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Auditor Report of Piccadily Agro Industries Ltd.

Mar 31, 2015

1. We have audited the accompanying Standalone financial statements of M/s Piccadily Agro Industries Limited (the 'Company"), which comprise the Balance Sheet-as at March 31, 2015, the Statement of Profit & Loss account, the Cash Flow Statement of the Company for the year then ended and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report

Management's Responsibility for the Standalone Financial Statements

2. The Company's Management is responsible for the matters stated in Section 134(5) of the Companies Act, 20 ("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 flow of the Company in accordance with 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) Rule, 2014. The responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act tor 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 the design; and Implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

3. Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act. the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We have conducted our audit in accordance with 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

4. An audit involves performing procedures to obtain audit evidence, about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' 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 auditors consider internal financial control relevant to the Company's preparation and fair presentation of the financial statements that give 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 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 Management, as well as evaluating the overall presentation of financial statements

5. 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

6. In our opinion, and to the best ot our information, and according to the explanations given lo 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:

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

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

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

Report on Other Legal and Regulatory Requirements

7. As required by 'the Companies (Auditor's Report) Order. 2015', issued by the Central Government of India in terms oi Section 143 (11) ot the Act (hereinafter referred to as the "Order"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us. we give the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

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

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

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

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

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

(e) On the basis of written representations received from the directors as on Match 31.2015, and taken on record by the Board of Directors "none ot the directors is disqualified as on March 31. 2015, from being appointed as a director in terms of Sectiont 64(2) of the Act.

ANNEXURE TO THE AUDITORS' REPORT (Referred to in paragraph 1 of our report of even date)

I. In respect of its fixed assets:

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

b) According to the information and explanations given to us, the company has a system of physical verification of all its fixed assets over a period of three years. In our opinion having regard to the size of the company and the nature of its assets, the program of verification is reasonable. No material discrepancies have been noticed in respect of assets physically verified.

II. In respect of its inventories:

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

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

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of the records of inventory, the Company is maintaining proper records of its inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material and have been properly dealt with in the books of account.

III. (a) According to the information and explanations given to us, the company has granted loan to one body corporate covered in the register maintained under section 189 of the Companies Act 2013

(b) In the case of loan granted to body corporate listed in the register maintained under section 189 of the act, the borrower has been regular in the payment of the interest as stipulated. The terms of arrangement do not stipulate any repayment schedule and the loans are repayment on demand. Accordingly paragraph 3(iii)(b) ol the Order is not applicable to the Company in respect of repayment of the principal amount

(c) There are no overdue amounts of more than Rs 1,00.000/- in respect of loans granted to the body corporate listed in the register maintained under section 189 of the act.

IV. In our opinion and according to the information and explanations given to us, 1here 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 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. The company has not accepted any deposits from the public.

VI. The Company Is required to maintain cost records under section 148(1) of the Act for the products o( the company and according to the information and explanation given to us, the company has maintained proper records as prescribed by the central government.

VII. According to the information and explanations given to us in respect ol Statutory and other dues'

a) The company is regular in depositing undisputed statutory dues, including Provident Fund. Income Tax, Value Added Tax, wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues with the appropriate authorities during the year.

b) As per the information and explanation given to us, there is no amount of Income tax/sales tax/ custom duty/ wealth tax/excise duty/Value Added Tax/service tax/Cess which have not been deposited on account of any dispute.

c) As per our verification, we have not come across any amount to be transferred to investor education and protection Fund in accordance with the relevant provisions of the Companies Act, 1956 and rules made there under.

VIII. The Company have no accumulated losses at the end of the year and has incurred no cash losses during the current financial year and in preceding financial year.

IX. Based on our audit procedures and on the basis of information and explanations given by the management, we are of the opinion that the Company has not defaulted in the repayment of dues to financial institutions and banks.

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 financial institutions.

XI. To the best of our knowledge and belief and- according to the information and explanation given to us. term loans have been availed by the company, were prima facie, and applied by the company during the year for the purposes for which the loans were obtained.

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

FOR JAIN 8, ASSOCIATES CHARTERED ACCOUNTANTS (Regd No..001361N) Sd/- ( KRISHAN MANGAWA) PLACE: GURGAON PARTNER DATE: 30.05.2015 Membership No.513236


Mar 31, 2014

We have audited the accompanying financial statements of M/s Piccadily Agro Industries Limited, which comprise the Balance Sheet as at March 31, 2014, and the statement of Profit and Loss and Cash Flow statement for the year ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements:

The Company''s 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 flow of the Company in accordance with the Accounting Standards notified under the Companies Act 1956 (the Act) read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial state- ments 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 mate- rial misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The pro- cedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial state- ments, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion:

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

(i) In the case the Balance Sheet, of the state of affairs of the Company as at 31st March 2014.

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

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

Report on Other Legal and Regulatory Requirements:

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

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

a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 Cash Flow Statement dealt with by this Report are in agreement with the books of account;

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

e. On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub- section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO THE AUDITORS'' REPORT

I. In respect of its fixed assets:

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

b) According to the information and explanations given to us, the company has a system of physical verification of all its fixed assets during the year. In our opinion having regard to the size of the company and the nature of its assets, the program of verification is reasonable. No material discrepancies have been noticed in respect of assets phys- ically verified.

c) During the year, Company has not disposed of any substantial / major part of fixed assets.

II. In respect of its inventories:

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

b) In our opinion and according to the information and explanations given to us, the procedures of physical verifica- tion of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of the records of inventory, the Company is maintaining proper records of its inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material and have been properly dealt with in the books of account.

III. In respect of the Loans, Secured or Unsecured, granted or taken by the company to/from companies, firm or other parties covered in the register maintained under section 301 of the Companies Act, 1956 -

a) In pursuant to requirements of Clause (a) to (d) of section 301 of the Companies Act 1956, : According to the infor- mation and explanations given to us, The company has not granted any secured or unsecured loans from compa- nies, firm and other parties covered in the register maintained under section 301 of the companies Act, 1956.

b) In pursuant to requirements of Clause (e) to (g) of section 301 of the companies Act 1956, : According to the infor- mation and explanations given to us, The company has not taken secured or unsecured loans from companies, firm and other parties covered in the register maintained under section 301 of the companies Act, 1956.

IV. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inven- tory and fixed assets and for the sale of goods, During the course of our audit, we have not observed any contin- uing failure to correct major weaknesses in such internal control system.

V. In respect of particulars of contracts or arrangements and transactions entered in the register maintained in pur- suance of section 301 of the Companies Act 1956.

To the best of our knowledge and belief and according to the information and explanation given to us, the Company has not entered into any transaction that needed to be entered into the register maintained u/s 301 of the Companies Act, 1956.

VI. According to the information and explanations given to us, the Company has not accepted any deposit from the public. Therefore, the provisions of Clause (vi) of paragraph 4 of the Order are not applicable to the Company.

VII. In our opinion, the Company has internal audit system which commensurate with the size and nature of its busi- ness.

VIII. The Company is required to maintain cost records under section 209(1)(d) of the Companies Act, 1956 for the prod- ucts of the company and according to the information and explanation given to us, the company has maintained proper records as prescribed by the central government.

IX. According to the information and explanations given to us in respect of Statutory and other dues:

a) The company is regular in depositing undisputed statutory and other dues, including provident fund, Income Tax, Sales Tax, Service Tax, Excise Duty and any other statutory dues with the appropriate authorities during the year.

b) As per the information and explanation given to us, no disputed amounts payable in respect of Income Tax, Sales Tax, Wealth Tax, Custom Duty were outstanding as on 31.03.2014

X. The company has no accumulated losses as at the end of the year and the company has not incurred cash loss- es during the current financial year and immediately preceding financial year.

XI. Based on our audit procedures and on the basis of information and explanations given by the management, we are of the opinion that the Company has not defaulted in the repayment of dues to the financial institutions and banks.

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

XIII. According to the information and explanations, The company does not fall within the category of Chit fund/Nidhi/Mutual Benefit fund/Society and hence the related reporting requirements are not applicable.

XIV. The Company has maintained proper records of the transactions and contracts in respect of dealing or trading in shares, securities, debentures and other investments and timely entries have been made therein. All shares, secu- rities, debentures and other investments have been held by the Company in its own name.

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

XVI. To the best of our knowledge and belief and according to the information and explanation given to us, term loans have been availed by the company, were prima facie, and applied by the company during the year for the purpos- es for which the loans were obtained.

XVII. According to the records examined and as per the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

XVIII. According to the information and explanations, 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, dur- ing the year.

XIX. According to the information and explanations, The Company has not issued any debentures during the year.

XX. According to the information and explanations, The Company has not raised any monies 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 was noticed or reported during the year.

FOR JAIN & ASSOCIATES FRN. No 01361N CHARTERED ACCOUNTANTS

Sd/- (KRISHAN MANGAWA) PARTNER PLACE: Gurgaon M.NO.513236 DATE: 30.05.2014


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of M/s Piccadily Agro Industries Limited, which comprise the Balance Sheet as at March 31,2013, and the statement of Profit and Loss and Cash Flow statement for the year ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements:

Management is responsible for the preparation of these Financial Statements that give a true and fair view of the financial position, finan- cial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of sec- tion 211 of the Companies Act, 1956. This responsibility includes the design, implementation and maintenance of internal control rele- vant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstate- ment, 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 eth- ical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

Opinion:-

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

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

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

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

Report on Other Legal and Regulatory Requirements:

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

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

a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 examina- tion of those books;

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

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

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

ANNEXURE TO THE AUDITORS'' REPORT

I. In respect of its fixed assets: j

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

b) According to the information and explanations given to us, the company has a system of physical verification of all its fixed assets during the year. In our opinion having regard to the size of the company and the nature of its assets, the program of verification is reason- ! able. No material discrepancies have been noticed in respect of assets physically verified. j

c) During the year, Company has not disposed of any substantial I major part of fixed assets. i

II. In respect of its inventories:

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

b) In our opinion and according to the information and explanations given to us, the proce- dures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of the records of inventory, the Company is maintaining proper records of its inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material and have been properly dealt with in the books of account.

III. In respect of the Loans, Secured or Unsecured, granted or taken by the company to/from companies, firm or other parties covered in the register maintained under section 301 of the i Companies Act, 1956- j

a) In pursuant to requirements of Clause (a) to (d) of section 301 of the companies Act 1956,: According to the information and explanations given to us,

the company has not granted any secured or unsecured loans to companies, firm and other parties covered in the register maintained under section 301 of the companies Act, 1956.

b) In pursuant to requiremei ts of Clause (e) to (g) of section 301 of the companies Act 1956,: According to the information and explanations given to us, the company has not taken secured or unsecured loans from companies, firm and-other parties covered in the register maintained under section 301 of the companies Act, 1956.

IV. In our opinion and according to the information and explanations given to us, there are ade- quate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods.

V. In respect of particulars of contracts or arrangements and transactions entered in the reg- ister maintained in pursuance of section 301 of the Companies Act 1956.

To the best of our knowledge and belief and according to the information and explanation given to us, the Company has not entered into any transaction that needed to be entered into the register maintained u/s 301 of the Companies Act, 1956.

VI. In our opinion, the Company has not accepted deposit under the provisions of section 58A and 58AA of the Companies Act, 1956 and the rules framed there under and the directives issued by the Reserve Bank of India

VII. In our opinion, the Company has internal audit system which commensurate with the size and nature of its business.

VIII. The Company is required to maintain cost records under section 209(1)(d) of the Companies Act, 1956 for the products of the company and according to the information and explanation given to us, the company has maintained proper records as prescribed by the central government.

IX. According to the information and explanations given to us in respect of Statutory and other dues:

a) The company is regular in depositing undisputed statutory and other dues, including prov- s ident fund, Income Tax, Sales Tax, Service Tax, Excise Duty and any other statutory dues with the appropriate authorities during the year.

b) As per the information and explanation given to us, no disputed amounts payable in respect of Income Tax, Sales Tax, Wealth Tax, Custom Duty were outstanding as on 31.03.2013

X. The company has no accumulated losses as at the end of the year and the company has not incurred cash losses during the current financial year and immediately preceeding financial year.

XI. Based on our audit procedures and on the basis of information and explanations given by the management, we are of the opinion that that the Company has not defaulted in the repayment of dues to the financial institutions and banks.

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

XIII. According to information and explanations the company does not fall within the category of Chit fund/Nidhi/Mutual Benefit fund/Society and hence the related reporting require- ments are not applicable.

XIV. According to information and explanations given to us, the Company is not dealing or trad- ing in shares, securities, debentures and other investments and hence the related report- ing requirements are not applicable.

XV. According to information and explanations the company has not given guarantee for loans taken by others from banks or financial institutions.

XVI. To the best of our knowledge and belief and according to the information and explanation given to us, term loans have been availed by the company, were prima facie, applied by the company during the year for the purposes for which the loans were obtained.

XVII. According to the records examined and as per the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

XVIII. According to information and explanations 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, during the year.

XIX. According to information and explanations the Company has not issued any debentures during the year.

XX. According to information and explanations the Company has not raised any monies 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 was noticed or reported during the year.

FOR JAIN & ASSOCIATES

CHARTERED ACCOUNTANTS Sd/-

NEERAJ JAIN

(PARTNER)

PLACE: Chandigarh M NO. 089477

DATE: 29/05/2013 Firm Regd. No.01361N


Mar 31, 2012

We have audited the attached Balance Sheet of M/s PICCADILY AGRO INDUSTRIES LIMITED as at 31st March 2012 and the Profit & Loss Account and Cash Flow Statement of the Company for the year ended on that date annexed thereto. These Financial Statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial state- ments based on our audit.

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

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

2. Further to our comments in the annexure referred to in paragraph 1 above, we report that:

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

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

c) The Balance Sheet and 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, Profit & Loss Account are in compliance with accounting standards specified by The Institute Of Chartered Accountants of India referred to in Section 211(3C) of Companies Act, 1956

e) On the basis of the written representations received from the Directors as on 31.3.2012 & taken on record by the Board of Directors, we report that none of the Directors is disqualified from being appointed as a Director in terms of Clause (g) of sub- section (1) of Sec 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to explanations given to us, the said accounts read together with Accounting Policies & notes thereon, give the information required by the Companies Act, 1956 in the manner so required and also give a true and fair view in conformity with the accounting principles generally accepted in India.

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

ii) In the case of Profit and Loss Account, of the Profit for the year ended on that date. iii) In case of Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT

I. In respect of its fixed assets:

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

b) According to the information and explanations given to us, the company has a system of physical verification of all its fixed assets during the year. In our opinion having regard to the size of the company and the nature of its assets, the programme of verification is reasonable. No material discrepancies have been noticed in respect of assets physical- ly verified.

c) During the year, Company has not disposed of any substantial / major part of fixed assets.

II. In respect of its inventories:

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

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

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of the records of inventory, the Company is maintaining proper records of its inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material and have been properly dealt with in the books of account.

III. A) According to the 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. by According to the information and explanations given to us, the company has not taken secured or unsecured loans from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act 1956.

IV. In our opinion and according to the information and explanations given to us, there is an adequate internal control sys- tem commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods. .

V. In respect of particulars of contracts or arrangements and transactions entered in the register maintained in pursuance of section 301 of the Companies Act 1956.

To the best of our knowledge and belief and according to the information and explanation given to us, the Company has not entered into any transaction that needed to be entered into the register maintained u/s 301 of the Companies Act, 1956.

VI. In our opinion, the Company has not accepted deposit under the provisions of section 58Aand 58AAof the Companies Act 1956 and the rules framed there under and the directives issued by the Reserve Bank of India.

VII. In our opinion, the Company has internal audit system which commensurate with the size and nature of its business.

VIII. The Company is required to maintain cost records under section 209(1)(d) of the Companies Act, 1956 for the prod- ucts of the company for its Sugar and Distillery Unit and according to the information and explanation given to us, the company has maintained proper records as prescribed by the Central Government.

IX. According to the information and explanations given to us in respect of Statutory and other dues:

a) The company is regular in depositing undisputed statutory and other dues, including provident fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax,Custom Duty, Excise Duty, Cess and any other statutory dues with the appropriate authorities during the year.

b) As per the information and explanation given to us, no disputed amounts payable in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty and Cess were outstanding as on 31.03.2012.

X. The Company has no accumulated losses as at the end of the year and the Company has not incurred cash losses during the current and the immediately preceding financial year:

XI. Based on our audit procedures and on the basis of information and explanations given by the management, we are of the opinion that the Company has not defaulted in the repayment of dues to financial institutions and banks.

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

XIII. The Company does not fall within the category of Chit fund/Nidhi/Mutual Benefit fund/Society and hence the related reporting requirements are not applicable.

XIV. According to information and explanations given to us, the Company is not dealing or trading in shares, securities, debentures and other investments and hence the related reporting requirements are not applicable.

XV. The Company has not given any guarantee to third party from banks or financial institutions.

XVI. To the best of our knowledge and belief and according to the information and explanations given to us, term loans availed by the company were, prima facie, applied by the company during the year for the purposes for which the loans were obtained.

XVII. According to the records examined and as per the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, have not been used during the year for long term investment and vice- versa.

XVIII. 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, during the year.

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

XX. The Company has not raised any monies by way of public issue 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 was noticed or reported during the year.

FOR JAIN & ASSOCIATES

CHARTERED ACCOUNTANTS

Sd/-

NEERAJJAIN

(PARTNER)

PLACE: Chandigarh M NO. 89477

DATE : 25-05-2012 Firm Regd. No.01361N

 
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