Auditor Report of Dhanashree Electronics Ltd.

Mar 31, 2025

We have audited the accompanying standalone financial statements of DHANASHRKE ELECTRONICS
LIMITED (the “Company"), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit
and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and Lie Statement of
Cash Flows for the year ended on that date and a summary of significant accounting policies and other
explanatory information (hereinafter referred to as the “standalone financial statements*).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Companies Act. 2013 (the "Act") in the
manner so required and give a true and fair view in conformity with the Indian Accounting Standards
prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015.
as amended, ("Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of
the Company as at March 31, 2025 and its profit, total comprehensive income, changes in equity and its cash
flows for the year ended on I hat date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing
C SA''s) specified under section 143(10) of the Act. Our responsibilities under those Standards arc further
described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements sec ion of our
report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India (‘TCAI”) together with the ethical requirements that are relevant to our audit
ol the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of
Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for
our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the standalone financial statements of the current period. These mailers were addressed in the context of
our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these mailers.

In forma lion Other titan the Financial Statements and Auditor’s Report Thereon

ihe Company’s Board of Directors is responsible for the other information. The other in forma: ion comprises
hut not limited to the information included in the. Management Discussion and Analysis, Board’s Report

including Annexures to Board''s Report, Business Responsibility Repon, Corporate Governance and
Shareholders Information, but does not include the conso.idated financial statements, standalone financial
statements and our auditor’s report thereon.

• Our opinion on the standalone financial statements does not cover the other information and we do
not express any form of assurance conclusion thereon.

• In connection with our audit of the standalone financial statements. our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the standalone financial statements, or our knowledge obtained during the course of cur audit or
otherwise appears to be materially misslaled.

• If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in tins regard.

Managements Responsibilities for the Standalone Kinancial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the
financial position, financial performance, including other comprehensive income, changes in equity and cash
flow’s of the Company in accordance with the Ind AS and other accounting principles generally accepted in
India.

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 llial are reasonable and prudent; and design, implementation and maintenance of tuluquale internal
financial controls, that were operating effectively for ensuring the accuracy and completeness ot the
accounting records, relevant to the preparation mid presentation of the standalone financiul statements that
give a true and fair view and arc free from material misstatement, whether due :o fraud or error.

The responsibility of selecting die appropriate accounting software and ensuring oomp’ianoe with relevant
laws and regulations, including retention ot audit logs, primarily lies with the management.

In preparing the standalone financial statements, management is responsible for assessnig the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related lo going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

lhe Boar d ol Dir ectors is also responsible for overseeing die Company’s financial reporting process.

A ml H u r’sJU-sp.pjXSikj H tics for the Audit ofthe Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is net a guarantee diet an audit
conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users taker, on the basis of these standalone
financial statements.

As part of an audit in accordance with SAs, wc exercise professional judgment and maintain professional
scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting
a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.

• Obtain an understanding of internal financial control relevant to the audit in o:-der to design audit
procedures that are appropriate in the circumstances. Under section 143(3X0 of the Act, wc me- also
responsible for expressing our opinion on whether the Company has adequate internal financial
controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related lo events or
conditions that may cast significant doubt on the Company’s abilityto continue as a going concern. If
we conclude that a material uncertainty exists, wc are required to craw attention in our auditor’s
report to the related disclosures in the standalone financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up lo the
date of our auditor’s report. However, future events or conditions may cause the Company lo coast*, to
continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements,
including the disclosures, and whether the standalone financial statements represent the underlying
transactions and events in a manner that achieves lair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually nr in
aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the
standalone financial statements may be influenced. Wc consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work and in evaluating the results {X our work; and (iij to
evaluate, the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, .lie planned scope anc
timing of the audit and significant audit findings, including any significant deficiencies in internal control that
we identify during our audit.

Wc also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate wiih them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, wo dcicrmhic those matters ‘bat were
of most significance in the audit of the standalone financial statements of the current period and arc therefore
the key audit matters. Wc describe lhc.se matters in our auditor''s report unless law or regulation precludes

public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit 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 boss including Other Comprehensive Income,
Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in
agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statemen ts comply with the Ind AS specified under
Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 as amended.

e) On the basis of the written representations received from the directors as on March 31, 2025 taken on
record by the Board of Directors, none of the directors is disqualified as on March 31. 2025 from being
appointed as a director in terms of Section 164(2) of the Act.

0 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 “Annexune A". Our
report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Company’s internal financial controls over financial reporting.

g) Willi respect to the other matters to be included in the Auditor’s Report in accordance with the
requirements of section 197(^6) of (he Act, as amended: In our opinion and to ;he best of our
information and according to the explanations given In ux. llie remuneration paid by die Company to
its directors during the year is in accordance with the provisions of section i

h) With respect to the other matters to he included in the Auditor''s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, as amended, ir cur opinion and to the best of uur
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
standalone financial statements.

ii. The Company has made provision, as required under Liu*, applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including derivative
contracts.

iii. There were no amounts which were, required to be transferred to the Investor Education and
Protection Fund by the company for the year ended 31 March 2025.

iv.

(a) The Management has represented that, to the best of its knowledge and belief, no funds
(which are material either individually or in the aggregate) have been advanced or loaned
or invested (either from borrowed funds or share premium or any other sources or kind of
funds) by the Company to or in any other person or entity, including foreign entity
(“Intermediaries”), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, whether, directly or indirectly lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the Company
(“Ultimate beneficiaries”) or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries;

(b) The Management has represented, that, to the best of its knowledge and belief, no funds
(which are material either individually or in the aggregate) have been received by the
Company from any person or entity, including foreign entity (“Funding Parlies”), with the
understanding, whether recorded in writing or otherwise, that the Company shall,
whether, directly or indirectly, lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that have been considered reasonable and appropriate in
the circumstances, nothing has come to our notice that has caused us to believe that the
representations under sub-clause (i) and (ii) of Rule li(e), as provided under (a) and (b)
above, contain any material misstatement.

v. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of
accounts using accounting software which has a feature of recording audit trail (edit log)
facility was applicable to the company with effect from April 1 2024. Based on our
examination which included test checks, the company has used an accounting software for
maintaining its books of accounts which has a feature of recording audit trail (edit log) facility
and the same has operated throughout the year for all relevant transactions recorded in the
software. Further, during the course of our audit, we did not come across any instance of audit
trail feature being tampered with.

2. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order”) issued by the Central

Government in terms of Section 143(11) of the Act, we give in “Annexurc B” a statement on the matters

specified in paragraphs 3 and 4 of the Order.

For Surana Sunil & Co

Chartered Accountants

Firm Registration No: 325616E

Pallavi Kotliari

Partner

Membership No.: 301084

Date: 30th May 2025

Place: Kolkata

UDIN: 25301084BMUKWZ9013

---

Mar 31, 2024

To The Members of Dhanashree Electronics Limited Report on the Audit of the Standalone Financial Statements

Opinion

Wc have audited the accompanying standalone financial statements of DHANASHREE ELECTRONICS LIMITED (the “Company”), which comprise the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date and a summary'' of significant accounting policies and other explanatory information (hereinafter referred to as the “standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (the “Act'' ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the stale of affairs of the Company as at March 31, 2024 and its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (“SA”s) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We arc independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that arc relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and wc have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Kev Audit Mailers

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Information Other than the Financial Statements and Auditor’s Report Thereon

• « • • • 1 *

The Company''s Board of Directors is responsible for the other information. The other information comprises but not limited to the information included in the Management Discussion and Analysis, Board’s Report 1 1 .

including Anncxures to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the consolidated financial statements, standalone financial statements and our auditor’s report thereon.

• Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

• In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements, or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

• If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibilities for the Standalone Financial Statements

Hie Company’s Board of Directors is responsible for the matters slated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India.

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

The responsibility of selecting the appropriate accounting software and ensuring compliance with relevant laws and regulations, including retention of audit logs, primarily lies with the management.

In preparing the standalone financial statements, management is responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to ccasc operations, or has no realistic alternative hut to do so.

The Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone I ’innncial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole arc free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, hut is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and arc considered material if, individually or in the aggregate, they could o

rjH tfdf

We

reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As pari of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion, t he risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud inay involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section t43(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arc based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Wc also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes i

public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit 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 aceount 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 including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 as amended.

e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164(2) of the Act.

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

g) With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) 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, as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impart of pending litigations on its financial position in its standalone financial statements.

ii. 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.

iii. There were no amounts which were required to be transferred to the Investor Education and

Protection Fund by the company for the year ended 31 March 2024. .

(a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material cither individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘‘Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clausc (i) and (ii) of Rule 11(c), as provided under (a) and (b) above, contain any material misstatement.

v. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of accounts using accounting software which has a feature of recording audit trail (edit log) facility was applicable to the company with effect from April 1 2023. Based on our examination which included test checks, the company has used an accounting software for maintaining its books of accounts which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with.

2. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in “Anncxure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

For Surana Sunil & Co

Chartered Accountants

Firm Registration No: 325616 Iv .

Pallavi Kolhuri .

Partner

Membership No.: 301084 Date: 30th May 2024 Place: Kolkala

UDIN: 24301084BKHGCZ8420

Unit H 1501, 15^th Floor. "Diamond Heritage" 16 Strand Road, Koikata - 700 001, Tel: [phone] Email -

thanmaliigflhotmail.com

---

Mar 31, 2009

We have audited the attached Balance Sheet of M/s. DHANASHREE ELECTRONICS LIMITED of PLOT NO. [XI-16, BLOCK EP & GP, SECTOR V SALT LAKE CITY, KOLKATA - 700 091 ( Permanent Account Number: AABCD0954E) as 31st March, 2009 together with the Profit and Loss Account of the Company 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 the audit.

We conducted our audit in accordance with Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the 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.

1. As required by the Companies (Auditors Report) Order 2003 as amended by Companies (Auditors Report) (Amendment) Order, 2004 (the Order) issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order..

Further to our comments referred to in paragraph (1) above, we report that:

Subject to the Following

(1) Cost of the Filament Machine imported from Hungary which is lying with the Custom warehouse at Calcutta Port and which is included in Work in progress should be Impaired as per AS-28 issued by the ICAI as the Recoverable Amount is Nil as against the Carrying Amount and accordingly should have been Charged to Profit & Loss A/c.

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

(a) In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of the books;

(b) The Balance Sheet, Profit & Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of accounts;

(c) In our opinion, Balance Sheet, Profit & Loss Account and the Cash Flow Statement dealt with by this Report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act ,1956 except as otherwise stated in Schedule "Xiii".

(d) In our opinion and based on information and explanations given to us, none of the directors are disqualified as on 31st March, 2009 from being appointed as directors in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

(e) In our opinion and to the best of our information and according to the explanations given to us, the accounts read together with the significant accounting policies and the other notes thereon, 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 affairs of the Company as at 31st March, 2009; (ii) in the case of Profit & Loss Account, of the Profit for the year ended on that date; (iii) in the case of Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

Annexure to AuditorsReport

Referred to in Paragraph 1 of our report of even date

Bases upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and in our opinion and in terms of the information and explanations given to us and the books and records examined by us in the normal course of audit, we report that;

1. In respect of fixed assets:

a. The Company has maintained proper records showing full particulars including quantitative details and situation of the fixed asset on the basis of available information.

b. The fixed assets has been physically verified by the management during the year in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

c. No substantial part of fixed assets have been disposed off during the year to affect the going concern of the Company

2. In respect of its inventories:

a. Inventories have been physically verified by the management at regular intervals during the year. In our opinion, the frequency of verification is reasonable.

b The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. There was no material discrepancies noticed on physical verification of inventory as compared to the book records.

3. (a) The Company has not granted any loans secured or unsecured to any company, firm or other

party covered in the register maintained under section 301 of the Companies Act, 1956. In view of clause (iii) (a), the causes (iii)(b), (iii)(c) and (iii)(d) are not applicable.

(b) The Company has not taken any loans secured or unsecured from any company, firm, or other party covered in registers maintained under section 301 of the Companies Act, 1956. In view of (iii)(e), the clauses (iii)(f) and (iii)(g) are not applicable. -,...

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls in respect of these areas.

5. a) According to the information and explanations given to us, during the year under audit there have

been no contracts or arrangements which need to be entered in the register maintained under section 301 of the Companies Act, 1956.

b) In view of clause (v) (a) above, the clause (v)(b) is not applicable.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any loan or deposits as specified under the provisions of Section 58A and 58AA or any other relevant provisions of the Companies Act, 1956.

7. In our opinion, the company has an internal audit system commensurate with its size and nature of its business. However, it needs to be further strengthened.

8. We have been informed that maintenance of Cost records as specified under section 209(1 )(d) of the Companies Act, 1956, is not applicable to Company.

9. In respect of statutory dues:

a. The company is regular in depositing the undisputed statutory dues including Provident Fund, Income-Tax, Sales-Tax, Customs Duty, Cess, Employees State Insurance, and other statutory dues with the appropriate authorities. There are no statutory dues in respect of Investor Education and Protection Fund Wealth Tax, Service Tax Excise Duty,. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31sl March, 2009 for a period of more than six months from the date of becoming payable.

b. According to the information and explanations given to us, no undisputed amounts payable in respect of sales tax, income tax, customs duty, wealth tax, cess, excise duty were in arrears as at 31s1 March 2009 for a period of more than six months from the date they became payable.

10. The Company has accumulated losses as at 31.03.2009 and has not incurred any Cash loss during the financial year covered by our audit.

11. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to financial institution, bank or debenture holders.

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

13. The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

14. The Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the Provisions of Clause 4 (xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company

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

16. In our opinion, the term loans have been applied for the purpose for which they were raised.

17. Based on an overall examination of the balance sheet and cash flow statement of the company, we report that no funds raised on short term basis have been used for long term investment.

18. The Company has not made any preferential allotment of shares during the year to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures.

20. According to the information and explanations given to us, the Company has not raised any money by way of public issue during the year.

21. According to the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the period covered by our audit.

Place: P-38, India Exchange Place, For SURANA SUNIL & CO.

Arun Chambers, Kolkata (Chartered Accountants)

Dated: 25/08/2009 Sunil Surana Proprietor Membership No. 62892