E) dated 21st October, 2003, Government Companies are exempt from the applicability of provisions of Section 274 (1)(g) of the Companies Act, 1956;

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT (Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our Report of even date)

i) In respect of FixedAssets:

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

(b) All the movable assets have been physically verified by a Firm of Chartered Accountants during the year. No material discrepancy were noticed on such verification;

Non-movable assets have been physically verified by the Management at an interval of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets;

As informed to us, no material discrepancies between book records and physical assets have been noticed;

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed off a substantial part of fixed assets during the year and the going concern status of the Company has not been affected;

ii) In respect of Inventories:

(a) As explained to us, all inventories, except stocks relating to expansion project, stocks lying with third parties and stocks in- transit have been physically verified by a Firm of CharteredAccountants at reasonable intervals during the year;

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

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of inventory. The discrepancies noticed on physical verification between physical stocks and book records relating to shortage havebeen dealt in thebooks ofAccounts whileexcess have been ignored;

iii) According to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured, to/from Companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, clauses (iii) (a) to (g) of paragraph 4 of the Order are not applicable;

iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system;

v) According to the information and explanations given to us, the Company has not entered into any contract or arrangement which requires to be entered in the register maintained under Section 301 of the Companies Act, 1956. Hence clause (v) (b) of paragraph 4 of the Order is not applicable;

vi) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of sections 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Rules framed thereunder;

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

viii) We have broadly reviewed the books of account maintained by the Company, pursuant to the Companies (Cost Accounting Records) Rule, 2011 prescribed by the Central Government for the maintenance of cost records under Section 209 (1) (d) of the Companies Act, 1956 in respect of manufacturing activities and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate and complete;

ix) (a) According to the information and explanations given to us and on the basis of our examination of the records in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and Electricity Duty with the appropriate authorities;

According to the information and explanations given to us, no undisputed amounts are payable in respect of Provident Fund, Investor Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and any other material statutory dues as at 31st March, 2014 for a period of more than six months from the date they became payable;

(b) According to the information and explanations given to us, disputed statutory dues which have not been deposited as on 31st March, 2014 areas under:

Name of the Statute Nature of Dues Amount disputed Amount deposited Forum where disputes are (Rs.in crore) (Rs.in crore) pending

Sales Tax Sales Tax 139.85 28.29 Commissioner

179.73 52.72 Tribunal

116.88 5.86 High Court

436.46 86.87

Entry Tax Entry Tax 145.93 33.51 Commissioner

29.18 20.94 Tribunal

7.63 5.04 High Court

182.74 59.49

Central Excise Act,1944 Excise Duty 9.65 2.71 Commissioner

25.19 0.59 Tribunal

44.26 0.03 High Court

79.10 3.33

Service Tax 1.55 0 Commissioner

0.07 0 Tribunal

1.62 0.00

Customs Act, 1962 Customs Duty 7.47 0.06 Commissioner

7.47 0.06

Income Tax Act, 1961 Income Tax 709.90 524.52 Commissioner

107.65 61.65 High Court

817.55 586.17

Total: 1524.94 735.92

x) The Company does not have accumulated losses at the end of the financial year. The Company has not incurred cash losses during the financial year and in the immediately preceding financial year;

xi) The company does not have any outstanding dues to any Financial Institution, banks or debenture holders during the year;

xii) 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;

xiii) In our opinion and according to the information and explanations given to us, the Company is not a chit fund/nidhi/mutual benefit fund/society.Therefore, the provisions of clause (xiii) of paragraph 4 of the Order is not applicable to the Company;

xiv) The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore the provisions of clause 4 (xiv) of the Order is not applicable to the Company;

xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions;

xvi) According to the information and explanations given to us, the Company has not raised any term loan during the year;

xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long term investment;

xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the CompaniesAct, 1956;

xix) According to the information and explanations given to us, the Company has not issued any debentures during the year;

xx) According to the information and explanations given to us, the Company has not raised any money by way of public issues during the year;

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

For Agasti & Associates For ABP & Associates

Chartered Accountants Chartered Accountants

Firm Registration No. - 313043E Firm Registration No. - 315104E

(CA. B. Agasti) (CA. Prabhat K. Panda)

Partner

Membership No.:051026 Partner Membership No.057140

Place : New Delhi Dated : 28th May, 2014


Mar 31, 2013

Report on the Financial Statement

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

Management''s Responsibility for the Financial Statements

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

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with the 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 judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information 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 31st March, 2013;

b) In the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date, and

c) 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 ("the Order") issued by the Central Government of India in terms of Sub- section (4A) of Section 227 ofthe 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 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 the Cash Flow Statement dealt with by 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 Sub-section (3C) of Section 211 of the Companies Act, 1956; and

e. In terms of Government of India, Ministry of Finance, Department of Company Affairs, Notification No.GSR 829 (E) dated 21st October, 2003, Government Companies are exempt from the applicability of provisions of Section 274 (1 )(g) of the Companies Act, 1956;

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

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

i) In respect of Fixed Assets:

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

(b) All the movable assets have been physically verified by a Firm of Chartered Accountants during the year:

Non-movable assets have been physically verified by the Management at an interval of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets;

As informed to us, no material discrepancies between book records and physical assets have been noticed;

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed off a substantial part of fixed assets during the year and the going concern status of the Company has not been affected;

ii) In respect of Inventories:

(a) As explained to us, all inventories, except stocks relating to expansion project, stocks lying with third parties and stocks in- transit have been physically verified by a Firm of Chartered Accountants at reasonable intervals during the year;

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

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

iii) According to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured, to/from Companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, clauses (iii) (a) to (g) of paragraph 4 of the Order are not applicable;

iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system;

v) According to the information and explanations given to us, the Company has not entered into any contract or arrangement which requires to be entered in the register maintained under Section 301 of the Companies Act, 1956. Hence clause (v) (b) of paragraph 4 of the Order is not applicable;

vi) In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of sections 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Rules framed thereunder;

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

viii) We have broadly reviewed the books of account maintained by the Company, pursuant to the Companies (Cost Accounting Records) Rule, 2011 prescribed by the Central Government for the maintenance of cost records under Section 209 (1) (d) of the Companies Act, 1956 in respect of manufacturing activities and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate and complete;

ix) (a) According to the information and explanations given to us and on the basis of our examination of the books of account, in our opinion, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and Electricity Duty with the appropriate authorities;

According to the information and explanations given to us, no undisputed amounts are payable in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and any other material statutory dues as at 31st 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, disputed statutory dues which have not been deposited as on 31st March'' 2013 are as under:

Name of the Statute Nature of Dues Amount disputed Amount deposited Forum where disputes are (Rs. in crore) (Rs. in crore) pending

Sales Tax Sales Tax 187.37 31.11 Commissioner

183.64 53.73 Tribunal

162.77 30.29 High Court

533.78 115.13

Entry Tax Entry Tax 107.78 31.83 Commissioner

29.18 20.94 Tribunal

7.84 3.51 High Court

144.80 56.28

Central Excise Act,1944 Excise Duty 12.38 2.51 Commissioner

26.51 0.62 Tribunal

59.26 0.00 High Court

98.15 3.13

Customs Act, 1962 Customs Duty 0.76 0.01 Commissioner

0.16 0.00 Tribunal

0.92 0.01

Income Tax Act, 1961 Income Tax 378.54 316.93 Commissioner

107.65 104.83 High Court

486.19 421.76

Total 1,263.84 596.31

x) The Company does not have accumulated losses at the end of the financial year. The Company has not incurred cash losses during the financial year and in the immediately preceding financial year;

xi) According to the information and explanations given to us, the Company has not defaulted in repayment of dues to financial institutions or banks or debenture holders;

xii) 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;

xiii) In our opinion and according to information and explanations given to us, the Company is not a chit fund/nidhi/mutual benefit fund/society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Order is not applicable to the Company;

xiv) The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore the provisions of clause 4 (xiv) of the Order is not applicable to the Company;

xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions;

xvi) According to the information and explanations given to us, the Company has not raised any term loan during the year;

xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long term investment;

xviii) According to the information and explanations 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 Companies Act, 1956;

xix) According to the information and explanations given to us, the Company has not issued any debentures during the year;

xx) According to the information and explanations given to us, the Company has not raised any money by way of public issues during the year;

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

For Agasti & Associates For C.K. Prusty & Associates

Chartered Accountants Chartered Accountants

Firm Registration No. 313043E Firm Registration No. 323220E

CA. M. Bandyopadhyay CA. G.V. Jayabal

Partner Partner

Membership No.050968 Membership No.015616

Place: New Delhi

Dated 27th May'' 2013


Mar 31, 2012

1. We have audited the attached Balance Shed of NATIONAL ALUMINIUM COMPANY LIMITED, as at 31st March. 2012. the Profit and Loss Statement and the Cash Flow Statement of the Company for Una year ended on trial date, both annexed hereto. These financial statements ere 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 teat basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes examining, the accounting principle used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

i. As required by the Companies (Auditor's Report} Order. 2003 as amended by the Companies (Auditor's Report) (Amendment) Orders, 2004, Issued by the Central Government in terms of Section 227 (4A) of the Companies Act 1956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph (3) above, we report that:

a. We have obtained all the information and explanations which to the best of our knowledge end 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 me Company so for as appears from our examination of those books;

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

d. In our opinion, the Balance Sheet, Profit and Loss Statement end Cash Flow Statement dealt with by this, report comply with the Accounting Standards referred to in Section 211 (3c) of the Companies Act, 1956;

e. In terms of Government of India, Ministry of Finance, Department of Company Affairs, Notification No. GSR 829 (E) dated 21st October, 2003, Government Companies are exempt from the applicability of provisions of Section 274 (1) (g) of the Companies Act, 1956;

f. In our opinion and to best of our information and according to the explanations given to us, the said accounts read with significant accounting policies give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted In India:

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

II. In the case of the Profit & Loss Statement 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.

ANNEXURE TO THE AUDITORS' REPORT (REFERRED TO IN PARAGRAPH (3) OF OUR REPORT OF EVEN DATE)

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

(b) Non-movable assets have been physically verified by the Management at an interval of three years, which in our opinion is reasonable having regard to the see of the Company and the nature of its assets.

All the movable assets have been physically verified by a Firm of Chartered Accountants during the year.

As informed to us, no material discrepancies between book records and physical asset have been noticed:

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed off a substantial part of fixed assets during the year end the going concern assumption of the Company has not been affected.

ii) (a) In respect of its inventory, as explained to us, all inventories except stocks relating to expansion project, stocks lying with third parties and stocks in-transit, have been physically verified by a Firm of Chartered Accountants at reasonable intervals during the year.

(b) In our opinion and according to the information end explanations given to us, the procedures of physical verification of Inventory followed by the management ere reasonable and adequate in relation to the size of the Company and the nature of its business;

(c) In our opinion and according to the information and explanations given to us the Company has maintained proper records of its inventory. The discrepancies noticed on physical verification and book records relating to shortage have been dealt with in the books of account, while excess have been ignored.

iii) (a) According to Information and explanations given to us, 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. Consequently, clauses (III) (b) to (d) of paragraph 4 of the Order are not applicable;

(v) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of Inventory and fixed assets end for the sale of goods and services. During the course of our audit, we have not observed any major weakness in the Internal control system;

v) According to Information and explanations given to us, the Company has not entered into any contract or arrangement which requires to be entered in register maintained under section 301 of the Companies Act, 1956;

vi) In our opinion and as per the information and explanations given to us, the Company has not accepted deposits from the public during the year within the meaning of sections 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Rules fanned thereunder;

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

viii) We have broadly reviewed the books of account maintained by the Company, pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1)(d) of the Companies Act 1956 in respect of manufacturing activities end are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determining whether they are accurate and complete:

ix) (a) According to information and explanations given to us and on the basis of our examination of the books of account, the Company is generally regular in depositing undisputed statutory dues Including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty Cess and Electricity Duty with the appropriate authorities;

According to the information and explanations given to us. no undisputed amounts are payable in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duly, Excise Duty, Cess and any other material statutory dues as at 31st March, 2012 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 disputed statutory dues which have not been deposited era given below:

Statute Nature of Amount Amount Forum where Dues disputed deposited disputes are Rs. in Rs. in pending Crore Crore

Sales Tax Sales Tax 44.09 4.62 Commissioner 215.02 61.75 Tribunal 210.24 33.56 High Court 469.35 99.93

Entry Tax Entry Tax 59.71 7.93 Commissioner 45.09 23.98 Tribunal 5.29 0.00 High Court 110.09 31.91

Central Excise Duty 10.8O 2.50 Commissioner Excise 17.98 0.59 Tribunal Act, 1944 59.26 0.00 High Court 88.04 3.09

Customs Customs Duty 0.77 0.05 Commissioner Act, 1962 0.08 0.00 Tribunal 0.85 0.05 High Court

Income Tax Income Tax 234.91 178.77 Commissioner Act, 1961 118.65 104.84 Tribunal 8.05 0.00 High Court 361.61 283.61 TOTAL 1029.94 418.59

x) The Company does not have accumulated losses at the end of the financial year. The Company has no: Incurred cash losses during the financial year and in the immediately preceding financial year;

xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted In repayment of dues to any financial Institutions or banks or debenture holders;

xii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures end other securities;

xiii) In our opinion the Company is note chit fund/nidhi/mutual benefit fund.'society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Order are not applicable to the Company;

xiv) The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore the provisions of Clause 4(xiv) of the Order are not applicable to the Company;

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

xvi) Based on our examination of records and the information and explanations given to us, the Company has not raised any term loan during the year under audit;

xvii) According to the information and explanations and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment;

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

xix) Based on our examination of the records and the information and explanations given to us, the Company has not issued any debentures during the year

xx) The Company has not raised any money by way of public Issues during the year;

xxi) 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 has been noticed or reported during the year.

For Agasti & Associates For C.K Prusty & Associates

Chartered Accountants Chartered Accountants FRN -313043E FRN 323220E

(CA. M. Bandyopadhyay) (CA. C.K. Prusty)

Partner (M .No.050968) Partner (M.No.05738)



Place : Maw Delhi

Dated: 21st May' 2012


Mar 31, 2011

1. We have audited the attached Balance Sheet of NATIONAL ALUMINIUM COMPANY LIMITED, as at 31st March, 2011, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, both 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 misstatements. 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 the significant estimates made by the 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 (CARO) issued by the Central Government in terms of Section 227(4 A) of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph (3) 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 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. the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d. in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3c) of the Companies Act, 1956/

e. In terms of Government of India, Ministry of Finance, Department of Company Affairs, Notification No.GSR 829 (E) dated 21st October,2003, Government Companies are exempt from the applicability of provisions of Section 274 (1) (g) 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 significant accounting policies and notes on accounts appearing in Schedule Y and Schedule Z respectively 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, 2011.

ii. in the case of the Profit & Loss Account, 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.

ANNEXURE TO THE AUDITORS'REPORT (REFERRED TO IN PARAGRAPH (3) OF OUR REPORT OF EVEN DATE)

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

(b) The company has a programme of conducting physical verification of non-movable assets at an interval of three years, which in our opinion is reasonable having regard to the size of the company and nature of its assets. All the movable assets were physically verified during the year. As informed to us, no material discrepancies were noticed on such verification wherever reconciliations have been carried out and the same has been adjusted in the books.

(c) In our opinion and according to the information and explanations, the Company has not disposed off substantial part of fixed assets during the year.

2. (a) In respect of its inventories as explained to us, all inventories except stocks relating to expansion project, stocks lying with third parties and stocks in-transit, have been physically verified by the management at reasonable intervals during the year.

(b) In our opinion and according to the information and explanations given to us, the procedures for physical verification 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 stock and book records relating to shortages have been dealt with in the books of account, while excesses have been ignored.

3. (a) According to information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured, to/from Companies, firms or other parties listed in the Register maintained under section 301 of the Companies Act, 1956. Consequently, clauses (iii)(a) to (g) of paragraph 4 of the order are not applicable.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and the sale of goods and services. During the course of our audit, we have not observed any major weakness in the internal control system.

5. According to information and explanations given to us, the Company has not entered into any contracts or arrangements which require to be recorded in register maintained under section 301 of the Companies Act, 1956.

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

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

8. We have broadly reviewed the books of accounts maintained by the Company, pursuant to the rules made by the Central Government for the maintenance of cost records under section 209(1) (d) of the Companies Act., 1956 in respect of manufacturing activities and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determining whether they are accurate and complete.

9. According to the information and explanations given to us and on the basis of our examination of the books of accounts, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise duty, Cess and Electricity Duty with the appropriate authority.

According to the information and explanations given to us, no undisputed amounts are payable in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise duty, Cess and other material statutory dues in arrears as at 31st March, 2011 for a period of more than six months from the date on which they become payable.

According to the information and explanations given to us, there are disputed statutory dues which have not been deposited are given herein below:

Statute Nature of Dues Amount Amount Forum where disputed deposited disputes are Rs. in Crore Rs. in Crore pending

Sales Tax Sales Tax 141.11 17.02 Commissionrate

309.46 73.76 Tribunal

5.04 4.21 High Court

455.61 94.99

Entry Tax Entry Tax 36.14 13.47 Commissionrate

30.48 21.55 Tribunal

8.46 4.1 High court

75.08 39.13

Central Excise Act,1944 Excise Duty 63.31 2.54 Commissionrate

36.42 0.59 Tribunal

99.73 3.13

Customs Act, 1962 Customs Duty 0.06 0.06 Commissionrate

0.06 0.06

Income Tax Act,1961 Income Tax 193.68 201.83 Commissionrate

82.82 82.33 Tribunal

276.50 284.16

906.98 421.47

10. The Company does not have accumulated losses at the end of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately preceding financial year.

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

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

13. In our opinion the Company is not a chit fund/nidhi/mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the order are not applicable to the company.

14. The Company is not dealing or trading in shares , securities, debentures and other investments. Therefore the provisions of clause 4(xiv) of the order are not applicable to the company.

15. According to the informationand explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. Based on our examinations of the records and the information and explanations given to us, the Company has not raised any term loan during the year under audit.

17. According to the information and explanations 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 of the company.

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

19. Based on our examination of the records and the information and explanations given to us, the Company has not issued debenture during the year.

20. TheCompVnThas not raised any money by way of public issue during the year.

21. 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 has been noticed or reported during the course of our audit.

For P.A. & Associates For C.K.Prusty & Associates

Chartered Accountants Chartered Accountants

FRN 313085E FRN 323220E

(CAS.S.Poddar) (CA C.K. Prusty)

Partner Partner

Membership No.51113 Membership No.57318

Place: New Delhi

Date : 30th May,2011


Mar 31, 2010

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

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audi. 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 the significant estimates made by the 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 (CARO) issued by the Central Government in terms of Section 227(4 A) of the Companies Act, 1 956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph (3) 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 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. the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account,

d. in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 21 1 (3c) of the Companies Act, 1 956,

e. In terms of Government of India, Ministry of Finance, Department of Company Affairs, Notification No.GSR 829 (E) dated 21st October, 2003, Government Companies are exempt from the applicability of provisions of Section 274 (1) (g) 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 significant accounting policies and notes on accounts appearing in Schedule X and Schedule Y respectively 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

I.The the crof the Balance Sheet, of the state of affairs of the Company as at 31 st March, 201 0;

ii. in the case of the Profit & Loss Account, 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.

ANNEXURE TO THE AUDITORS REPORT (REFERRED TO IN PARAGRAPH (3) OF OUR REPORT OF EVEN DATE)

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

(c) In our opinion and according to the information and explanations, the Company has not disposed off substantial part of fixed assets

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

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

According to the inflation and explanations giver! to us there are disputed statutory dues which have not been deposited are given

Statute Nature of Dues Amount Disputed

Rs.in Crore

Sales Tax Sales Tax 226.64

219.78 16.41

462.83

Entry Tax Entry Tax 26.8

32.35

8.46

67.61

Central Excise Act, 1944 Excise Duty 63.88

35.58

99.46

Customs Act, 1942 Customs Duty 0.13

3.1

3.23

Income Tax Act,1961 Income Tax 151.24

79.23

230.47

863.60

Stutute Amount Deposited Forum where disputes

Rs in Croce are pending

Sales Tax 29.67 Commlsonrate

60.4 Tribunal

4.76 High court



Entry Tax 10.73 Commissionrate

23.09 Tribunal

4.1 High Court



Central Excise Act, 1944 2.5 Commissionrate

0.59 Tribunal

3.09



Customs Act,1942 0.06 Commissionrate

Nil Tribunal

0.06



Income Tax Act, 1961 94.9 Commissionrate

128.66 Tribunal

223.56

359.40

10. The Company does not have accumulated losses at the end of the financial year . The Company has not incurred cash losses during the financial year covered by the audit and in the immediately preceding financial year.

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

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

13. In our opinion the Company is not a chit fund/nidhi/mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Order are not applicable to the Company.

14. The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore the provisions of clause 4(xiv) of the Order are not applicable to the Company.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. Based on our examination of the records and the information and explanations given to us, the Company has not raised any term loan during the year under audit.

17. According to the information and explanations 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 of the company.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1 956.

19. Based on our examination of the records and the information and explanations given to us, the Company has not issued debenture during the year.

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

21. 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 has been noticed or reported during the course of our audit.

For P.A . & Associates For C.K.Prusty & Associates

Chartered Accountants Chartered Accountants

FRN 313085E FRN 323220E



(CAS.S.Poddar) (CA C.K. Prusty)

Partner Partner

Membership No.51113 Membership No.5731 8



Place: New Delhi

Date :06th August, 2010

 
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