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Auditor Report of Sreeleathers Ltd.

Mar 31, 2015

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

Management's responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134 (5) of the Companies Act, 2013 ( "the Act")with respect to the preparation of these 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 the 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 the frauds and other irregularities; selection and application of appropriate accounting policies; making judgment and estimates that are reasonable and prudent; and design, implementation and maintenance of internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of 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 have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the act and the rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the 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 of the financial statements that give true and fair view 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 company's directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

(i) in the case of the Balance sheet, of the state of affairs of the company as at March 31, 2015;

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

(iii) in the case of the 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, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the said Order.

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

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

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

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

d. in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in section 133 of the Companies Act, 2013, read with rule 7 of the Companies (Accounts) Rules, 2014.

e. on the basis of written representations received from the directors as on March 31, 2015, and 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 sub section (2) of section 164 of the Companies Act, 2013.

f. With respect to the other matters included in the auditor's report and to best of our information and according to the explanation given to us.

1) The company has disclosed the impact of pending litigation on its financial position in its financial statement.

2) The company has made provision, as required under the applicable law or Accounting Standards, for material foreseeable losses, if any, on long term contracts including derivative contracts.

3) There has been no delay in transferring amounts, required to be transferred, to the investor's education and protection fund by the company.

ANNEXURE TO AUDITOR'S REPORT Companies (Audit Report) Order, 2015

Statement referred to our report of even date to the Members of Sreeleathers Limited on the financial statements for the year ended 31st March, 2015

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

(b) Fixed assets have been physically verified by the management at reasonable interval and no material discrepancies have been noticed by the management of the company, on such verification.

ii) (a) The Inventory has been physically verified by the Management during the year. In our opinion, the frequency of verification is reasonable.

(b) In our opinion the procedure of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the company and nature of its business.

(c) On the basis of our examination of inventory records, in our opinion, the company is maintaining proper record of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material.

iii) The company has not granted loans, secured or unsecured to the companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013. In view of this sub clause (b) & (c) are not applicable.

iv) In our opinion and according to information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory, fixed assets and with regards to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

v) In our opinion and according to information and explanation given to us, the company has not accepted deposits under the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013.

vi) The Central Government has not prescribed for the maintenance of cost records under section 148 (1) of the Companies Act, 2013 for the company.

vii) (a) The company, as per information given, is generally regular in depositing undisputed statutory dues including provident fund, employees 'state insurance, income tax, sales tax, service tax, duty of Customs, Duty of Excise, Value Added Tax, cess and any other statutory dues applicable to it with appropriate authorities.

(b) According to the information and explanation given to us, there are no dues of income tax, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

The disputed amounts that have not been deposited in respect of sales tax are as under:

Name of the Statute Nature of Dues Financial Year Amount in Rs.

Central Sales Tax Act, Demand for sales tax 2008 - 09 30,007.00 2003

Central Sales Tax Act, Demand for sales tax 2010 - 11 5,858.00 2003

(c) No amount is required to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, and rules made hereunder.

viii) The company does not have accumulated losses as at the 31st March 2015 and has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

ix) As per the information and explanation given and according to records provided to us, the company has not defaulted in repayment of dues to the financial institutions or bank or debenture holders.

x) As per the information and explanation given and according to records provided to us, the company has not given any guarantee for loans taken by others from bank or financial institutions during the year.

xi) As per the information and explanation given and records provided to us the company has no term loans.

xii) During the course of our audit, we have not noticed any fraud on or by the company and no fraud was reported during the year.

For K. RUNGTA & CO

Chartered Accountants,

Firm Registration No. 321068E Place: Kolkata

Date: 29th May, 2015 (K. L. RUNGTA)

Proprietor

Membership Number 73418


Mar 31, 2014

1) We have audited the accompanying financial statement of SREELEATHERS LIMITED (the "Company") which comprises the Balance Sheet as at 31st March 2014, the Statement of Profit & Loss Account and Cash Flow Statement for the year ended and a summary of significant accounting policies and other explanatory information.

Management Responsibility for the Financial Statements

2) The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 of India (the ''Act'') read with the General Circular no. 15/2013 dated September 13, 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.

Auditor''s Responsibility

3) 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. These standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

4) An audit involves performing procedures to obtain audit evidence, about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making these risk assessments, the auditors consider 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 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.

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

Opinion

6) In our opinion, and to the best of our information and according to the explanations given to us, the said financial statements together with the notes thereon and attached thereto give, in this prescribed manner, the information required by the Act, and give a true and fair view in conformity with the accounting principles generally accepted in India :-

I. In the case of Balance Sheet, of the State of affairs of the company as at 31st March, 2014 ;

II. In the case of Statement Profit & Loss, of the Profit, for the year ended on that date.

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

Report on Other Legal and Regulatory Requirements

7) As required by the Companies (Auditor''s Report) Order, 2003, as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004, (together the ''Order'') issued by Central Government of India in terms of sub-section (4A) of section 227 of "The Companies Act, 1956" of India (the ''Act'') and on the basis of such checks of the books and records the Company as we considered appropriate and according to the information and explanations given to us, we give in the annexure a statement on the matters specified in paragraph 4 and 5 of the order.

8) 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 the books ;

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

d. In our opinion, the Balance Sheet and Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards notified under the act read with the General Circular No. 15/2013 dated September 13, 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 31st March 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act.

ANNEXURE TO AUDITOR''S REPORT Statement referred to in paragraph 7 of the Auditors Report of even date to the Members of Sreeleathers Limited on the financial statements for the year ended 31st March, 2014

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

(b) The Fixed Assets are physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, a substantial part of the fixed assets has not been disposed off by the Company during the Year.

ii. (a) The inventory has been physically verified by the management during the year. In our opinion the frequency of verification is reasonable.

(b) 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.

(c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material.

iii. As per the information give to us, the Company has neither granted nor taken any loans, secured or unsecured, to/ from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. In view of this sub clause (b), (c), (d), (f) and (g) are not applicable.

iv. In our opinion and according to the information and explanations given to us, the company has an adequate internal control procedure commensurate with the size of the Company and the nature of its business, with regard to purchase of Inventory and fixed assets and for the sale of goods and services. There is no continuing failure to correct major weaknesses, if any, in internal control system.

v. (a) In our opinion and according to the information and explanations given to us, 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) According to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public to which the provisions of section 58A and 58AA or any other relevant provisions of the Companies Act 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

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

viii. The Company is not required to maintain books of accounts under the rules made by Central Government of India, the maintenance of cost records prescribed under clause (d) of sub section (1) of section 209 of the Act.

x. (a) According to the information and explanations given to us, and the records of the company examined by us, the company is generally regular in depositing the undisputed statutory dues including Provident Funds, Investor, Education and Protection Funds, Employee''s state insurance, Income Tax, Sales Tax, Custom Duty, Excise Duty, Cess and other material statutory dues as applicable with appropriates authorities. However, there are no dues which are outstanding for a period of more than six months as at 31st March 2014.

(b) According to the information and explanations given to us and the records of company examined by us, the particulars of dues of sales tax, as at 31st March 2014 which have not been deposited on account of a dispute are as follows:

Name of the statute Nature of dues Amount Period to which (in lacs) the amount relates

West Bengal Sales Sales Tax 14.22 2004-05 Tax Rules

Name of the Statute Forum where the dispute is pending

West Bengal Sales West Bengal Commercial Taxes Appellate & Tax Rules Revisional Board

According to the information and explanations given to us and the records of the company examined by us, there are no dues of Income Tax, Wealth Tax and Service Tax which have not been deposited on account of any dispute.

x. The Company does not have accumulated losses as at 31 st March, 2014 and not has incurred any cash Losses during the financial year covered by our audit and the immediately preceding financial year.

xi. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institution or banks as at the balance sheet date.

xii. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Therefore the provisions of clause 4(xii) of the order are not applicable to the Company.

xiii. The provision of any special statutes applicable to chit fund/ nidhi/mutual benefit fund /societies are not applicable to the Company. Therefore, the provisions of clause (xiii) of paragraph 4 of the Order are not applicable to the Company.

xiv. In our opinion, the Company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further, such investments are have been held by the Company in its own name.

xv. In our opinion and according to the information and explanations given to us the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year.

xvi. In our opinion and according to the information and explanations given to us, on an overall basis, the Company has no term loans.

xvii. On the basis of an overall examination of Balance Sheet of Company, in our opinion and according to the information and explanations given to us, there are no funds raised on a short term basis which have been used for long term investment and vice versa.

xviii.The Company has not made any preferential allotment of shares to parties and Companies covered in the Register maintained under section 301 of the Act, during the year. Therefore, the provisions of clause (xviii) of paragraph 4 of the Order are not applicable to the Company.

xix. The Company has not issued any debenture during the year.

xx. The Company has not raised any money by way of any Pubic Issue during the year. Therefore, the provisions of clause (xx) of paragraph 4 of the Order are not applicable to the Company.

xxi. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such case by the Management.

For K. RUNGTA & CO Chartered Accountants, Firm Registration No. 321068E

Kolkata Date: 30th May, 2014 (K. L. RUNGTA) Proprietor Membership No. 73418

 
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