Auditor Report of Sanco Trans Ltd.

Mar 31, 2018

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF SANCO TRANS LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying Ind AS financial statements of SANCO TRANS LIMITED (“the Company”), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information (herein after referred to as “ Ind AS financial statements”).

Management’s Responsibility for the Standalone Financial Statements

2. 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 Ind AS financial statements that give a true and fair view of the state of affairs (financial position), profit or loss (financial performance including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act.

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 Ind AS 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 Ind AS financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under And the order under section 143(11) of the Act.

4. We conducted our audit of the Ind AS financial statements 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 Ind AS financial statements are free from material misstatement.

5. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the Ind AS 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 Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. 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 Ind AS financial statements.

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

Opinion

7. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS 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 including the Ind AS, of the state of affairs (financial position) of the Company as at March 31, 2018, its profit (financial performance including Other Comprehensive Income), its cash flows and the changes in equity for the year ended on that date.

Other Matters

8. The comparative financial information of the Company for the year ended March 31, 2017 and the transition opening balance sheet as at April 1,2016 included in these standalone Ind AS financial statements, are based on the previously issued financial statements prepared in accordance with the Companies (Accounting Standards) Rules,2006 audited by the predecessor auditor whose reports for the year ended March 31, 2017 and March 31,2016 dated May 30,2017 and May 30,2016 respectively expressed an unmodified opinion. The comparative financial information for the year ended March 31,2017 and the opening balance sheet as at April 1,2016 has been adjusted for the differences in the accounting principles/policies (refer note 30) adopted by the Company on transition to the Ind AS, which have been audited by us.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

9. As required by Section 143(3) of the Companies Act, 2013, we report that:

i 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.

ii. 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.

iii. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

iv. In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act.

v. On the basis of the written representations received from the directors as on March 31, 2018 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164(2) of the Companies Act, 2013.

vi. 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 “A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.

vii. 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 explanation given to us:

i. The Company has in accordance with generally accepted accounting practices, disclosed the impact of pending litigations on its financial position in its Ind AS financial statements - Refer Notes 42 to the Ind AS financial statements.

ii. The company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses under the applicable law (or) accounting standards.

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

10. As required by the Companies (Auditor''s Report) Order,2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 8(vi) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

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

1. We have audited the internal financial controls over financial reporting of SANCO TRANS LIMITED (“the Company”) as of March 31, 2018 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

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

Auditor’s Responsibility

3. Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

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

Inherent Limitations of Internal Financial Controls Over Financial Reporting

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

Opinion

8. In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

(Referred to in paragraph 9 under ‘Report on Other Legal and Regulatory Requirements'' section of our report of even date on the Ind AS financial statements of SANCO TRANS LIMITED (“the Company”) for the year ended March 31, 2018)

(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) The fixed assets were physically verified during the year by the management and no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deeds/ transfer deeds/ conveyance deeds provided to us, we report that, the title deeds, of all freehold land and buildings thereon, are held in the name of the Company as at the balance sheet date.

(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.

(iii) The Company has granted loans to its two subsidiary companies covered in the register maintained under section 189 of the Companies Act, 2013. In our opinion and based on the information and explanations furnished to us, we report that:

(a) The terms and conditions of grant of such loans are not prejudicial to the Company''s interest.

(b) The Schedule of repayment of principal and payment of interest has been stipulated and the repayments or receipts of principal amounts and interest have been regular as per stipulations.

(c) There are no amounts overdue for more than 90 days.

(iv) The company has not granted any loans secured or unsecured to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

(v) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.

(vi) According to information and explanations given to us, the Company has not accepted any deposits during the year and accordingly, the provisions of clause (v) of paragraph 3 of the Order are not applicable to the Company.

(vii) In our opinion and according to the information and explanations given to us, the requirement for maintenance of cost records pursuant to the Companies (Cost Records and Audit) Rules, 2014 specified by the Central Government of India under section 148 of the Companies Act, 2013 are not applicable to the Company.

(viii) According to the information and explanations given to us and the books of account examined by us, in respect of statutory dues:

(a) The company has generally been regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income-tax, goods and service tax, sales-tax, service tax, Customs duty, Excise duty, value added tax, Cess and any other material statutory dues applicable to it with the appropriate authorities during the year. There were no undisputed amounts payable in respect of the aforesaid statutory dues in arrears as at March 31, 2018 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Sales Tax, Excise Duty and Cess which has not been deposited on account of any dispute with the relevant authorities. Details of dues (including interest, penalty, etc. ) of Income-tax, Service Tax and Customs Duty which have not been deposited as at March 31, 2018 on account of disputes are as stated below:

Sl No	Name of the statute		Nature of dues	Period to which the amount relates	Disputed dues not deposited Rs. in Lakhs	Forum where the dispute is pending
1	The Income tax Act	1961	Tax Deducted at Source	Financial Year 2007-08	11.89	CIT(A)
2	The Income tax Act	1961	Tax Deducted at Source	Financial Year 2008-09	4.13	CIT(A)
3	The Income tax Act	1961	Tax Deducted at Source	Financial Year 2009-10	1.09	CIT(A)
4	The Income tax Act	1961	Tax Deducted at Source	Financial Year 2009-10	2.69	CIT(A)
5	Central Excise Act,	1944	Service Tax	18-04-2006 to 3103-2008	80.15	CESTAT
6	Customs Act		Duty Drawback Claims	Financial Years 2008-09, 2009-10, 2010-11	18.32	CESTAT

(ix) The Company has neither borrowed from financial institutions or government nor are there any dues to debenture holders. Hence the question of commenting on defaults, if any, in respect of such borrowings, does not arise. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to banks.

(x) The Company has not raised any money by way of initial public offer or further public offers (including debt instruments) during the year. Hence, reporting on utilization of such money does not arise. In our opinion and according to the information and explanations given to us, term loans have been applied by the Company during the year for the purpose for which they were raised.

(xi) To the best of our knowledge and belief, and according to the information and explanations given to us, and considering the size and nature of the Company''s operations, no fraud by the Company and no fraud of material significance on the Company by its officers or employees has been noticed or reported during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has paid/provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.

(xiii) The Company is not a Nidhi Company and hence reporting under clause (xii) of Paragraph 3 of the Order is not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us all transactions with the related parties are in compliance with sections 177 and 188 of the Companies Act, 2013. The details of related party transactions during the year have been disclosed in the Ind AS financial statements as required by the applicable Accounting Standards. (Refer to Notes of Ind AS financial statements).

(xv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of the Order is not applicable to the Company.

(xvi) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions during the year with its directors or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

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

For R. Sundararajan Associates

Chartered Accountants

Registration No. 008282S

Chennai S. Krishnan - Partner

29^th May, 2018 Membership No. 26452

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Mar 31, 2016

_INDEPENDENT AUDITOR’S REPORT_

TO THE MEMBERS OF SANCO TRANS LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of SANCO TRANS LIMITED (“the Company”), which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Financial Statements

2. 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.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

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 there under and the Order under section 143(11) of the Act.

4. We conducted our audit of the Standalone Financial Statements 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.

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

view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the financial statements.

6. 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

7. 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 March 31, 2016, and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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 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 standalone financial statements comply with the Accounting Standards specified under section 133 of the Act.

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

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.

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, in accordance with the generally accepted accounting practice, disclosed the impact of pending litigations on its financial position in its financial statements - Also Refer Note 3.4 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 has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

9. As required by the Companies (Auditor''s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

Annexure “A” to the Independent Auditor’s Report

(Referred to in paragraph 8 under ''Report on Other Legal and Regulatory Requirements'' of our report of even date)

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

1. We have audited the internal financial controls over financial reporting of SANCO TRANS LIMITED (“the Company”) as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

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

Auditor’s Responsibility

3. Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

6. A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

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

Opinion

8. In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Annexure “B” to the Independent Auditor’s Report

(Referred to in paragraph 9 under ''Report on Other Legal and Regulatory Requirements'' section of our report of even date on the accounts of SANCO TRANS LIMITED (“the Company”) for the year ended March 31, 2016)

(i) In respect of its fixed assets:

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

b) The fixed assets were physically verified during the year by the Management in accordance with a phased programme of verification, which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals having regard to the size of the Company, nature and value of its assets. According to the information and explanation given to us, no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deeds/ transfer deeds/ conveyance deeds provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings, are held in the name of the Company as at the balance sheet date.

(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.

(iii) The Company has granted loan to one of its subsidiary companies covered in the Register maintained under Section 189 of the Companies Act, 2013. In our opinion and based on the information and explanations furnished to us, we report that,

a. The terms and conditions of the grant of such loans are not prejudicial to the Companies interest;

b. The schedule of repayment of principal and repayment of interest has been stipulated and the repayments/receipts are regular; and

c. There is no amount overdue for more than 90 days.

(iv) The company has not granted any loans secured or unsecured to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act,2013.

(v) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.

(vi) According to information and explanations given to us, the Company has not accepted any deposits during the year and accordingly, the provisions of Clause 5 of paragraph 3 of the Order are not applicable to the Company.

(vii) In our opinion and according to the information and explanations given to us,the requirement for maintenance of cost records pursuant to the Companies (Cost Records and Audit) Rules,2014 specified by the Central Government of India under section 148 of the Companies Act, 2013 are not applicable to the Company.

(viii) According to the information and explanations given to us and the books of account examined by us, in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees'' State Insurance, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities during the year. There were no undisputed amounts payable in respect of the aforesaid statutory dues in arrears as at March 31, 2016 for a period of more than six months from the date they became payable.

b) According to the information and explanations given to us, there are no dues of Sales Tax, Excise Duty and Cess which has not been deposited on account of any dispute with the relevant authorities. Details of dues(including interest, penalty etc.) of Income-tax, Service Tax,and Customs Duty which have not been deposited as at March 31, 2016 on account of disputes are as stated below:

Sl No	Name of the statute	Nature of dues	Period to which the amount relates	Disputed dues not deposited Rs	Forum where the dispute is pending
1	The Income tax Act, 1961	Tax Deducted at Source	Financial Year 2007	11,89,280	CIT(A)
2	The Income tax Act, 1961	Tax Deducted at Source	Financial Year 2008	4,13,480	CIT(A)
3	The Income tax Act, 1961	Tax Deducted at Source	Financial Year 2009	1,09,000	CIT(A)
4	The Income tax Act, 1961	Tax Deducted at Source	Financial Year 2009	2,68,820	CIT(A)

Sl No	Name of the statute	Nature of dues	Period to which the amount relates	Disputed dues not deposited Rs	Forum where the dispute is pending
5	The Income tax Act, 1961	Income Tax	Assessment Year 2006-07	88,670	A.O
6	The Income tax Act, 1961	Income Tax	Assessment Year 2013-14	1,41,82,090	A.O
7	Central Excise Act, 1944	Service Tax	18-04-2006 to 31-03-2008	80,15,138	CESTAT
8	Customs Act	Duty Drawback Claims	Financial Years 2008-09, 200910, 2010-11	18,32,000	CESTAT

(ix) The Company has neither borrowed from financial institutions or Government nor are there any dues to debenture holders. Hence the question of commenting on defaults, if any, in respect of such borrowings, does not arise. With regard to dues to borrowings from banks, certain delays in their repayment were noticed as per the books of accounts which are detailed below.

(a) Principal amount of Rs. 20,14,965/- due to HDFC Bank Limited on 7th October 2015.

(b) Principal amount of Rs. 6,25,000/- per month due to Indian Bank on the 15th of the following month, for the period August 2015 to January 2016, were paid with delays ranging from 5 days to 94 days.

(x) The company has not raised any money by way of initial public offer or further public offers (including debt instruments) during the year. Hence, reporting on utilization of such money does not arise. In our opinion and according to the information and explanation given to us, term loans have been applied by the Company during the year for the purpose for which they were raised.

(xi) To the best of our knowledge and belief, and according to the information and explanations given to us, and considering the size and nature of the Company''s operations, no fraud by the Company has been noticed or reported during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has paid/ provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.

(xiii) The Company is not a Nidhi Company and hence reporting under clause (xii) of Paragraph 3 of the Order is not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us the Company has complied with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements as required by the applicable accounting standards. Refer note 3.12.

(xv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures under Section 42 of the Companies Act, 2013.

(xvi) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions during the year with its directors or persons connected with him and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

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

For M.S. Krishnaswami & Rajan

Chartered Accountants

Registration No. 01554S

May 30, 2016 M.S. Murali -Partner

Chennai Membership No. 26453

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Mar 31, 2015

1. We have audited the accompanying standalone financial statements of SANCO TRANS LIMITED ("the Company"), which comprise the Balance Sheet as at March 31,2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

2. 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 are free from material misstatement, whether due to fraud or error.

Auditors' 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.

4. 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.

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

6. 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

7. 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 March 31,2015, and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

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

c. 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 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. On the basis of the 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 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, in accordance with the generally accepted accounting practice, disclosed the impact of pending litigations on its financial position in its financial statements - Also Refer Note 3.4 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 under the applicable law or accounting standards.

iii. A sum amounting to Rs. 1,78,213.00 required to be transferred to the Investor Education and Protection Fund on November 2, 2014 has been transferred by the Company to the said fund only on May 2, 2015.

Annexure to the Independent Auditors' Report

(Referred to in paragraph 8 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date on the financial statements of SANCO TRANS LIMITED ("the Company") for the year ended March 31,2015)

i. In respect of its fixed assets:

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

b. As explained to us, fixed assets have been physically verified by the management once during the year and no material discrepancies were noticed on such verification.

ii. In respect of its inventories:

a. As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals.

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

c. In our opinion and on the basis of our examination of the records, the Company has generally maintained proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

iii. The Company has granted an unsecured loan aggregating Rs. 600 lakhs to its wholly owned subsidiary company Sanco Transport Limited, the principal amount and interest whereof is being regularly received, as agreed. There are no other secured or unsecured loans or advances to companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013. There are no overdue amounts more than Rupees one lakh, in respect of the above loan..

iv. In our opinion and according to the information and explanations given to us, there is generally an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventories and fixed assets, for payment of expenses and for the sale of goods and services, and during the course of our audit, we have not observed any continuing failure to correct major weaknesses in such internal control system has been noticed.

v. According to information and explanations given to us, the Company has not accepted any deposits, during the year. In respect of deposits accepted by the Company before the commencement of the Companies Act, 2013, the amount of such deposit and interest due thereon has been repaid in terms of provisions of Section 74(2) of the said Act. The Company has complied with the directives issued by the Reserve Bank of India and the provisions of Section 73 to Section 76 of the Act or any other relevant provisions of the Act and the rules framed thereunder, where applicable, with regard to deposits accepted and no order under the aforesaid sections has been passed by the Company Law Board or any other authority on the Company.

vi. In our opinion and according to the information and explanations given to us, the requirement for maintenance of cost records pursuant to the Companies (Cost Records and Audit) Rules, 2014 specified by the Central Government of India under Section 148 of the Companies Act, 2013 are not applicable to the Company.

vii. (a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value added tax, cess to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 31st of March, 2015 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of wealth tax, sales tax excise duty and cess which have not been deposited on account of any disputes. Details of dues(including interest, penalty etc) towards income tax, service tax and customs that have not been deposited on account of dispute are as stated below:

Sl Name of the Nature of dues Period to which the No statue amount relates

1 The Income Tax Deducted at taxAct, 1961 Source Financial year 2007

2 " Tax Deducted at Financial year 2007-08 Source

3 " Tax Deducted at Source Financial year 2008

4 " Tax Deducted at Source Financial year 2009

5 " Assessment year Income tax 2004-05



6 " Assessment year Income tax 2006-07

7 " Assessment year Income tax 2009-10



8 " Assessment year Income tax 2010-11

9 " Assessment year Income tax 2011 12

10 " Assessment year Income tax 2012-13



11 Excise Service tax 18.04.2006 to 31.03.2008

Act 1944

12 Customs Act Duty Drawback Financial Years 2008-09, Claims 2009-10, 2010-11

Disputed dues Forum where not deposited the dispute is Rs pending

11.89,280 CIT(A)

4,964 CIT(A)

4,13,480 CIT(A)

1,09,000 CIT(A)

30,190 CIT(A)

88,670 A.O

5,36,320 CIT(A)

66,13,294 CIT(A)

152,15,590 CIT(A)

47,58,490 CIT(A)

80,15,138 CESTAT

18,32,000 CESTAT

(c) A sum amounting to Rs.1,78,213.00 required to be transferred to the Investor Education and Protection Fund as on November 2, 2014 has been transferred by the Company to the said fund only on May 2, 2015.

viii. The Company does not have accumulated losses as at March 31,2015 and has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

ix. Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to banks. There are no dues to financial institutions or debenture holders.

x. According to the information and explanations given to us, the Company has not given any guarantees for loan taken by others from banks or financial institutions.

xi. Based on the audit procedures and on the information given by the management, we report that the term loans taken by the Company during the year have been applied for the purpose for which they were raised.

xii. To the best of our knowledge and belief, and according to the information and explanations given to us, and considering the size and nature of the Company's operations, no fraud by the Company has been noticed or reported during the year. We have been informed that (i) there has been shortage of materials in the containers handled by the company aggregating Rs. 10.01 lakhs in respect of which claims have been received from the customer and (ii) theft of imported materials aggregating Rs. 15.92 lakhs (net of recovery) had occurred during the year under audit, in the containers stored in the Company's premises. Insurance claims are in progress in respect of the above.

For M.S. Krishnaswami& Rajan Chartered Accountants Registration No. 01554S

May 30, 2015 M.S. Murali -Partner Chennai Membership No. 26453

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Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

Management is responsible forthe 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 notifed under the Companies Act, 1956 ("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. 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 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 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 suffcient 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 the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

c) in the case of the Cash Flow Statement, of the cash flows forthe 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 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

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

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

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

Referred to in paragraph 7 under ''Report on other Legal and Regulatory Requirements'' section of our report of even date

In our opinion and on the basis of such checks as we considered appropriate, and according to the information and explanations given to us, the nature of the Company''s business/ activities/ results during the year are such that clauses,(viii) (xiii), (xiv), (xviii), and (xx) of paragraph 4 of the Order are not applicable to the Company. Further, in respect of other clauses, on the basis of such checks as we considered appropriate, we report that:

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

(b) As explained to us, fixed assets have been physically verifed by the management once during the year and no material discrepancies were noticed on such verifcation.

(c) According to the information and explanations given to us, certain fixed assets have been disposed off during the year which however,in our opinion, does not affect the going concern assumption.

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

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

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

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

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

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

b) As per information and explanations given to us and in our opinion, the transactions entered into by the Company with parties covered u/s 301 of the Act exceeding five lakhs rupees during the year have been made at prices which are reasonable having regard to the prevailing market prices for such services at the relevant time.

6. The Company has complied with the directives issued by the Reserve Bank of India and the provisions of section 58-A and 58 AA of the Act or any other relevant provisions of the Act and the rules framed thereunder, where applicable, with regard to deposits accepted from the public and no order under the aforesaid sections has been passed by the Company Law Board or any other authority on the Company.

7. The Company has an internal audit system commensurate with its size and the nature of its business.

9. (a) According to the records of the Company, 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 to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 31st of March, 2014 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of wealth tax, sales tax excise duty and cess which have not been deposited on account of any disputes. Details of dues(including interest, penalty etc) towards income tax, service tax and customs that have not been deposited on account of dispute are as stated below:

Sl Name of the Period to which the No Statute Nature of dues amount relates

1 The Income tax Tax Deducted Financial year 2007 Act, 1961 at Source

2 - Tax Deducted Financial year 2007 at Source 08

3 - Tax Deducted Financial year 2008 at Source

4 - Tax Deducted Financial year 2009 at Source

5 - Assessment year Income tax 2009-10

6 - Assessment year Income tax 2010-11

7 - Assessment year Income tax 2011-12

8 Central Excise Service tax 18.04.2006 to Act 1944 31.03.2008

9 Duty drawback Financial years 2008- Customs Act claims 09,2009-10,2010-11

Name ofthe Statute Disputed dues Forum where not deposited the dispute is Rs pending

The Income tax Act, 1961 11,89,280 CIT(A)

- 74,968 CIT(A)

- 4,13,480 CIT(A)

- 1,09,000 CIT(A)

- 5,36,320 CIT(A)

- 66,13,294 CIT(A)

- 162,15,590 CIT(A)

Central Excise Act 1944 CESTAT 80,15,138 CESTAT

Customs Act 13,22,000 CESTAT

10. The Company does not have any accumulated loss as at March 31,2014 and has not incurred cash loss during the financial year covered by our audit or in the immediately preceding financial year.

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

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

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

16. Based on our audit procedures and on the information given by the management, we report that the term loans taken by the Company during the year have been applied for the purpose for which they were raised.

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

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

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

For M.S.Krishnaswami & Rajan Chartered Accountants Firm Regn. No. 01554S

Place : Chennai M.S.Murali-Partner Date May 30, 2014 Membership No. : 26453

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Mar 31, 2013

Report on the Financial Statements

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

Management''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 ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

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

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

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

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

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

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

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

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

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

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

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

The Annexure referred to in paragraph 1 of our Report of even date to the members of SANCO TRANS LIMITED on the accounts of the company for the year ended 31st March, 2013.

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

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

(b) As explained to us, fixed assets have been physically verified by the management once during the year and no material discrepancies were noticed on such verification.

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

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

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

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

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

(b) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company had taken unsecured loans in an earlier year from three companies listed in the register maintained under Section 301 of the Companies Act, 1956 aggregating Rs 90 lakhs. The rate of interest and other terms and conditions of these loans are prima facie not prejudicial to the interest of the company. The principal and interest have been repaid during the year. No other loans have been taken from firms and other parties listed on the register maintained under Section 301 of the Act.

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

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

b) As per information and explanations given to us and in our opinion, the transactions entered into by the company with parties covered u/s 301 of the Act exceeding five lacs rupees during the year have been made at prices which are reasonable having regard to the prevailing market prices for such services at the relevant time.

6. The company has complied with the directives issued by the Reserve Bank of India and the provisions of section 58-A and 58 AA of the Act or any other relevant provisions of the Act and the rules framed thereunder, where applicable, with regard to deposits accepted from the public and no order under the aforesaid sections has been passed by the Company Law Board or any other authority on the Company.

7. The Company has an internal audit system commensurate with its size and the nature of its business.

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

9. (a) According to the records of the company, 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 to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 31st of March, 2013 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of wealth tax, sales tax excise duty and cess which have not been deposited on account of any disputes.

10. The Company does not have any accumulated loss as at March 31,2013 and has not incurred cash loss during the financial year covered by our audit or in the immediately preceding financial year.

11. 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 repayment of dues to a financial institution, bank or debenture holders.

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

13. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of clause (xiii) of the Order is not applicable to the Company.

14. According to information and explanations given to us, the Company is not trading in shares, securities, debentures and other Investments.

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

16. Based on our audit procedures and on the information given by the management, we report that the term loans taken by the company during the year have been applied for the purpose for which they were raised.

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

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

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

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

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

For M.S.Krishnaswami & Rajan

Chartered Accountants

Firm Regn. No. 01554S

Place : Chennai M.S.Murali-Partner

Date : May 30,2013 Membership No. :26453

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Mar 31, 2012

We have audited the attached Balance Sheet of SANCO TRANS LIMITED as at March 31, 2012 and the relative Profit and loss Statement and Cash flow statement for the year ended that date signed by us under reference to this report. 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.

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

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements read with the notes to the Accounts, give the information required by the Companies Act, 1956 (the Act) in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India,

(i) in the case of the Balance Sheet, of the state of the Company's affairs as at March 31, 2012,

(ii) in the case of the Profit and loss Statement, of its profit for the year ended that date and

(iii) in the case of the Cash flow statement, of the cash flows for the year ended that date.

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.

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 the books.

The Balance Sheet and Profit and loss Statement dealt with by the report are in agreement with the books of account and, in our opinion, they comply in all material respects with the accounting standards referred to in Section 211 (3C) of the Act.

On the basis of the written representations received from the directors and taken on record by the Board of the Directors, we report that none of the Directors is disqualified from being appointed as a director in terms of Section 274(1)(g) of the Act as on March 31, 2012.

As required by the Companies (Auditor's Report) Order, 2003 (the Order) issued by the Central Government and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we further report that:

- The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets. The fixed assets have been physically verified by the management and no material discrepancies have been noticed on such verification. During the year, in our opinion, substantial part of fixed assets has not been disposed off by the Company.

- The inventory of the company has been physically verified by the management at reasonable intervals. In our opinion, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. In our opinion, the Company has maintained proper records of inventory and no material discrepancies were noticed on physical verification.

- The company has not taken unsecured loans from Companies, firms or other parties covered in the register maintained under section 301 of the Act.

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

- The repayment of the principal amount and payment of interest in respect of the loans mentioned above, wherever stipulated, are regular and there are no overdue amounts in excess of one lakh in respect of the said loans.

- In our opinion, 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 and for the sale of goods and services. We have neither come across nor have we been informed of any instance of continuing failure to correct major weaknesses in internal control systems.

- In our opinion, the particulars of contracts or arrangements, referred to in section 301 of the Act have been entered in the register required to be maintained under the said section; further, in our opinion, there are no such transactions exceeding rupees five lakhs each which have been made at prices, which are not reasonable having regard to the prevailing market prices for such goods, materials or services at the relevant time.

- In our opinion, the company has complied with the directives issued by the Reserve Bank of India and the provisions of section 58-A and 58 AA of the Act or any other relevant provisions of the Act and the rules framed thereunder, where applicable, with regard to deposits accepted from the public and no order under the aforesaid sections has been passed by the Company Law Board or any other authority on the Company.

- The Company has an internal audit system commensurate with its size and nature of its business.

- Maintenance of cost records has not been prescribed by the Central Government under section 209 (1)(d) of the Act in regard to any of the operations of the Company.

- (i)ln our opinion, the undisputed statutory dues in respect of provident fund, investor education and protection fund, employees' state insurance, income-tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and any other statutory dues have been regularly deposited by the Company during the year with the appropriate authorities.

- (ii) No undisputed amounts payable on account of sales tax, income tax, custom duty, wealth tax, service tax, excise duty or cess were in arrears as at the Balance Sheet date for a period of more than six months from the date they became payable.

- (iii) There are no dues of wealth tax, service tax, sales tax, excise duty , and cess which have not been deposited on account of any dispute. Details of dues towards income tax and customs that have not been deposited on account of dispute are as stated below:

SI Name of the Nature of Period to which the Amount in Rs Forum where No statue dues amount relates the dispute is pending

1 The Income tax Act, Tax Deducted Financial year 2007 11,89,280 CIT(A)

1961 at Source

2 - Tax Deducted Financial year 2007-08 74,968 CIT(A) at Source

3 - Tax Deducted Financial year 2008 4,13,480 CIT(A) at Source

4 - Tax Deducted Financial year 2009 1,09,000 CIT(A) at Source

5 - Income tax Assessment year 5,36,320 CIT(A) 2009-10

6 - Income tax Assessment year 56,83,190 CIT(A) 2010-11

7 Customs Act Penalty Financial years 2008-09, 13,22,000 CESTAT 2009-10, 2010-11

- The company has neither accumulated losses as at March 31, 2012 nor has it incurred any cash losses during the financial year ended on that date or in the immediately preceding financial year.

- The company has not defaulted in repayment of dues to a financial institution or bank.

- The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

- The provisions of any special statute as specified under clause (xiii) of paragraph 4 of the Order are not applicable to the company.

- The company is not dealing or trading in shares, securities, debentures and other investments.

- The company has not given any guarantees for loans taken by others from banks or financial institutions.

- In our opinion, the term loan taken by the Company has been applied for the purpose for which the same was raised.

- On an overall examination of the financial statements of the Company, in our opinion, there are no funds raised on a short term basis which have been used for long term investment.

- The company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Act.

- No debentures were issued by the Company during the year.

- The company has not raised any money by public issue during the year.

- No fraud on or by the Company has been noticed or reported during the year.

For M S Krishnaswami & Rajan

Chartered Accountants

Firm's Registration No. 01554S

Place : Chennai M K Rajan - Partner

Date : May 30 , 2012 Membership No.4059

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Mar 31, 2011

We have audited the attached Balance Sheet of SANCO TRANS LIMITED as at March 31, 2011 and the relative Profit and loss account and Cash flow statement for the year ended that date signed by us under reference to this report. 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.

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

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements read with the notes to the Accounts, give the information required by the Companies Act, 1956 (the Act) in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India,

(i) in the case of the Balance sheet, of the state of the Companys affairs as at March 31, 2011,

(ii) in the case of the Profit and loss account, of its profit for the year ended that date and

(iii) in the case of the Cash flow statement, of the cash flows for the year ended that date.

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.

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 the books.

The balance sheet and profit and loss account dealt with by the report are in agreement with the books of account and, in our opinion, they comply in all material respects with the accounting standards referred to in Section 211 (3C) of the Act.

On the basis of the written representations received from the directors and taken on record by the Board of the Directors, we report that none of the Directors is disqualified from being appointed as a director in terms of Section 274(1)(g) of the Act as on March 31, 2011.

As required by the Companies (Auditors Report) Order, 2003 (the Order) issued by the Central Government and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we further report that:

- The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets. The fixed assets have been physically verified by the management and no material discrepancies have been noticed on such verification. During the year, in our opinion, substantial part of fixed assets has not been disposed off by the Company.

- The inventory of the company has been physically verified by the management at reasonable intervals. In our opinion, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the

nature of its business. In our opinion, the Company has maintained proper records of inventory and no material discrepancies were noticed on physical verification.

- The company has not taken unsecured loans from Companies, firms or other parties covered in the register maintained under section 301 of the Act.

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

- The repayment of the principal amount and payment of interest in respect of the loans mentioned above, wherever stipulated, are regular and there are no overdue amounts in excess of one lakh in respect of the said loans.

- In our opinion, 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 and for the sale of goods and services. We have neither come across nor have we been informed of any instance of continuing failure to correct major weaknesses in internal control systems.

- In our opinion, the particulars of contracts or arrangements, referred to in section 301 of the Act have been entered in the register required to be maintained under the said section; further, in our opinion, there are no such transactions exceeding rupees five lakhs each which have been made at prices, which are not reasonable having regard to the prevailing market prices for such goods, materials or services at the relevant time.

- In our opinion, the company has complied with the directives issued by the Reserve Bank of India and the provisions of section 58-A and 58 AA of the Act or any other relevant provisions of the Act and the rules framed thereunder, where applicable, with regard to deposits accepted from the public and no order under the aforesaid sections has been passed by the Company Law Board or any other authority on the Company.

- The Company has an internal audit system that covers major portion of the companys activities. We are informed that the portion not covered by the said system will not have a material impact considering the volume of the transactions involved and that the said areas are being reviewed internally.

- Maintenance of cost records has not been prescribed by the Central Government under section 209 (1)(d) of the Act in regard to any of the operations of the Company.

- In our opinion, the undisputed statutory dues in respect of provident fund, investor education and protection fund, employees state insurance, income-tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and any other statutory dues have been regularly deposited by the Company during the year with the appropriate authorities.

- As at March 31, 2011 according to the records of the Company, there were no disputed dues on account of sales tax, income tax, customs duty, wealth tax, service tax, excise duty or cess which have not been deposited except for Rs.30,190 towards income tax which is pending in appeal before the Commissioner of Income tax (Appeals), Chennai and in respect of which stay for payment of tax has been granted and Rs. 38,78,604 towards service tax which is pending in appeal before the Customs, Excise and Service Tax Appellate Tribunal and in respect of which stay for payment of tax has been applied for.

- The company has neither accumulated losses as at March 31, 2011 nor has it incurred any cash losses during the financial year ended on that date and in the immediately preceding financial year.

- The company has not defaulted in repayment of dues to a financial institution or bank.

- The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

- The provisions of any special statute as specified under clause (xiii) of paragraph 4 of the Order are not applicable to the company.

- The company is not dealing or trading in shares, securities, debentures and other investments.

- The company has not given any guarantees for loans taken by others from banks or financial institutions.

- In our opinion, the term loan taken by the Company has been applied for the purpose for which the same was raised.

- On an overall examination of the financial statements of the Company, in our opinion, there are no funds raised on a short term basis which have been used for long term investment.

- The company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Act.

- No debentures were issued by the Company during the year.

- The company has not raised any money by public issue during the year.

- No fraud on or by the Company has been noticed or reported during the year.





For M S Krishnaswami & Rajan

Chartered Accountants

Firms Registration No. 01554S



M K Rajan - Partner Membership No.4059

Place : Chennai Date : May 28 , 2011