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Auditor Report of Super Sales India Ltd.

Mar 31, 2016

INDEPENDENT AUDITOR''S REPORT

To the Members of Super Sales India Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Super Sales India Limited (''the Company''), which comprise the balance sheet as at 31st March 2016, 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 and presentation 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 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, and ensuring their operating effectiveness for 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

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 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.

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:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31st 2016;

b) in the case of Statement of Profit and Loss , 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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 ("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, a statement on the matters specified in the paragraph 3 and 4 of the order, to the extent applicable.

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 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 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 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 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 B"; and

(g) with respect to the other matters to be included in the Auditor''s Report in accordance with Rule11 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 does not have any pending litigations which would impact its financial position.

ii. The Company did not have any long-term contracts including derivatives 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.

ANNEXURE TO THE AUDITORS'' REPORT

The Annexure A referred to in paragraph 1 of Report on Other Legal and Regulatory Requirements

In terms of the information and explanations sought by us and given by the Company and the books examined by us during the course of our Audit and to the best of our knowledge and belief we report the following:

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

(b) As per the information and explanations given to us, the fixed assets of the Company have been physically verified by the management during the year at reasonable intervals having regard to size of the Company and nature of its assets. No material discrepancies were noticed on such verification.

(c) The title deeds of all the immovable properties of the Company shown under the Fixed Assets schedule are held in the name of the Company.

(ii) The stocks of finished goods, stores, spares and raw materials of the Company have been physically verified by the management during the year at reasonable intervals. In our opinion the frequency of such verification is reasonable and no material discrepancies were noticed.

(iii) The Company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

(iv) The Company has not granted any loan to directors or to any other person in whom the director is interested or given any guarantee or provided any security in connection with any loan taken by the director or such other person as contemplated in section 185 of the Act. The Company has also not given any loan or made any investment as contemplated under section 186 of the Act.

(v) The Company has not accepted any deposits to which the provisions of Section 73 to 76 or any other relevant provisions of the Act and the Rules framed there under and the directions issued by the RBI are applicable.

(vi) We have broadly reviewed the books of accounts maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records u/s. 148 of the Act and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or not.

(vii) (a)The Company is regular in depositing undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income tax, Sales tax, Wealth tax, Customs Duty, Excise Duty, Cess and any other statutory dues with the appropriate authorities.

(b) According to the information and explanations given to us, there are no dues of Sales tax, Wealth tax, Customs Duty, Excise Duty, Cess save and except the disputed service tax as detailed below:

Name of statute

Nature of the dues

As on 31.03.2016 (Rs in Lakhs)

Period to which the amt. relates

Forum where the dispute is pending

Remarks

Service Tax

Service Tax on Agency Commission

81.00

Up to

31.03.2003

CESTAT, Chennai

-

Service Tax

Penalty

63.33

Up to

31.03.2003

CESTAT, Chennai

-

Service Tax

Service Tax on Erection Charges

12.66

Prior to 01.07.2003

CESTAT, Chennai

-

(viii) Based on our audit procedure, we are of the opinion that the company has not defaulted in the repayment of dues to its bank, financial institution, Government or Debenture holders.

(ix) The Company has not availed any term loan or raised money by initial public offer or further public offer (including debt instruments) during the year.

(x) Based upon the audit procedures performed and information and explanation given by the management, no material frauds by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

(xi) According to the information and explanations given to us, and based on our examination of records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approval mandated by the provisions of section 197 read with Schedule V of the Act.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company.

(xiii) In our opinion and based on our examination of records of the company, transactions with the related parties are in compliance with section 177 and section 188 of the Act. Details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us, and based on our examination of records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

(xv) According to the information and explanations given to us, and based on our examination of the records of the Company, the Company has not entered into non cash transactions with directors or persons connected with them.

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

For S. KRISHNAMOORTHY & CO.,

(Reg. No.001496S)

Chartered Accountants

(Sd.) K.N. SREEDHARAN

Place: Coimbatore Partner, Auditor

Date : 25th May, 2016 Membership No.12026


Mar 31, 2015

We have audited the accompanying financial statements of SUPER SALES INDIA LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss, 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 provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, 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

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 financial 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, 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 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;

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

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

c) in the case of the Cash Flow Statement, of the cash flows 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 the sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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 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 Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid 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 written representations received from the directors as on 31 March, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 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 disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note No. 25 (12) to the financial statements.

ii. The Company did not have any long-term contracts including derivatives 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.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph 1 of our report on other Legal and regulatory requirements)

(i) (a) The Company has 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 intervals. No material discrepancies were noticed on such verification ;

(ii) (a) Physical verification of inventory has been conducted at reasonable intervals by the Management ;

(b) 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) Company is maintaining proper records of inventory and material discrepancies, if any, noticed on physical verification have been properly dealt with in the books of account;

(iii) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

(iv) 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. During the course of our audit, no major weakness has been noticed in the internal control system.

(v) The Company has not accepted any deposit from the public during the year.

(vi) We have broadly reviewed the records maintained by the company pursuant to the rules made by the Central Government for the maintenance of the cost records u/s.148 (1) of the Act. We are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whether they are accurate or complete.

(vii) (a) The company is regular in depositing undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and any other statutory dues with the appropriate authorities. According to the information and explanation given to us, no undisputed arrears of statutory dues were outstanding as on 31.3.2015, for a period of more than 6 months from the date they become payable;

(b) According to the records of the company, the following are disputed statutory dues remaining unpaid :

Name of the Period to Nature Amount Statute which amount of the disputed relates Demand (Rs. in lakhs) Tax on Service Tax Upto 31.3.2003 Agency 81.00 Commission

Service tax Upto 31.3.2003 Penalty 63.33

Tax on Service Tax Prior to 1.7.2003 erection 12.66 charges

Name of the Statue Amount Forum where dispute paid is pending

Service tax Nil CESTAT, Chennai

Service tax Nil CESTAT, Chennai

Service tax Nil CESTAT, Chennai

C ) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and protection fund by the company

(viii) The Company does not have accumulated losses at the end of the financial year and it has not incurred cash loss in the current year and in the immediately preceding financial year

(ix) The company has not defaulted in repayment of dues to financial institution or bank.

(x) The Company has not given any guarantee for loans taken by others from bank or financial institutions;

(xi) The term loan obtained by the company has been applied for the purpose for which they were availed;

(xii) Based upon the audit procedures performed and information and explanations given by the Management, we report that no frauds on or by the company has been noticed or reported during the year.

For S. KRISHNAMOORTHY & CO., (Reg. No. 001496S) Chartered Accountants (Sd.) K.N. SREEDHARAN Place: Coimbatore Partner, Auditor Date : 20th May, 2015 Membership No.12026

S. KRISHNAMOORTHY & CO. Chartered Accountants


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Super Sales India 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.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by The Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgement, 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 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, 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.

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; and

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

ANNEXURE TO THE AUDITORS'' REPORT

(Referred to in paragraph 1 of our report on other Legal and regulatory requirements)

(i) (a) The Company has 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 intervals. No material discrepancies were noticed on such verification ;

(c) The Company has not disposed off a substantial part of fixed assets during the year.

(ii) (a) Physical verification of inventory has been conducted at reasonable intervals by the Management ;

(b) 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) Company is maintaining proper records of inventory and material discrepancies, if any, noticed on physical verification have been properly dealt with in the books of account;

(iii) The Company has not taken/granted any loans, secured or unsecured from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) 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. During the course of our audit, no major weakness has been noticed in the internal control system.

(v) (a) To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that the contracts and agreements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered;

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of such contracts or arrangements 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 explanations given to us, the Company has complied with the provisions of the section 58A or any other relevant provisions of the Act and the rules framed there under, with regard to the deposits accepted from the public;

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

(viii) We have broadly reviewed the records maintained by the Company pursuant to the rules made by the Central Government for the maintenance of the cost records u/s.209(1)(d) of the Act. We are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whether they are accurate or complete.

(ix) (a) The Company is regular in depositing 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 and any other statutory dues with the appropriate authorities. According to the information and explanation given to us, no undisputed arrears of statutory dues were outstanding as on 31st March, 2013 for a period of more than 6 months from the date they become payable.

(b) According to the records of the Company, the following are disputed statutory dues remaining unpaid

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

Tax on 1. Service Tax Upto 31.3.2003 Agency Commission

2. Service Penalty Tax Upto 31.3.2003 Penalty

Tax on 3. Service Tax Prior to 1.7.2003 erection charges

4. Income Tax Assessment 1 year Tax and''

Name Amount Amount Forum where dispute disputed paid is pending (Rs. in lakhs)

Service Tax 81.00 Nil CESTAT, Chennai

Service Tax 63.31 Nil CESTAT, Chennai

Service Tax 12.66 Nil CESTAT, Chennai

Service Tax 38.45 Nil CIT(A), Coimbatore

(x) The Company does not have accumulated losses at the end of the financial year and it has not incurred cash loss in the current year. It has incurred cash loss in the immediately preceding financial year ;

(xi) The Company has not defaulted in repayment of dues to financial institution or bank. It has not issued any debentures;

(xii) During the year the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities;

(xiii) The provisions of special statute applicable to Chit Fund, Nidhi/Mutual Benefit Fund/Societies are not applicable to the Company ;

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments;

(xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions;

(xvi) The Company has not availed any new term loans during the year.

(xvii) According to the information and explanation given to us and on an overall examination of the Balance sheet of the Company, no funds raised on short term basis have, prima facie, been used during the year for long term investment.

(xviii) The Company has not made preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act;

(xix) During the year the Company has not issued any debentures;

(xx) During the year the Company has not raised money by public issue.

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

For S. KRISHNAMOORTHY & CO.,

Chartered Accountants

(Reg. No. 001496S)

(Sd.)

K.N. SREEDHARAN

Place: Coimbatore Partner, Auditor

Date : 22nd May, 2013 Membership No. 12026


Mar 31, 2012

1. We have audited the attached Balance Sheet of SUPER SALES INDIA LIMITED, as at 31st March, 2012, the statement of Profit and Loss and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor's Report) Order, 2003, as amended, issued by the Government of India in terms of Section 227(4A) of the Companies Act, 1956 we enclose in the annexure, a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable.

4. Further to our comments in the annexure referred to in paragraph 3 above ; We report that

a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 appears from our examination of those books.

c. The Balance Sheet, the statement of Profit and Loss Account and the Cash Flow Statement referred to in this report are in agreement with the books of account.

d. In our opinion, the Balance Sheet, the statement of Profit and Loss Account and the Cash Flow Statement dealt with by the report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956.

e. On the basis of the written representations received from Directors as on March 31, 2012 and taken on record by the Board of Directors, we report that no director of the Company is disqualified as on March 31, 2012, for appointment as a Director under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956; and

f. In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes, give the information required by the Companies Act, 1956 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 Balance Sheet, of the state of Company's affairs as on 31st March, 2012,

ii. In the case of the statement of Profit and Loss, of the Loss for the year ended on that date, and

iii. In the case of cash flow statement, of the cash flow for the year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph 3 of our report of even date)

(i) (a) The Company has 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 intervals. No material discrepancies were noticed on such verification ;

(c) The Company has not disposed off a substantial part of fixed asset during the year.

(ii) (a) Physical verification of inventory has been conducted at reasonable intervals by the Management ;

(b) 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) Company is maintaining proper records of inventory and material discrepancies, if any, noticed on physical verification have been properly dealt with in the books of account;

(iii) The Company has not taken/granted any loans, secured or unsecured from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) 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. During the course of our audit, no major weakness has been noticed in the internal control system.

(v) (a) To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that the contracts and agreements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered;

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of such contracts or arrangements 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 explanations given to us, the Company has complied with the provisions of the section 58A or any other relevant provisions of the Act and the rules framed there under, with regard to the deposits accepted from the public;

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

(viii) We have broadly reviewed the records maintained by the Company pursuant to the rules made by the Central Government for the maintenance of the cost records u/s.209(1)(d) of the Act. We are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whether they are accurate or complete.

(ix) (a) The Company is regular in depositing 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 and any other statutory dues with the appropriate authorities. According to the information and explanation given to us, no undisputed arrears of statutory dues were outstanding as on 31st March, 2012 for a period of more than 6 months from the date they become payable.

(b) According to the records of the Company, the following are disputed statutory dues remaining unpaid :

Sl. Name of the Period to Nature of Amount No. Statute which amount Demand disputed relates (Rs.)

1. Service Tax Upto 31.3.2003 Tax on 81,00,293 Agency Commission

2. Service Tax Upto 31.3.2003 Penalty 63,31,600 Penalty

3. Service Tax Prior to 1.7.2003 Tax on 12,66,825 erection charges

Name of the Statute Amount Forum where dispute paid is pending

Service Tax Nil CESTAT, Chennai

Service Tax Penalty Nil CESTAT, Chennai

Service Tax Nil CESTAT, Chennai

(x) The Company does not have accumulated losses at the end of the financial year and it has incurred cash loss in the current year. It has not incurred cash loss in the immediately proceeding financial year;

(xi) The Company has not defaulted in repayment of dues to financial institution or bank. It has not issued any debentures;

(xii) During the year the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities;

(xiii) The provisions of special statute applicable to Chit fund, Nidhi/Mutual Benefit fund/Societies are not applicable to the Company ;

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments;

(xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions;

(xvi) The Company has applied the term loans for the purpose for which it is availed.

(xvii) According to the information and explanation given to us and on an overall examination of the Balance sheet of the Company, no funds raised on short term basis have, prima facie, been used during the year for long term investment.

(xviii) The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act;

(xix) During the year the Company has not issued any debentures;

(xx) During the year the Company has not raised money by public issue.

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



For S. KRISHNAMOORTHY & CO.,

Chartered Accountants

(Reg. No. 001496S)

(Sd.) K.N. SREEDHARAN

Place: Coimbatore Partner, Auditors

Date : 23rd May, 2012 Membership No.12026


Mar 31, 2010

1. We have audited the attached Balance Sheet of SUPER SALES INDIA LIMITED, as at 31st March, 2010 and also the Profit and Loss Account and the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on ouraudit.

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

3. As required by the Companies (Auditors Report) Order, 2003, as amended, issued by the Government of India in terms of Section 227(4A) of the Companies Act, 1956 we enclose in the annexure, a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable.

4. Furtherto ourcomments in the annexure referred to in paragraph 3 above;

a. We have 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 appears from our examination of those books.

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

d. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by the report are in compliance with the Accounting Standards referred to in Section 211(3C)ofthe Companies Act, 1956.

e. On the basis of the written representations received from Directors as on March 31, 2010 and taken on record by the Board of Directors, we report that no director of the Company is disqualified as on March 31, 2010, for appointment as a Director under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956; and

f. In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes, give the information required by the Companies Act, 1956 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 Balance Sheet, of the state of Companys affairs as on 31st March, 2010,

ii. In the case of Profit and Loss Account, of the Profit for the year ended on that date, and iii. In the case of cash flow statement, of the cash flow for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

(Referred to in paragraph 3 of our report of even date)

(i) (a) The Company has 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 intervals. No material discrepancies were noticed on such verification ;

(c) The Company has not disposed off a substantial part of fixed asset during the year.

(ii) (a) Physical verification of inventory has been conducted at reasonable intervals by the management;

(b) 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) Company is maintaining proper records of inventory and material discrepancies, if any, noticed on physical verification have been properly dealt with in the books of account;

(iii) The Company has not taken/granted any loans, secured or unsecured from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) 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. During the course of our audit, no major weakness has been noticed in the internal control system.

(v) (a) To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that the contracts and agreements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered;

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of such contracts or arrangements 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 explanations given to us, the Company has complied with the provisions of the section 58A or any other relevant provisions of the Act and the rules framed there under, with regard to the deposits accepted from the public;

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

(viii) We have broadly reviewed the records maintained by the Company pursuant to the rules made by the Central Government for the maintenance of the cost records u/s.209(1 )(d) of the Act. We are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determining whetherthey are accurate orcomplete.

(ix) (a) • The Company is regular in depositing 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 and any other statutory dues with the appropriate authorities. According to the information and explanation given to us, no undisputed arrears of statutory dues were outstanding as on 31s1 March, 2010 for a period of more than 6 months from the date they become payable.

(b) According to the records of the Company, the following are disputed statutory dues remaining unpaid:

SI. Name of the Period to Nature of Amount Amount Forum where dispute No. Statute which amount Demand disputed paid is pending relates (Rs.)

1. Service Tax Upto 31.3.2003 Tax on 8,100,293 Nil CESTAT, Chennai

Agency Commission

2. Service Tax Upto 31.3.2003 Penalty 6,331,600 Nil CESTAT, Chennai

Penalty

3. Service Tax Prior to 1.7.2003 Tax on 1,266,825 Nil CESTAT, Chennai

(x) The Company does not have accumulated losses at the end of the financial year and it has has not incurred any cash loss in the current and the immediately preceding financial year;

(xi) The Company has not defaulted in repayment of dues to financial institution or bank;

(xii) During the year the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities;

(xiii) The provisions of special statute applicable to Chit fund, Nidhi/Mutual Benefit fund/Societies are not applicable to the Company;

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments;

(xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions;

(xvi) The Company has applied the term loans for the purpose of which it is availed.

(xvii) According to the information and explanation given to us and on an overall examination of the Balance sheet of the Company, no funds raised on short term basis have, prima facie, been used during the year for long term investment.

(xviii) The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act;

(xix) During the year the Company has not issued any debentures;

(xx) During the year the Company has not raised money by public issue.

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

For S. KRISHNAMOORTHY & CO.,

Chartered Accountants

(Reg. No.001496S)

Place: Coimbatore (Sd.)K.N.SREBDHARAN

Date : 26th May, 2010 Partner, Auditors Membership No.12026