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Auditor Report of Neeraj Paper Marketing Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of M/s NEERAJ PAPER MARKETING LIMITED, DELHI which comprise the Balance sheet as at March 31, 2015, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company's Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act,1956 (the Act) read with the General Circular 15/2003 dated 13th September,2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act,2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with 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, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the 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 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:

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

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

(c) In the case of the Cash Flow Statement, of the cash flows 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 Section 227 (4A) of the Act and Companies (Auditor's Report) (Amendment) Order 2015, 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, 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 & Loss and the Cash Flow Statement comply with the Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13 th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e. On the basis of written representations received from the directors, as on March 31, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as a director in terms of Section 274(1) (g) of the Act.

The Annexure referred to in our report to the members of NEERAJ PAPER MARKETING LIMITED, DELHI for the year Ended on 31.03.2015. We report that:

Sl. Particulars Auditors Remark No.

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

(b) whether these fixed assets have These fixed assets have been physically verified by the been physically verified management at reasonable by the management during intervals; whether any material the year at reasonable discrepancies were noticed on intervals and as reported such verification and if so, to us, no material whether the same have been discrepancies were noticed properly dealt with in the on such verification. books of account;

(ii) (a) whether physical verification The inventories were of inventory has been conducted physically verified during at reasonable intervals by the the year by the management management; at reasonable intervals.

(b) Are the procedures of physical In our opinion and according verification of inventory followed to the information and by the management reasonable and explanations given to us, the adequate in relation to the size procedures of physical of the company and the nature of verification of inventories its business. If not, the followed by the management inadequacies in such procedures were reasonable and adequate should be reported; in relation to the size of the Company and the nature of business of the company.

(c) whether the company is maintaining In our opinion and according proper records of inventory and to the information and whether any material discrepancies explanations given to us, the were noticed on physical Company has maintained proper verification and if so, whether the records of its inventories same have been properly dealt with and no material discrepancies in the books of account; were noticed on physical verification.

(iii) Whether the company has granted No loans, secured or any loans, secured or unsecured unsecured, were granted by to companies, firms or other the Company to or from parties covered in the register companies, firms or other maintained under section 189 of parties covered in the the Companies Act. If so, register maintained under section 189 of the Companies Act, 2013.

(a) whether receipt of the principal N.A. amount and interest arc also regular; and

(b) if overdue amount is more than N.A. rupees one lakh, whether reasonable steps have been taken by the company for recovery of the principal and interest;

(iv) Is there an adequate internal In our opinion and according control system commensurate with to the information & the size of the company and the explanations given to nature of its business, for the us, there is adequate internal purchase of inventory and fixed control procedure commensurate assets and for the sale of goods with the size of the company and services. Whether there is a and the nature of its business continuing failure to correct for the purchase of Inventory major weaknesses in internal and fixed assets and for the control system. sale of goods and services. During the course of our audit, no weakness has been noticed in the internal controls.

(v) in case the company has The company has not accepted accepted deposits, whether the deposits from public directives issued by the Reserve attracting the provisions of Bank of India and the provisions section 73- 76 or any other of sections 73 to 76 or any other relevant provision of Companies relevant provisions of the Act and rules framed there Companies Act and the rules framed under. there under, where applicable, have been complied with? If not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?

(vi) where maintenance of cost Since the company is records has been specified by the engaged in trading & Central Government under sub-section marketing business so (1) of section 148 of the Companies this Act, whether such accounts and clause 4(vi) of Companies records have been made and (Auditor's Report) Order, maintained; 2003 as amended by Companies (Auditor's Report) (Amendment) Order 2004 and Companies (Auditor's Report) (Amendment) Order 2015 is not applicable to the company.

(vii) (a) is the company regular The company is regular in depositing undisputed statutory during the year in dues including provident fund, depositing with appropriate employees' state insurance, authorities undisputed income-tax, sales-tax, wealth tax, statutory dues including service tax, duty of customs, duty provident fund, Investor of excise, value added tax, cess Education and Protection and any other statutory dues with Fund, employees' state the appropriate authorities and if insurance, income tax, not, the extent of the arrears of sales tax, wealth tax, outstanding statutory dues as at service tax, custom duty, the last day of the financial year excise duty, cess and any concerned for a period of more other statutory dues with than six months from the date they the appropriate authorities became payable, shall be indicated whatever applicable to it. by the auditor. There is no any amount of the arrears of outstanding dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable.

(b) in case dues of income tax The details of disputed or sales tax or wealth tax or dues of sales tax, income service tax or duty of customs or tax, custom duty, wealth duty of excise or value added tax, service tax, excise tax or cess have not been deposited duty, cess duty, wherever on account of any dispute, then the applicable amounts involved and the forum are given below:- where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).

RELATED PERIOD HEAD OF DUES AMOUNT

2012- 13 Sales Tax/VAT 989186.00



2013- 14 Sales Tax/VAT 17385465.00

2013-14 Sales Tax/VAT 20956489.00

2013-14 Sales Tax/VAT 19764093.00

2013- 14 Sales Tax/VAT 11323455.00

2014- 15 Sales Tax/VAT 3801320.00

2014-15 Income Tax Not ascertained







RELATED PERIOD FORUM

2012- 13 Office of Additional Commissioner, Department of Trade & Taxes, New Delhi

2013- 14 Department of Trade & Taxes, Government of NCT of Delhi

2013-14 Department of Trade & Taxes, Government of NCT of Delhi

2013-14 Department of Trade & Taxes

2013- 14 Department of Trade & Taxes, Government of NCT of Delhi

2014- 15 Commissioner (Appeal )

2014-15 Case is under process as on date due to search operation conducted during the year at the registered office of the company and residential premises of promoters of the company. Notice from Income Tax Department has been received in this regard.

(c) (c) whether the amount N.A. required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder has been transferred to such fund within time.

(viii) whether in case of a The company is registered company which has been registered for a period of more than for a period not less than five five years. The company years, its accumulated losses at does not have any the end of the financial year are accumulated losses nor not less than fifty per cent of has it in- curred any cash its net worth and whether it has losses in the financial year incurred cash losses in such under our audit and in the financial year and in the immediately preceding this immediately preceding financial financial year. year;

(ix) Whether the company has Based on our audit procedures defaulted in repayment of dues and as per the information and to a financial institution or explanations given by the bank or debenture holders? If management, we are of the yes, the period and amount of opinion that the company has default to be reported; not defaulted in repayment of dues to a financial institutions or Banks.

(x) Whether the company has The company has granted its given any guarantee for guarantee for credit loans taken by others from facilities availed by bank or financial institutions, Satyavan Sales Promotions P. the terms and conditions whereof Ltd from Bank of Maharashtra, are prejudicial to the interest New Delhi Branch. However, of the company; Satyavan Sales Promotions P. Ltd has requested to its bank for release of corporate guarantee of Neeraj Paper Marketing Limited. The company has also granted its corporate guarantee for credit facilities availed by Bindal Merchnadise (Trading unit of Bindals Papers Mills Limited) from Allahabad Bank, Parliament Street, New Delhi Branch.

(xi) Whether term loans were Based on our audit procedures applied for the purpose for and as per the information and which the loans were obtained; explanations given by the management, we are of the opinion that the loans availed during the year under our by the company have been utilized for the same purpose for which it was obtained.

(xii) Whether any fraud on or According to the information by the company has been noticed and explanations given to us, or reported during the year; If no fraud on or by the Company yes, the nature and the amount has been noticed or reported involved is to be indicated. during the year.

For GOEL SINGHAL & ASSOCIATES Chartered Accountants Firm's Regn No.: 006496C

DATED: 30.05.2015 (CA AMRISH KUMAR) PLACE: MUZAFFARNAGAR PARTNER M.No.408347