Auditor Report of Jain Marmo Industries Ltd.

Mar 31, 2015

We have audited the accompanying standalone financial statements of JAIN MARMO INDUSTRIES LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2015, 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 standalone 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 standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

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 oflthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and glut operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the here counting 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 standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31 March 2015 and its profit and its cash flows for the year ended on that date.

Report on Other Legal & Regulatory Requirement

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 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 standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e. On the basis of the written representations received from the directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; and

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 37 to the financial statements;

ii. The Company did not have any long term contract including derivatives contracts for which there were any material foreseeable losses; and

iii. There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the Company.

The Annexure referred to in our Independent Auditors' Report to the members of the Company on the standalone financial statements for the year ended 31 March 2015, we report that:

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

(b) All the assets have been physically verified by the management during the year and there is a regular program of verification

which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets, No material discrepancies were noticed on such verification.

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

(b) The procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the company and nature of its business.

(c) In our opinion and according to the information and explanation given to us and on the basis of our examination of the records of inventory, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

(iii) (a) 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 . Hence the sub clause (b) and (c) of Clause iii of the Order is not applicable.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls,

(v) The Company has not accepted any deposits from the Public

(vi) According to the information & explanation given to us the company has maintained cost accounts & records as prescribed by the Central Government under Section 148(1) of the Companies' Act, 2013. However we have not made a detailed examination of such accounts & records with a view to determine whether they are adequate or complete.

(vii) (a) According to the information and explanations given to us and on the basis of our Examinations of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues to the extent applicable have been regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable

(b) According to the information and explanation given to us, there are no pending dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess which are not deposited on account of dispute except.

Particulars Year Amount of Amount Amount of Forum where demand deposited demand to the appeal is against demand extent not pending deposited (Rs.) (c) According to the information and explanations given to us, there were no amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules there under.

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

(ix) The Company have not defaulted in repayment of dues to a financial institutions, banks or debenture holders during the year In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(x)

(xi) To the best of knowledge and belief and according to the information & explanation given to us, term loan availed by the Company were prime facie applied by the company during the year for the purpose for which the loan were obtained.

(xii) According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit.

For A. Bafna & Co.

Chartered Accountants

FRN: 003660C



(Vivek Gupta)

Partner

M.No.400543

Place: Udaipur

Date :30.05.2015

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Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

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 notified under the Companies Act, 1956 ("the Act") (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal controls relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatements, 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 judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on effectiveness of the company''s Internal Control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is 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, 2014;

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

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

Report on Other Legal & Regulatory Requirement

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 notified under the Act (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs).

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

Annexure 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) All the assets have been physically verified by the management during the year and there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets, No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any substantial / major part of the fixed assets.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) In our opinion and according to the information and explanation given to us, the procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the company and nature of its business.

(c) In our opinion and according to the information and explanation given to us and on the basis of our examination of the records of inventory, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

(iii) (a) According to the Information & Explanation given to us, the company has not granted any loan to the parties listed in the register maintained under Section 301 of the Companies Act, 1956 hence clause (iii) (b),(c),(d) of the order are not applicable.

(b) The company has taken unsecured loans from one party covered in the register maintained under Section 301 of the Companies Act, 1956. The Maximum balance outstanding of the existing loan at a point of time during the year was Rs. 3.22 Lakhs and the yearend balance outstanding of loan taken from such party was Rs.3.22 Lakhs.

(c) In our opinion, the rate of Interest and other terms & conditions on which loans have been taken from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956 are not prima facie prejudicial to the interest of the company.

(d) According to the information & explanation given to us the company is regular in payment of principal amount and interest due on loans taken by it.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls,

(v) (a) According to the information and explanation given to us, we are of the opinion that the particulars of contracts or arrangements that need to be entered in 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 transaction made in pursuance of contracts or arrangements entered in the register maintained under section 301 and exceeding the value of five lakh rupees in respect of any party during the year have been made at the prices which are reasonable having regard to the prevailing market price at the relevant time.

(vi) 5 not accepted any deposits covered u/s section 58A and 58AA of the companies Act 1956.Hence the clause vi of the order is not applicable to the company.

(vii) : company has an internal audit system commensurate with the size and nature of its business.

(viii) According to the information & explanation given to us the Central Government has not prescribed the maintenance of cost records under Section 209 (1)(d) of the Companies Act, 1956 in respect of the products manufactured by the company.

(ix) (a) To the best of our knowledge and information obtained and verifications made, we report that the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues applicable to it, and there are no undisputed amount payable in respect of such dues which have be remained outstanding as at 31st March 2014 for a period exceeding six months from the date they became payable (b) According to the information and explanation given to us, there are no pending dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess which are not deposited on account of dispute.

(x) The company does not have accumulated losses as at the end of the year and the company has not incurred cash losses during current and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) I according to the information and explanation 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. Hence, the question of maintenance of records or reporting on deficiencies does not arise.

(xiii) e company is not a chit fund or a nidhi /mutual benefits fund/ society. Therefore, the provision of clause 4(xiii) of the Companies Auditor''s Report Order, 2003 are not applicable to the company.

(xiv) In our opinion, during the year under audit, the company did not engage in dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xv) According to the information and explanation given to us, the company has not given any guarantee for loan taken by others from banks or financial institutions.

(xvi) To the best of knowledge and belief and according to the information & explanation given to us, term loan availed by the Company were prime facie applied by the company during the year for the purpose for which the loan were obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis have been used for long term investment.

(xviii) information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year and hence the question of whether the price at which shares have been issued is prejudicial to the interest of the company does not arises.

(xix) According to the information and explanation given to us, the company has not issued debenture during the year.

(xx) According to the information and explanation given to us the company has not raised any money from the Public Issue during the year hence the question of disclosure and verification of end use of such money does not arise.

(xxi) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For A.Bafna & Co.

Chartered Accountants FRN: 003660C

(Vivek Gupta) Partner

M.No.400543 Place:Jaipur Date: 31st May 2014

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Mar 31, 2013

We have audited the accompanying financial statements of Jain Marino Industris Limited, which comprise the Balance Sheet at at March 31. and the Statement of Profit and l.oss and Cash flow Statement lor the year then ended, and a summary of significant accounting policies and other explanatory information.

Management Responsibility for the financial Statements

Management is responsible tor the preparation of these financial statements that give a true and lair 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. 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 arc 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 clue to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Compony's preparation and fair presentation of the financial statements in order to design audit procedure that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to prov ide a basis for our audit 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 subject to above -

(I) In the ease of the Balance Sheet, of the slate of affairs of the Company as at March 31, 2013;

(II) In the case of the Statemement of Profit and Loss, of the profit/ loss 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 Regulatory Requirement,

1. As required by the Companies (Auditors Report) Order. 2003 issued In 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 hooks of account as required by law have been kept by the Company so far as appears from our examination of those hooks

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

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

e) On the basis of written representations received from the directors as on March 31, 2013. and taken on record by the Board of Directors, none of the directors is disqualified as on March 31. 201.3, from being appointed as a director in terms of clause (g) of sub-section (I) of section 274 of the Companies Act, 1956.

Annexure Referred to in paragraph 3 of our report of even date.

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

(b) All the assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets.

No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any substantial / major part of the fixed assets.

(ii) (a) As explained to us. the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

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

(c) In our opinion and according to the information and explanation given to us and on the basis of our examination of the records of inventory, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

(iii) (a) According to the Information & Explanation given to as. the company has not granted any loans secured or unsecured to companies, firms or oilier parties covered in the register maintained under Section 301 of the Companies Act. 1956.

In view of Clause (iii) (a ) above, the clauses (iii).(b). (iii) (c) & (iii) (d) are not applicable.

(b) The Company has taken Unsecured loan from 3 parties, which is covered in the register maintained under section 301 of the Companies Act. 1956. The maximum balance outstanding at a point of time during the year was 1273714/- and the year end balance of loan taken from such parties was Rs. 1273714/-.

(iv) In our opinion and according to the information and explanations given to us. there arc adequate internal control systems commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assess and with regard t0 the sale of goods and services During the course four audit, we have not observed any continuing failure in correct major weakness in internal control system.

(v) (a) According t0 the information and explanation given to us. we arc of the opinion that the particulars of contracts or arrangements that need to be entered in the register maintained u s 301 of the companies act .1956 have been so entered.

(b) In our opinion and according to the information and explanation given to us such transaction in respect of any party listed in the register maintained u s 301 of the companies act 1956 have been made at prices which arc prima facie reasonable having regard to the prevailing market price at the relevant time.

(vi) The Company has not accepted deposits during the year as per section 5.S. According the provision of clause (VI) of the order arc not applicable to the company

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

(viii) According to the information & explanation given to us the Central Government has not prescribed the maintenance of cost records under Section 200 (l)(d) of the Companies Act, 1056 in respect of the products manufactured by the company.

(ix) (a) To the best of our knowledge and information obtained and verifications made, we report that the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax. sales tax, wealth tax. service tax , custom duty, excise duty, cess and other material statutory dues applicable to it except few delays in depositing tax deducted at source and sales tax was not deposited regularly and there were no undisputed amount payable.

(b) According to the information and explanation given to us. there are no pending dues of income tax .sales lax wealth tax services tax custom duly, excise duly and 'cess, which are not deposited on account ol any dispute .

(x) There is no accumulated losses at the end of the year. The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us. the company has not defaulted in repayment of dues to a financial institution and bank.

(xii) In our opinion and according to the information and explanation 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. Hence, the question of maintenance of ' records or reporting on deficiencies does not arise JAiN

(xiii) In our opinion, the company is not debit fund a naihi mumol vmcJ»i benefit society Therefore the provisions of clause 4 (xii) of the companies (Auditor's report) order 2003 arc not applicable to the company

(xiv) In our opinion, during the year under audit, the company did not engage in dealing or trading in shares, securities, debentures and other investments. Accordingly, theprovisions of clause 4 (xiv) of the Companies (Auditor's Report) Order. 2003 are not applicable to the company.

(xv) According to the information and explanation given to ms. the company has not given am guarantee for loan taken by others from hank or financial institution.

(xvi) To the host of our knowledge and belief and according to the information & explanation given to us, the term loan availed by the company were, prima facie, applied by the company during the year for the purpose for which the loans were obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company wo report that the no funds raised on short term basis has been used to finance long term assets.

(xviii) According to the information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year and hence the question of whether the price at which shares have been issued is prejudicial to the interest of the company does not arise.

(xix) According to the information and explanations given to us, the company has not issued any debenture during the year, hence the question of creating security does not arise.

(xx) According to the information and explanation given to us the company has not raised any money from Public Issue during the year hence the question of disclosure and verification of end use of such money does not arise.

(xxi) According to the information and explanations given to us. no Hand In or on the company has been noticed or reported during the course of our audit

For A.Bafna & Company Chartered Accountants FRN-0036O0C

Place: Jaipur (CA M.R.Gupta) Date: 03.09.2013 partner M.No. 73515

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Mar 31, 2012

We have audited the attached Balance Sheet of M/s Jain Marmo Industries Limited as at 31st March. 2012 and also the annexed Statement of Profit & Loss and cash flow statement of the Company for the year ending on that date These financial statements are the responsibility of the Company''s Management Our responsibility is to express an opinion on these financial statements based on our Audit.

We conducted our audit in accordance with Auditing Standards generally accepted in India. Those standards require that we plan & 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 disclosure 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.

As required by the Companies (Auditor''s Report)(Amendment) order, 2004 issued by the Central Government of India in terms of sub section (4A) of section 227 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.

Further to our comments in the Annexure referred to 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 accounts as required by the law have been kept by the company so far as appears from our examination of those books

(c) The balance sheet. Statement of Profit & Loss and cash flow statement dealt with by this report are in agreement with the books of accounts.

(d) In our opinion, the balance sheet , Statement of Profit & Loss and 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

(e) On the basis of written representations received from the Directors, as on 31,03.2012 and taken on record by the Board of the Directors. We report that none of the Director is disqualified as on 31.03.2012 from being appointed as a Director in terms of Clause ''g'' of Sub-section (1) of Section 274 of the Companies Act, 1956

In our opinion and to the best of our information and according to the explanations given to us the said accounts read with accounting policies 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

(a) In the case of Balance Sheet of the state of affairs of the company as at March 31. 2012 and

(b) In case of Statement of Profit & Loss of the Company for the year ended on that date.

(c) In case of cash flow statement of Cash flows for the year ended on that date.

Annexure 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) All the assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets, No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any substantial / major part of the fixed assets.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable,

(b) In our opinion and according to the information and explanation given to us. 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) In our opinion and according to the information and explanation given to us and or the basis of our examination of the records of inventory, the company is maintaining proper records of inventory, The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

(iii) (a) According to the Information & Explanation given to us, the company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956,

In view of Clause (iii) (a ) above, the clauses (iii) (b), (iii) (c) & (iii) (d) are no applicable.

(b) The Company has taken Unsecured loan of Rs 250000 from LCJ Finance (p) Ltd which is covered in the register maintained under section 301 of the Companies Act, 1956,

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

(v) (a) According to the information and explanation given to us. we are of the opinion that the particulars of contracts or arrangements that need to be entered in the register maintained u/s 301 of the companies act ,1956 have been so entered.

(b) In our opinion and according to the information and explanation given to us, such transaction in respect of any party, listed in the register maintained u/s 301 of the companies act 1956 have been made at prices which are prima facie reasonable having regard to the prevailing market price at the relevant time .

(vi) The Company has not accepted deposits during the year as per section 58. According the provision of clause (VI) of the order are not applicable to the company

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

(viii) According to the information & explanation given to us the Central Government has not prescribed the maintenance of cost records under Section 209 (1)(d) of the Companies Act, 1956 in respect of the products manufactured by the company.

(ix) (a) To the best of our knowledge and information obtained and verifications made, we report that the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees'' state insurance, income tax. sales tax, wealth tax, service tax custom duty, excise duty, cess and other material statutory dues applicable to it except few delays in depositing tax deducted at source, Provident fund, Employee''s state insurance and sales tax was not deposited regularly and there were no undisputed amount payable.

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

(x) There is no accumulated losses at the end of the year The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year,

(xi) In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution and bank.

(xii) In our opinion and according to the information and explanation 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. Hence, the question of maintenance of records or reporting on deficiencies does not arise.

(xiii) ln our opinion, the company is not a chit fund or a nidhi / mutual benefit fund/ society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order. 2003 are not applicable to the company.

(xiv) In our opinion, during the year under audit, the company did not engage in dealing or trading in shares, securities, debentures and other investments, Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xv) According to the information and explanation given to us, the company has not given any guarantee for loan taken by others from bank or financial institution

(xvi) To the best of our knowledge and belief and according to the information & explanation given to us, the term loan availed by the company were, prima facie, applied by the company during the year for the purpose for which the loans were obtained,

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we. report that the no funds raised on short term basis has been used to finance long term assets.

(xviii) According to the information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. during the year and hence the question of whether the price at which shares have been issued is prejudicial to the interest of the company does not arise

(xix) According to the information and explanations given to us, the company has not issued any debenture during the year, hence the question of creating security does not arise.

(xx) According to the information and explanation given to us the company has not raised any money from Public Issue during the year hence the question of disclosure and verification of end use of such money does not arise

(xxi) According to the information and explanations given to us, no fraud by or on the company has been noticed or reported during the course of our audit

For A.Bafna & Company Chartered Accountants FRN-003660C

Place: Jaipur (CA M. K. Gupta) Partner Date : 3rd September 2012 M.No. 73515

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Mar 31, 2011

We have audited the attached Balance Sheet of Mls Jain Marmo Incustrias Limited as at 31st March. 2011 and also the annexed Profit & Loss A/c and cash : statement of the Company foi the year ending on that date. The statements are the responsibility of the Company's Management Our respoiis to express an opinion on these financial statements based on our Audit

We conducted our audit in accordance with Auditing Standards generally accepted m India. Those standards require that we plan & perform the audit to obtain reason;. assurance about whether the financial statements are free of material misstatenx An audit includes examining, on a test basis, evidence supporting the amounts . disclosure in the financial statements. An Audit also includes assessing ., accounting principles used and significant estimates made by Management, a- as evaluating the overall financial statement presentation We believe that our au: a provides a reasonable basis for our opinion

As required by the Companies (Auditor's Report)(Amendment) order 200/) issued the Central Government of India in terms of sub section (4A) of section 227 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.

Further to odr comments in the Annexure referred to above, we report that: -

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

(b) In our opinion, proper books of accounts as required by the law have been the company so far as appears Irom our examination of those books

(c) The balance sheet, profit & loss account and cash flow statement dealt with by this report are in agreement with the books of accounts.

(d) In our opinion, the balance sheet profit & loss account and cash flow statement dealt with by this report comply with the accounting standards referred to the section (3C) of section 211 of the Companies Act 1956

(a) On the basis of written representations received from the Director's, as on 31 03 2011 and taken on record by the Board of the.Directors. We report that none of the Director is disqualified as on 31 03.2011 from being appointed as Director in terms of Clause g' of Sub-section (1) of Section 274 of the Compaines Act. 1956.

In our opinion and to the best of our information and according to the explar.uti given to us the said accounts read with accounting policies 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 Inc;;

(a) In the case of Balance Sheet of the state of affairs of the company as at March 31,2011 and

(b) In case of Profit & Loss accounts of the Profit of the Company for to year ended on that date.

(c) In case of cash flow statement of Cash flows for the year ended du c date.

Annexure Referred to in paragraph 3 of our report of even date.

(i) (a) The company has maintained proper records showing full particulars incluJ.ng quantitative details and situation of fixed assets

(b) All the assets have been physically verified by the management during the , r . , there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets, No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any substantial / major part of the fixed assets.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

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

(c) In our opinion and according to the information and explanation given to us and on the basis of our examination of the records of inventory, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

(iii) (a) According to the Information & Explanation given to us the company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act. 1956

In view of Clause (iii) (a ) above, the clauses (iii) (b). (iii) (c) & (iii) (d) are not applicable.

(e) The Company has not taken any loans secured or unsecured from any Company, Firm or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

In view of Clause (iii) (e ) above, the clauses (iii) (f) & (iii) (g) are not applicable.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services During the course of our audit, we h iva net observed any continuing failure to correct major weaknesses in internal control system

(v) (a) According to the information and explanation given to us, we are of the opinion that the particulars of contracts or arrangements that need to be entered in the register maintained u/s 301 of the companies act ,1956 have been so entered

(b) In our opinion and according to the information and explanation given to the such transaction in respect of any party, listed in the register maintained u/s 301 of the companies act 1956 have been made at prices which are prima facie reasonable having regard to the prevailing market price at the relevant time

(vi) The Company has not accepted deposits during the year as per section 58 According the provision of clause (VI) of the order are not applicable to the company

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

(viii) According to the information & explanation given to us the Central Government has not prescribed the maintenance of cost records under Section 209 (1)(d) of the Companies Act. 1956 in respect of the products manufactured by the company

(ix) (a) To the best of our knowledge and information obtained and verifications made, we report that the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax. wealth tax, service tax custom duty, excise duty, cess and other material statutory dues applicable to it except few delays in depositing tax deducted at source, Provident fund, Employee's state insurance and sales tax was not deposited regularly and there were no undisputed amount payable.

(iv) In our opinion and according-to the information and explanations given to us there are adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets an in regard to the sale of goods and services During the course of our audit we haw nc:t observed any continuing failure to correct major weaknesses in internal control system.

(v) (a) According to the information and explanation given to us. we are of the opinion the particulars of contracts or arrangements that need to be entered in the regate maintained u/s 301 of the companies act ,1956 have been so entered

(b) In our opinion and according to the information and explanation given to is such. transaction in respect of any party, listed in the register maintained u/s 301 of the companies act 1956 have been made at prices which are prima facie reasonable having regard to the prevailing market price at the relevant time

(vi) The Company has not accepted deposits during the year as per section 58. Accct jiub the provision of clause (VI) of the order are not applicable to the company

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

(viii) According to the information & explanation given to us the Central Government h not prescribed the maintenance of cost records under Section 209 (1)(d) of the Companies Act. 1956 in respect of the products manufactured by the company.

(ix) (a) To the best of our knowledge and information obtained and verifications made, we report that the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax, wealth tax, service :a>. . custom duty, excise duty, cess and other material statutory dues applicable lo &XCcpt few delays in depositing tax deducted at source, Provident fund, Employee's state insurance and sales tax was not deposited regularly and there were no undisputed amount payable.

(b) According to the information and explanation given to us. there are no pending cluus income tax sales tax wealth tax services tax custom duty, excise duty and which are not deposited on account of any dispute

tx) There is no accumulated losses at the end of the year The Company has nol incurt -u cash losses during the financial year covered by our audit and in the immedia preceding financial year.

(xi) In our opinion and according to the information and explanations given to us. ir.v; company has not defaulted in repayment of dues to a financial institution and bank

(xii) In our opinion and according to the information and explanation 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 Hence, the question of maintenance of recuitis reporting on deficiencies does not arise

(xiii) ln our opinion, the company is not a chit fund or a nicihi / mutual benefit fund/ society Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order 2003 are not applicable to the company.

(xiv) In our opinion, during the year under audit, the company did not engage in dealing trading in shares, securities, debentures and other investments. According provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 are applicable to the company.

(xv) According to the information and explanation given to us, the company has not given any guarantee for loan taken by others from bank or financial institution

(xvi) To the best of our knowledge and belief and according to the information & explanation given to us. the term loan availed by the company were, prima facie, applied by T.u company during the year for the purpose for which the loans were obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis has been used to finance long term assets.

(xviii) According to the information and explanations given to us, the company has not mace preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year and hence the question of whether the price at which shares have been issued is prejudicial to the interest of the company does not arise

(xix) According to the information and explanations given to us, the company has not issued any debentures, hence the question of creating security does not arise.

(xx) According to the information and explanation given to us the company has not raised any money from Public Issue during the year hence the question of disclosure and verification of end use of such money does not arise.

(xxi) According to the information and explanations given to us, no fraud by or on the company has been noticed or reported during the course of our audit

For A.Bafna & Company Chartered Accountants FRN7O3660C

(C.A. M.KfGupta) Partner M No. 73515

Place: Jaipur Date : 3rd September.2011