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Auditor Report of Shree Manufacturing Company Ltd.

Mar 31, 2014

I have audited the accompanying financial statements of M/s Shree Manufacturing Company Ltd, which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss for the year then ended, and a summary of significant accounting policies and other explanatory information and the Cash Flow Statement for the year ended on that date.

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") (which continues to be applicable in respect of section 133 of the Companies Act, 2013 in terms of General Circular No. 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs) and in accordance with accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that I 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, whethe r 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.

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

Opinion

In my opinion and to the best of my information and according to the explanations given to me, the financial statements give the information required by the Act and the Companies Act, 2013 in the manner so required read with notes appearing thereon give a true and fair view except -

A) Note No.12 regarding management perception of preparation of accounts on "Going Concern Basis, "which" in my opinion may not be so in view of present state of financial affairs of the Company.

B) Note No.2.2 regarding pending action against redemption of preference shares, etc

The financial statements are in conformity with the accounting principles generally accepted in India.

In the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2014;

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act 1956,1 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, I report that:

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

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

c. The Balance Sheet, Statement of Profit & Loss & Cash Flow Statement referred to in this report are in agreement with the books of accounts.

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, Cash flow Statement comply With the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 (which continue to be applicable in respect 6f section 133 of the Companies Act, 2013 in terms of General Circular No.15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs).

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

Annexure

1. As required by the Companies (Auditor''s Report) Order 2003 issued by the Government of India and on the basis of such checks as I considered appropriate and in view of none existence of any manufacturing activities during the year, and according to the information and explanations given to me, I further report that:

i) During the year under review, the Company did not held any Fixed Assets; therefore the reporting requirement in respect thereof is not applicable.

ii) As the inventory during the year was NIL, the requirement of reporting on physical verification discrepancy and valuation is not applicable for the year under review.

ill) According to the information and explanations given to me, I report as under:

a) During the year the Company has not granted any loan to any company, firms, or other party covered in the Register maintained U/s. 301 of the Companies Act,1956. Therefore the reporting requirement of relevant portion of the order is not applicable to the Company.

b) The Company had taken Unsecured Loan from two 2 parties (including from a party in the previous year) listed in the register maintained U/s.301 of the Companies Act, aggregating to Rs.1.5 lacs (Rs.19.00 lacs) repayable on demand. The maximum amount involved during the year and the year end balance of such loan was Rs.24.02 lacs (Rs.20.25 lacs) The other terms & conditions of such loan was prima facie not prejudicial to the interest of the Company.

iv) During the year under review, the Company has not purchased any inventory item or fixed assets.

v) As there is no contract / arrangement / transactions during the year, with any party which requires recording in 301 Register, no further comments in this regard is offered.

vi) The Company has not accepted any deposits from the public during the year under review. In the circumstances no further reporting is required.

vii) In absence of any manufacturing activities during the year under review, the Internal Audit was not considered necessary by the management

viii) In absence of any manufacturing activities during the year under review, the cost audit was not considered necessary by the management.

ix) The Company was regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance Fund, Income Tax, Sales Tax, Excise Duty, Cess and other materials statutory dues as applicable to the Company with the appropriate authorities

According to the information and explanation given to me, no undisputed amounts is payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company were outstanding at the year end for a period more than six months from the date they became payable.

x) The Company has incurred cash loss during the year as well as in the immediately preceding financial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

xii) As informed and explained to me, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other security.

xxi) Based on information and explanations furnished by the management, which have been relied upon by me, there were no frauds on or by the Company noticed or reported during the year.

The reporting requirements for Clause Nos. xiii to xv and xvi to xx of the aforesaid Order are not applicable to the Company during the year.

Place: Kolkata SANJAY KUMAR MAHESWARY Dated: May 30,2014 Chartered Accountant Membership No.51625


Mar 31, 2013

Report on the Financial Statements

I have audited the accompanying financial statements of M/s Shree Manufacturing Company Ltd, which comprise the Balance Sheet as at March 31,2013, and the Profit and Loss Statement for the year then ended, and a summary of significant accounting policies and other explanatory information and the Cash Flow Statement for the year ended on that date.

Management''s Responsibility for the Financial Statements

The Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance 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

My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that I 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 tie 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.

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

Opinion

In my opinion and to the best of my information and according to the explanations given to me, the financial statements give the information required by the Act in the manner so required read with notes appearing thereon give a true and fair view except -

A) Note No.10 regarding management perception of preparation of accounts on "Going Concern Basis, "which" in my opinion may not be so in view of present state of financial affairs of the Company.

B) Note No.9(B) regarding non-provision of interest on unsecured loan, up to the date of writing back the impact of which is not ascertainable.

C) Note No.2.5 regarding pending action against redemption of preference shares, etc

The financial statements are in conformity with the accounting principles generally accepted in India.

In the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2013;

In the case of the Profit and Loss Account, of the profit forthe year ended on that date.

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

Report on Other Leea I and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act 1956,1 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, I report that:

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

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

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

d. In my opinion, the Balance Sheet and Profit and Loss Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 to the extent applicable;

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

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

ANNEXURE

1. As required by the Companies (Auditor''s Report) Order 2003 issued by the Government of India and on the basis of such checks as J considered appropriate and in view of none existence of any manufacturing activities during the year, and according to the information and explanations given to me, I further report that:

i) During the year under review, the Company did not held any Fixed Assets; therefore the reporting requirement in respect thereof is not applicable.

ii) As the inventory during the year was NIL, the requirement of reporting on physical verification discrepancy and valuation is not applicable for the year under review.

iii) According to the information and explanations given to me, I report as under:

a) During the year the Company has not granted any loan to any company, firms, or other party covered in the Register maintained U/s. 301 of the Companies Act,1956. Therefore the reporting requirement of relevant portion of the order is not applicable to the Company.

b) The Company had taken in an earlier year unsecured loan from 1 (One) party covered in the register maintained U/s.301 of the Companies Act, 1956 aggregating Rs.11.56 lacs (read with point B above), which has been written back vide Note No.9 (B). The maximum amount outstanding at any time during the year was Rs.11.56 lacs.

c) During the year under review the Company had taken unsecured loan from a body corporate listed in register maintained U/s.301 of the Companies Act aggregating to Rs.19.00 lacs repayable on demand. The maximum amount involved during the year and the year-end balance of such loan was Rs.20.25 lacs. The other terms & conditions of such loan was prima facie not prejudicial to the interest of the Company.

iv) During the year under review, the Company has not purchased any inventory item or fixed assets.

v) As there is np contract / arrangement / transactions during the year, with any party which requires recording in 301 Register, no further comments in this regard is offered.

vi) The Company has not accepted any deposits from the public during the year under review. In the circumstances no further reporting is required.

vii) In absence of any manufacturing activities during the year under review, the Internal Audit was not considered necessary by the management

viii) In absence of any manufacturing activities during the year under review, the cost audit was not considered necessary by the management.

ix) The Company was regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance Fund, Income Tax, Sales Tax, Excise Duty, Cess and other materials statutory dues as applicable to the Company with the appropriate authorities According to the information and explanation given to me, no undisputed amounts is payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company were outstanding at the year end for 1 period more than six months from the date they became payable.

x) The Company has incurred cash loss during the year as well as in th e immediately preceding financial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

xii) As informed and explained to me, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other security.

xxi) Based on information and explanations furnished by the management, which have bee n relied upon by me, there were no frauds on or by the Company noticed or reported during the year.

Clause Nos. xiii to xv and xvi to xx of the aforesaid Order are not applicable to the Company during the year.

Sd/-

Place: Kolkata SANJAY KUMAR MAHESWARY

Dated: 11th May, 2013 Chartered Accountant

Membership No.51625


Mar 31, 2012

1. I report that I have audited the attached Balance Sheet of Shree Manufacturing Company Limited as at 31st March,2012 signed by me under reference to this report and the related statement of Profit & Loss AND the Cash Flow Statement for the year ended on that date which are in agreement with books of accounts.

I have conducted my audit in accordance with auditing standards generally accepted in India. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from materials mis-statements. 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 management, as well evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis of my opinion.

2. Your attention is drawn to the following notes as referred to the said financial statements.

2.1 Note No2.9 regarding management perception of preparation of accounts on "Going Concern Basis" which "in my opinion may not be so in view of present state of financial affairs of the Company.

2.2 Note No.2.4(a) regarding non-provision of interest on un-secured loan, the impact of which is not ascertainable.

2.3 Note No.2.1(d) regarding pending action against redemption of preference shares, etc

3. In my opinion and to the best of my information and according to the explanation given to me the Balance Sheet and statement of Profit and Loss AND the Cash Flow Statement read together with the other notes appearing on Schedule 5 attached thereto, give in prescribed manner, the information required by the Companies Act, 1956 (The Act) and also give respectively, subject to paragraph 2 above a true and fair view of the state of affairs of the Company as at 31st March,2012 and its Loss for the year ended on that date.

4. I have obtained all the information and explanation to the best of my knowledge and belief, were necessary for my audit. In my opinion, proper books of account have been kept as required by law so far as appears from my examination of the books. These accounts have been prepared in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of the Act

As per the information and explanations given and taken on record by the Board, I report that none of the Directors are disqualified as on 31st March,2012 from being appointed as Directors in terms of section 274(1 )(g) of "The Act" as amended.

5. As required by the Companies (Auditor's Report) Order 2003 issued by the Government of India and on the basis of such checks as I considered appropriate and in view of none existence of any manufacturing activities during the year, and according to the information and explanations given to me, I further report that:

i) During the year under review, the Company did not held any Fixed Assets; therefore the reporting requirement in respect thereof is not applicable.

ii) As the inventory during the year was NIL, the requirement of reporting on physical verification discrepancy and valuation is not applicable for the year under review.

iii) According to the information and explanations given to me, I report as under:

a) During the year the Company has not granted any loan to any company, firms, or other party covered in the Register maintained U/s. 301 of the Companies Act,1956. Therefore the reporting requirement of relevant portion of the order is not applicable to the Company.

b) The Company had taken in an earlier year unsecured loan from 2 (two) parties covered in the register maintained U/s.301 of the Companies Act, 1956 aggregating Rs.25.43 lacs (read with point 2.2 above), which remains the same on the Balance Sheet date. The maximum amount outstanding at any time during the year was Rs.25.43 lacs. There was no stipulation for repayment of such Loans. In the circumstances I am unable to comment / compute the overdue amount on such Loan. The other terms and conditions are prima-facie not prejudicial to the interest of the Company.

iv) During the year under review, the Company has not purchased any inventory item or fixed assets.

v) As there is no contract / arrangement / transactions during the year, with any party which requires recording in 301 Register, no further comments in this regard is offered.

vi) The Company has not accepted any deposits from the public during the year under review. In the circumstances no further reporting is required.

vii) In absence of any manufacturing activities during the year under review, the Internal Audit was not considered necessary by the management

viii) In absence of any manufacturing activities during the year under review, the cost audit was not considered necessary by the management.

ix) The Company was regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance Fund, Income Tax, Sales Tax, Excise Duty, Cess and other materials statutory dues as applicable to the Company with the appropriate authorities

According to the information and explanation given to me, no undisputed amounts is payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company were outstanding at the year end for a period more than six months from the date they became payable.

x) The Company has incurred cash loss during the year as well as in the immediately preceding financial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

xii) As informed and explained to me, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other security.

xxi) Based on information and explanations furnished by the management, which have been relied upon by me, there were no frauds on or by the Company noticed or reported during the year.

Clause Nos. xiii to xv and xvi to xx of the aforesaid Order are not applicable to the Company during the year.



Place: Kolkata SANJAY KUMAR MAHESWAR Dated: 28th August,2012 Chartered Accountant

Membership No.51625


Mar 31, 2011

1. I report that I have audited the attached Balance Sheet of Shree Manufacturing Company Limited as at 31 st March, 2011 signed by me under reference to this report and the related Profit & Loss Account AND the Cash Flow Statement for the year ended on that date which are in agreement with books of accounts.

I have conducted my audit in accordance with auditing standards generally accepted in India. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material mis-statements. 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 management, as well evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis of my opinion.

2. Your attention is drawn to the .following notes on Schedule 5 attached to the said statements.

2.1. Note No. 3 regarding management perception of preparation of accounts on "Going Concern Basis" which in my opinion may not be so in view ol present state of financial affairs of the Company.

2.2 Note No. 4 regarding non-provision of interest on unsecured loan, the impact of which is not ascertainable.

2:3 Note No. 5 regarding pending action against redemption of preference shares, etc.

3. In my opinion and to the best of my "information and according to the explanation given to me the Balance Sheet and Profit and Loss Account AND the Cash Flow Statement read together with the other notes appearing on Schedule 5 attached thereto, give in prescribed manner, the information required by the ¦ Companies Act, 1956 (The Act) and also give respectively, subject to paragraph 2 above a true and fair view of the state of affairs of the Company as at 31st March, 2011 and its Loss for the year ended on that date.

4. I have obtained all the information and explanation to the best of my knowledge and belief, were necessary for my audit. In my opinion, proper books of account have been kept as required by law so far as appears from my examination of the books. These accounts have been prepared in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of "The Act".

As per the information and explanations given and taken on records by the Board, I report that none of the Directors are disqualified as on 31st March, 2011 from being appointed as Directors in terms of section 274 (1)(g) of "The Act" as amended.

5. As required by the Companies (Auditor's Report) Order, 2003 issued by the Government of India and on the basis of such checks as I considered appropriate and in view of none existence of any manufacturing activities during the year and according to the information and explanations given to me, I further report that:

i) During the year under review, the Company did not held by Fixed Assets, therefore the reporting requirement in respect thereof is not applicable.

ii) As the inventory during the year was NIL, the requirements of reporting on physical verification discrepancy and valuation is not applicable for the year under review.

iii) According to the information and explanations given to me, I report as under:

a) During the year the Company has not granted any loan to any company, firms, or other party covered in the Register maintained U/s. 301 of the Companies Act, 1956- Therefore the reporting requirement of relevant portion of the Order 'is not applicable to the Company.

b) The Company had taken in an earlier year unsecured loan from 2 (two) parties covered in the register maintained U/s. 301 of the Companies Act, 1956 aggregating Rs.25.43 lacs (read vita point 2.2 above), which remains the same on the Balance Sheet date. The maximum Amount outstanding at any time during the year was Rs.25.43 lacs. There was no stipulation » for repayment of such Loans. In the circumstances I am unable to comment/compute the overdue amount on such Loan. The other terms and conditions are prima-facie not prejudicial to* the interest of the Company.

iv) During the year under review, the Company did not purchase any inventory item or fixed assets.

v) As there is no contract / arrangement / transactions during the year, with any party which requires recording in 301 Register, no further comments in, this regard is offered.

vi) The Company has not accepted any deposits from the public during the year under review. In s the circumstances no further reporting is required.

vii) * In absence of any manufacturing activities during the year under review, the Internal audit was not considered necessary by the management.

viii) In absence of any manufacturing activities during the year under review, the cost audit was not considered necessary by the management.

ix) The Company was regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employee's State-Insurance Fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company with the appropriate authorities.

According to the information and explanation given to me, no undisputed amounts is payable in respect of Provident Fund. Investor Education and Protection Fund, Employee's State Insurance fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company were outstanding at the year end for a period more than six months from the date they became payable. x) The Company has incurred cash loss during the year as well as in the immediately preceding financial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

xii) As informed and explained tome, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures arid other security.

xxi) Based on information and explanations furnished by .the management, which have been relied upon by me, there were no frauds on or by the Company noticed or reported during tire year. Clause Nos.

xiii to xv and xvi to xx of the aforesaid Order are not applicable to the Company during the year.

Place: Kolkata SANJAY KUMAR MAHESWARY

Dated : 4th August, 2011 Chartered Accountant

Membership No. 51625


Mar 31, 2010

1. I report that I have audited the Balance Sheet of Shree Manufacturing Company Limited as at 31st March, 2010 signed by me under reference to this report and the related Profit & Loss Account AND the Cash Flow Statement for the year ended on that date which are in agreement with books of accounts.

I have conducted my audit in accordance with auditing standards generally accepted in India. Those standards require that I plan and' perform the audit to obtain reasonable assurance about whether the financial statements are free from material miss-statements. 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 management, as well evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis of my opinion.

2. Your attention is drawn to the following notes on Schedule 5 attached to the said statements.

2.1. Note No. 3 regarding management perception of preparation of accounts on "Going Concern Basis" which in my opinion may not be so in view of present state of financial affairs of the Company.

2.2 Note No. 4 regarding non-provision of interest on unsecured loan, the impact of which is not ascertainable.

2.3 Note No. 5 regarding pending action against redemption of preference shares, etc.

3. In my opinion and to the best of my information and according to the explanation given to me the Balance Sheet and Profit and Loss Account AND the Cash Flow Statement read together with the other notes, appearing on Schedule 5 attached thereto, give in prescribed manner, the information required by the Companies Act, 1956 (The Act) and also give respectively, subject to paragraph 2 above a true and fair view of the state of affairs of the Company as at 31st March, 2010 and its Loss for the year ended on that date.

4. I have obtained all the information and explanation to the best of my knowledge and belief, were necessary for my audit. In my opinion, proper books of account have been kept as required by law so far as appears from my examination of the books. These accounts have been prepared in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of "The Act.

As per the information and explanations given and taken on records by the Board, I report that none. of the Directors are disqualified as on 31st March, 2010 from being appointed as Directors in terms of section 274 (1)(g) of "The Act1' as amended.

5. As required by the Companies (Auditor's Report) Order, 2003 issued by the Government of India and on the basis of such checks as I considered appropriate and in view of none existence of any manufacturing activities during the year and according to the information and explanations given to me, I further report that:

i) During the year under review, the Company did not held any Fixed Assets, therefore the reporting requirement in respect thereof is hot applicable.

ii) As the inventory during the year was NIL, the requirements of Reporting on physical verification discrepancy and valuation is not applicable for the year under review.

iii) In respect of Loans secured or unsecured granted or taken by the company to or from Companies, firms or other parties covered, in the register maintained under section 301 of the Companies Act, 1956 and according to the information and explanations given to me, I report as under:

a) The Company has not granted any loan to any party covered as above during the year Company requiring requirement of relevant Portico" of the order is not applicable to the

b)The company had taken in an earlier year unsecured loan from 4(four) parties aggregating Rs.64.18 laccs which remains the same on the Balance sheet date. The maximum amount outstanding at any time during the year was Rs. 64.18 lacs. There was no stipulation for repayment of such Loans. In the circumstances I am unable to comment/ compute the overdue amount on such loan. The other terms and conditions are prima-facie not prejudicial to the interest of the company.

iv) During the year under review, the company did not purchase any inventory item or fixed assess.

iX) Ivies depositing undisputed statutory dues including Provident dues as applicable t0 ,he Company with Preset fist andteXP'ana,i0n 9'Ven to me undisputed amounts is payable in to penman ? Tax, Excise Duty, Cess and other material statutory dues as applicable

X) Cranny incurred cash l0SS during ,he year as we" as in the immediately preceding facial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

Xii) t0 me' the Company has not granted any loans and advances on the basis of secant by way of pledge of shares, debentures and other security.

XXI) ,BlSed0n and furnished by the management, which have been relied upon by me, there were no frauds on or by the Company noticed or reported during the year.

place: Kolkata

Dated: 11th August, 2010 SANJAY KUMAR MAHESWARY .

Chartered Accountant

Membership No. 51625


Mar 31, 2009

1. I report that I have audited the Balance Sheet ok Shree Manufacturing Company Limited as at 31st March, 2009 signed by me under reference to this report and the related Profit & Loss Account AND the Cash Flow Statement for the year ended on that date which are in agreement with books of accounts.

1 have conducted my audit in accordance with auditing standards generally accepted in India. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material mis-statements. 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 management, as well evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis of my opinion..

2. Your attention is drawn to the following notes on Schedule 6 attached to the said statements.

2.1. Note No. 3 regarding management perception of preparation of accounts on "Going Concern . Basis" which "in my opinion may not be so in view of present state of financial affairs of the Company.

2.2 Note No. 4 regarding non-provision of interest on unsecured loan, the impact of which is not ascertainable.

2.3 Note No. 5 regarding pending action against redemption of preference shares, etc.

3. . In my opinion and to the best of my information and according to the explanation given to me the

Balance Sheet and Profit and Loss Account AND the Cash Flow Statement read together with the other notes appearing on Schedule 6 attached thereto, give in prescribed manner, the information required by the Companies Act, 1956 (The Act) and also give respectively, subject to paragraph

2 above a true and fair view of the state of affairs of the Company as at 31st March, 2009 and its Loss for the year ended on that date.

4. I have obtained all the information and explanation to the best of my knowledge and belief, were necessary for my audit. In my opinion, proper books of account have been kept as required by law so far as appears from my examination oi the books. These accounts have been prepared in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of "The Act".

As per the information and explanations given and taken on records by the Board, I report that none of the Directors are disqualified as on 31st March, 2009 from being appointed as Directors in terms of Section 274 (1)(g) of "The Act" as amended.

5. As required by the Companies (Auditors Report) Order, 2003 issued by the Government of India and on the basis of such checks as I considered appropriate and in view Of none existence of any manufacturing activities during the year and according to the information and explanations given to me, I further report that :

i) During the year under review, the Company did not held any Fixed Assets, therefore the reporting requirement in respect thereof is not applicable.

ii) As the inventory during the year was NIL, the requirements of reporting on physical verification, discrepancy and valuation is not applicable for the year under review.

iii) In respect of Loans secured or unsecured granted or taken by the company to or from Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and according to the information and explanations given to me, I report as under :

a) The Company has not granted any loan to any party covered as above during the year. Therefore the reporting requirement of relevant portion of the order is not applicable to the Company.

b) The Company had taken in an earlier year Unsecured loan from 4 (four) parties aggregating to Rs 64.18 lacs which remains the same on the Balance Sheet date. The maximum amount outstanding at any time during the year was Rs. 64.18 lacs. There was no stipulation for repayment of such Loans. In the circumstances I am unable to comment / compute the overdue amount on such Loan. The other terms and conditions are prima-facie not prejudicial to the interest of the Company.

iv) During the year under review, the Company did not purchase any inventory item or fixed assets.

v) As there is no contract / arrangement / transactions during the year with any party which requires recording in 301 register, no further comments in this regard is offered.

vi). The Company has not accepted any deposits from the public during the year under review. In the circumstances no further reporting is required.

vii) In absence of any manufacturing activities during the year under review, the Internal Audit was not considered necessary by the management.

viii) In absence of any manufacturing activities during the year under review, the cost audit was not considered necessary by the management.

ix) The Company was regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance Fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company with the appropriate authorities.

According to the information and explanation given to me, no undisputed amounts is payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance fund, Income Tax, Sales Tax, Excise Duty, Cess and other material statutory dues as applicable to the Company were outstanding at the year end for a period more than six months from the date they became payable.

x) The Company has incurred cash loss during the year as well as in the immediately preceding financial year. The accumulated losses have eroded the net worth of the Company.

xi) Since there was no loan outstanding during the year from banks, financial institutions, the reporting requirement in this respect is not applicable.

xii) As informed and explained to me, the Company has not granted any loans and advances oh the basis of security by way of pledge of shares, debentures and other security.

xxi) Based on information and explanations furnished by the management, which have been relied upon by me, there were no frauds on or by the Company noticed or reported during the year.

Clause Nos. xiii to xv and xvi to xx of the aforesaid Order are not applicable to the Company duing the year.

Place : Kolkata SANJAY KUMAR MAHESWARY

Dated : 10th August, 2009 Chartered Accountant

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