Auditor Report of Kisan Mouldings Ltd.

Mar 31, 2023

Kisan Mouldings Limited

Report on the Audit of the Standalone Financial StatementsQualified Opinion

We have audited the accompanying standalone financial statements of Kisan Mouldings limited (“the Company”), which comprise the standalone balance sheet as at March 31, 2023, and the standalone statement of profit and loss (including other comprehensive income), standalone statement of changes in equity and standalone statement of cash flows for the year then ended, and notes to the standalone financial statements, including a summary of the 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, except for the possible effects, if any, of the matter described in the “Basis for Qualified opinion” paragraph of our report, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“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 2023, of its profit, other comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

1. We draw attention to note 23.1 & 23.2 to the standalone financial Statement, which states that the the Company has defaulted in repayment of loans and interest in respect of term loan and Cash Credit of punjab National Bank, union Bank of India, IDBI Bank and Shamroa Vitthal Cooperative Bank due to which the accounts are considered as non-performing Asset (NpA) by all the banks.

2. We draw attention to note 26.1 of the standalone financial statement, which states that the Company is in default w.r.t. payment of statutory dues to government authorities and filing of periodic returns thereof; which may entail penalty which is not ascertainable and hence not provided for.

We conducted our audit in accordance with the Standards on Auditing (SAs'') specified under section 143(10) of the Act. our responsibilities under those SAs are further described in the Auditor''s Responsibilities for the Audit of the Standalone Financial Statements section 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 (''the ICAl'') together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion on the standalone financial statements.

Emphasis of Matters

1. We draw attention to note 8.1 of the standalone financial statement, which states that the Company has currently not recognized deferred tax assets in respect of deductible temporary differences arising during the quarter and year ended 31^st March, 2023. However, the Company has a total deferred tax asset of '' 3818.61 Lakhs as at 31^st March, 2023 for which Company has assessed that there is reasonable certainty that sufficient future taxable income will be available against which such deferred asset can be realized.

2. We draw your attention to Note 11.1 of the standalone financial statement with regard to Bank balance, Fixed deposit, Trade Receivables & Trade Payable are subject to balance confirmation and adjustments, if any.

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 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.

In addition to the matter described in the “Basis for Qualified Opinion” paragraph we have determined that the following are the key audit matters:

Sr. No.	Key Audit Matter	Auditors Response
1	Revenue Recognition
	(refer Note. 1.9 related to Revenue) We focused on this	To address this risk of material misstatement
	area as a key audit matter due to the risk of incorrect timing of revenue recognition and estimation related to recording the discount and rebates. According to the Standalone Financial Statement accounting principles revenue is recognized at a point in time when the control of the goods is transferred to the customer according to delivery terms. Due to variation of contractual sales	relating to revenue recognition, our audit procedures included: - Assessing the compliance of Company''s revenue recognition policies with applicable accounting standards, including those related to discounts and rebates.
	terms and practices across the market and the pressure,	- Assessing the adequacy of relevant
	the management may feel to achieve performance targets, there is a risk of material error.	disclosures.
2	Inventories
	Refer note No. 1.4 related to Inventories	to address the risk for material error on
	Inventory were considered as a Key audit matter due to the size of the balance and because inventory	inventories, our audit procedures included amongst other:
	valuation involves management judgment. According	- Assessing the compliance of Company''s
	to Company''s accounting policies inventories are	accounting policies over inventory with
	measured at the lower of cost or net realizable value.	applicable accounting standards.
		- Assessing the analyses and assessment
		made by management with respect to slow moving stock.

Other Matters

We have not performed physical verification of inventories at all locations; therefore, we have relied on the Management Certified inventory verification and valuation report provided by Mangement. our conclusion is not modified in respect of this matter.

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

The Company''s management and Board of Directors are responsible for the other information. the other information comprises the information included in the Company''s annual report but does not include the financial statements and our auditors'' 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 in the 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. As described in the Basis for Qualified opinion paragraph above we are unable to comment on the impact thereof if any on the standalone financial statements for the year ended March 31, 2023. Accordingly we are unable to conclude whether or not the other information is materially misstated with respect to this matter.

Management’s and Board of Directors’ Responsibility for the Standalone Financial Statements

the Company''s Management and Board of Directors are 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 state of affairs profit/loss and other comprehensive income changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act. this responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 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.

In preparing the standalone financial statements the Management and Board of Directors are 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 the Board of Directors either intends to liquidate the Company or to cease operations or has no realistic alternative but 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 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 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 are considered material if individually or in the aggregate they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professional judgment and maintain professional skepticism 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 controls relevant to the audit in order to design audit procedures that are appropriate in the

circumstances. under section 143(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 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 auditors 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 to the date of our auditors 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.

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.

We 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 auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely are 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 the Companies (Auditor''s Report) order 2016 (“the order”) issued by the Central Government in terms of section 143 (11) of the Act we give in the “Annexure A” a statement on the matter specified in paragraphs 3 and 4 of the order which is subject to the effects/ possible effects of the matter described in the “Basis for Qualified opinion” paragraph of our Audit Report.

2. (A) As required by Section 143(3) of the Act we

report that:

a. We have sought and except for the matter described in the “Basis for Qualified opinion” paragraph above obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b. Except for the possible effects of the matter described in the “Basis for Qualified opinion” paragraph above 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 standalone balance sheet the standalone statement of profit and loss (including other comprehensive income) the standalone statement of changes in equity and the standalone statement of cash flows dealt with by this Report are in agreement with the books of account.

d. Except for possible effects of the matter described in the “Basis for Qualified opinion” paragraph above in our opinion the aforesaid standalone financial statements comply with the Ind AS specified under section 133 of the Act.

e. the matter described in the “Basis for Qualified opinion” paragraph and the “Emphasis of Matter” paragraphs above in our opinion may have an adverse effect on the functioning of the Company.

f. on the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of Directors none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section 164(2) of the Act.

g. the qualification relating to maintenance of accounts and other matters connected there with are as stated in the “Basis for Qualified opinion” paragraph above.

h. With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls refer to our separate Report in “Annexure B”.

(B) 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 as at March 31, 2023 on its financial position in its standalone financial statements - Refer Note 43 to the standalone financial statements;

ii. the Company did not have any longterm contracts including derivative contracts for which there were any material foreseeable losses;

iii. there were no amounts which were required to be transferred to the Investor education and protection Fund by the Company;

iv. (a) the management has

represented that, to the best of its knowledge and belief, other than as disclosed in the note

44(i) to the standalone financial statements, 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; statements;

(b) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the note 44 (ii) to the standalone financial statements, 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 subclause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

(d) No dividend has been declared or paid during the year by the Company.

(C) With respect to the matter to be included in the Auditors'' Report under section 197(16): In our opinion and according to the information and explanations given to us the remuneration paid by the company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. the Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

(D) Since Rule 3(1) of the Companies (Accounts) Rules, 2014 is not applicable as on 31^st March, 2023 we have nothing to comment upon the compliance requirements as per Rule 11(g) of Companies ( Audit and Auditors) Rules, 2014.

For S. Guha & Associates For SEN & RAY

Chartered Accountants Chartered Accountants

Firm Registration No. 322493E Firm Registration No. 030347E

CA Sourabh Mitra CA Rakesh Kumar Kogta

partner partner

Membership No. 308743 Membership No. 122300

uDIN: 23308743BGuLYG4498 uDIN: 23122300BGuKKD4602

Mumbai Mumbai

May 30, 2023 May 30, 2023

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Mar 31, 2018

REPORT ON THE FINANCIAL STATEMENTS

We have audited the accompanying (standalone) financial statements of Kisan Mouldings Limited (“the Company”) which comprise the Balance Sheet as at March 31 2018, the Statement of Profit and Loss, 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 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 madethereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by 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 March 31, 2018, and its Loss and its Cash Flow for the year ended on that date.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), as amended, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

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

c. The Balance Sheet, 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 standalone financial statements of the comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. On the basis of written representations received from the directors as on March 31, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.

g. 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 44 to the financial statements;

ii. The Company did not have any long termcontracts for which there were any material foreseeable losses.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

“ANNEXURE A” TO THE INDEPENDENT AUDITORS’ REPORT

Referred to in paragraph 1 under the heading ‘Report on Other Legal & Regulatory Requirement’ of our report of even date to the financial statements of the Company for the year ended March 31, 2018:

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

(b) The Fixed Assets have been physically verified by the management in a phased manner which in our opinion is reasonable having regard to the size of the company and nature of its business. Pursuant to the program, a portion of the fixed asset has been physically verified by the management during the year and no material discrepancies between the books records and the physical fixed assets have been noticed.

(c) The title deeds of immovable properties are held in the name of the company. Except two immovable properties acquired under the scheme of merger.

2.(a) The management has conducted the physical verification of inventory reasonable intervals.

(b) The discrepancies noticed on physical verification of the inventory as compared to books records which has been properly dealt with in the books of account were not material.

3. According to information & explanations given to us and based upon audit procedures conducted by us, The Company has not granted any loans,secured or unsecured to companies, firms, Limited liability Partnership or other parties covered in the register maintained under section 189 of the companies Act, 2013.

4. In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and 186 of the Companies Act, 2013.

5. The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable.

6. We have broadly reviewed the books of accounts maintained by the company in respect of products where pursuant to rules made by the central government, the maintenance of cost records have been prescribed under section 148(1) of the act. We are of opinion that prima facie the prescribed accounts and records have been made and maintained. The contents of these accounts and records have not been examined by us.

7.(a) According to information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-Tax, Sales tax, Service Tax, Duty of Customs, Duty of Excise, Value added Tax, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2018 for a period of more than six months from the date on when they become payable except Indirect taxes of Rs 218.32 lakh.

b) According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax outstanding on account of any disputes, except as mentioned below:

Name of the statute	Nature of Dues	Amount in lacs	Period to which amount relates	Forum where dispute is pending
The Central Sales Tax				DY. COM. SALES TAX (APPEAL) NAVI MUMBAI,
Act 1956 and Sales Tax /	VAT, CST,	8650.20	1993 TO 2014	DY. AND ASST. COMMISSIONER OF SALES TAX, DC/
Vat/ Entry Act of Various	ENTRY TAX			APPEAL SALES TAX, PALGARH, DC SALES TAX BELAPUR
States				NODEL OFFICE, JC APPEALS SALES TAX BHAYANDAR
				COMMISSIONER CENTRAL EXCISE, RAIGAD, DY.
				COMMISSIONER OF ALIBAUG DIVISION, A.C. DIVISION
The Central Excise Act,	EXCISE DUTY,	2191.14	1998 TO 2015	SILVASSA, ADD. DIRECTOR GENERAL OF CENTRAL
1944	SERVICE TAX			EXCISE INTELLIGENCE, ADD. COMMISSIONER VAPI, D.C. DIV.-IV SILVASSA, ADDL. COMMISSIONER THANE-ii, ASSISTANT & DEPUTY COMMISSIONER

8. In our opinion and according to the information and explanations given to us, the Company has defaulted in the repayment of dues to banks as mentioned below. The company did not have any outstanding dues to debenture holders during the year.

1 Name Of Lender	Amount (in Lakhs)	Delay In Days	Remarks if Any
Cholamandalam Investment and Finance Co. Ltd	1.23	1 to 11	Vehicle loan
Dailmer Financial Services India Private Limited	2.36	1 to 22	Vehicle loan
Union Bank Of India	116.32	1 to 90	Term Loan
Punjab National Bank	305.65	1 to 106	Term Loan
Industrial Development Banks Of India (IDBI)	337.32	1 to 65	Term Loan
Industrial Credit and Investment Corporation of India (ICICI)	385.31	1 to 60	Term Loan
Shamrao Vithal Co-operative Bank	322.06	1 to 28	Term Loan
The Housing Development Finance Corporation (HDFC)	11.17	1 to 26	Vehicle loan
Kotak Mahindra Bank	1.71	1 to 14	Vehicle loan
Mahindra And Mahindra Financial Services Ltd.	5.76	1 to 23	Vehicle loan
Industrial Credit and Investment Corporation of India (ICICI)	0.53	1 to 7	Vehicle loan

9. Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.

10. Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its officers or employees has been noticed or reported during the year.

11. Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act;

12. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of the Order are not applicable to the Company.

13. In our opinion, all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.

14. Based upon the audit procedures performed and the information and explanations given by the management, the company has made preferential allotment of 50,00,000 shares during the year under review and the money raised from the issue has been utilized for the purpose for which shares has been issued.

15. Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.

16. In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the Company and hence not commented upon.

“ANNEXURE B” TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF KISAN MOULDINGS LIMITED “THE COMPANY”

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (“THE ACT”)

We have audited the internal financial controls over financial reporting of Kisan Mouldings Limited (“the Company”) as of March 31, 2018 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company’s management is responsible for establishing and maintaining internal financial controls .These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS’ RESPONSIBILITY

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of un authorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINION

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.

For and on behalf of

ADV & Associates

Chartered Accountants

FRN:- 128045W

Sd/-

Ankit Rathi

Partner

M. No.- 162441

Place: Mumbai

Date: 21^st May, 2018

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Mar 31, 2016

Independent Auditor''s Report

To the Members of,

Kisan Mouldings Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Kisan Mouldings Limited (''the Company''), which comprise the balance sheet as at March 31,2016, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the 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 of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements. Opinion In our opinion and to the best of our information and according to the explanations given to us.

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 March 31, 2016 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the order.

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 March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B"; and

(g) With respect to the other matters to be included in the Auditor''s Report in accordance with 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

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 statements;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

The Annexure referred to in Independent Auditors'' Report to the members of the Company on the standalone financial statements for the year ended March 31, 2016, we report that:

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

(b) The Company has a regular programme of physical verification of its fixed assets. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.

(ii) As explained to us, inventories were physically verified by the management at the end of the year and discrepancies noticed on verification of physical stocks and book records were not material.

(iii) The Company has granted Interest free Loans amount of Rs. 341.20 Lakhs [P.Y. 346.42 Lakhs] to Kisan Irrigation And Infrastructure Limited [Formerly Known as Kisan irrigation Ltd] covered in the register maintained under section 189 of the Companies Act, 2013 (''the Act'').

iv) In our opinion and according to the information and explanations given to us, the Company has not made any investment under provisions of section 185 and 186 of the Act, with respect to the loans and investments.

(v) The Company has not accepted any deposits in contravention of section 73 and 76 and any other relevant provision of Companies Act 2013.

(vi) We have broadly reviewed the books of accounts maintained by Company in respect of products where pursuant to Rules made by Central Government, the maintenance of cost records have been prescribed under section 148(1) of the Act. We are of opinion, that prima facie the prescribed accounts and records have been made and maintained. The contents of these accounts and records have not been examined by us.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income-tax, sales tax, value added tax, duty of customs, service tax, cess and other material statutory dues have been not regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company having no any dues on account of employees'' state insurance, duty of excise, provident fund and custom duty. According to the information and explanations given to us, undisputed amounts payable in respect of sales tax, value added tax and service tax having 189.34 Crore dues were in arrears as at March 31, 2016 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no material dues of duty of customs which have not been deposited with the appropriate authorities on account of any dispute. However, according to information and explanations given to us, the following dues of income tax, sales tax, duty of excise, service tax and value added tax have not been deposited by the Company on account of disputes:-

Name of the Statute	Nature of Dues	Disputed Amt. (Rs.In Lakhs)	Financial Year	Forum where dispute is pending
MPCT Act	Sales Tax	3.02	1997-98	Dy. Commissioner of Sales Tax
CST Act	Central Sales Tax	.65	1997-98	Dy. Commissioner of Sales Tax
ENTRYTAX	Entry Tax	.01	1997-98	Dy. Commissioner of Sales Tax
MPCT Act	Sales Tax	3.29	1998-99	Dy. Commissioner of Sales Tax
ENTRYTAX	Entry Tax	.99	1998-99	Dy. Commissioner of Sales Tax
MPCT ACT	Sales Tax	(.64)	1998-99	Dy. Commissioner of Sales Tax
CST Act	Central Sales Tax	5.39	1998-99	Dy. Commissioner of Sales Tax
ENTRYTAX	Entry Tax	1.16	1998-99	Dy. Commissioner of Sales Tax
MPCT Act	Sales Tax	.18	2006-07	Dy. Commissioner of Sales Tax
CST Act	Central Sales Tax	0.73	2006-07	Dy. Commissioner of Sales Tax
ENTRYTAX	Entry Tax	0.01	2006-07	ASST.Commissioner of Sales Tax
Bombay Sales Tax Act	Sales Tax	160.93	2004-05	Office ofthe Deputy Commissioner, Palghar
Central Sales Tax Act	Central Sales Tax	226.22	2004-05	Office ofthe Deputy Commissioner, Palghar
Bombay Sales Tax Act	Sales Tax	226.87	1993-94	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Central Sales Tax Act	Central Sales Tax	14.81	1993-94	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	1.74	1996-97	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	1.04	1996-97	Dy. Com. Sales Tax(Appeal) Navi Mumbai
The Bombay Sales Tax Act	Sales Tax	11.00	1997-98	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	1.99	1997-98	Dy. Com. Sales Tax(Appeal) Navi Mumbai
The Bombay Sales Tax Act	Sales Tax	37.02	1998-99	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	17.96	1998-99	Dy. Com. Sales Tax(Appeal) Navi Mumbai
The Bombay Sales Tax Act	Sales Tax	36.66	1999-00	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	4.43	1999-00	Dy. Com. Sales Tax(Appeal) Navi Mumbai
****CST Act	Sales Tax	35.70	2000-01	Dv. Com. Sales Tax(Appeal) Navi Mumbai
*****Bombay Sales Tax Act	Sales Tax	31.65	2000-01	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	120.85	2001-02	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	57.27	2001-02	Dy. Com. Sales Tax(Appeal) Navi Mumbai
******Bombay Sales Tax Act	Sales Tax	24.64	2002-03	Dy. Com. Sales Tax(Appeal) Navi Mumbai
*******CST Act	Central Sales Tax	31.93	2002-03	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	15.04	2002-03	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	178.01	2002-03	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	17.57	2003-04	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	4.10	2003-04	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	38.82	2003-04	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	12.30	2003-04	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Bombay Sales Tax Act	Sales Tax	241.97	2004-05	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	6.92	2004-05	Dy. Com. Sales Tax(Appeal) Navi Mumbai
Name of the Statute	Nature of Dues	Disputed Amt. (Rs. In Lakhs)	Financial Year	Forum where dispute is pending
Bombay Sales Tax Act	Sales Tax	200.91	2004-05	Dy. Com. Sales Tax(Appeal) Navi Mumbai
CST Act	Central Sales Tax	13.46	2004-05	Dy. Com. Sales Tax(Appeal) Navi Mumbai
# Excise & Service Tax Act	Excise & Service Tax	1832.66	1998-99 to 12-13	First Appellate Authority
# Excise & Service Tax Act		363.08		Vadodara Appellate Tribunal. Gujrat

****Against these- the Company has paid Rs.2.00 Lakhs as differential VAT payment.

*****Against these- the Company has paid Rs.2.00 Lakhs as differential CST payment.

******Against these- the Company has paid Rs.50 Lakhs as differential CST payment.

*******Against these- the Company has paid Rs.50 Lakhs as differential CST payment.

# Against the disputed amount in respect of excise duty and service tax of Kisan Mouldings Limited for the period 1998-99 to 2012-13 amounts to Rs.2195.75 Lakhs, Company have paid amount of Rs.107.54/-Lakhs

(viii) The Company does not have any borrowings from any financial institution, banks, government or debenture holders other than vehicle loan during the year.

(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.

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

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

(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable.

(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not raise money through the Preferential issue or Private placement of share.

(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.

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

For Mittal & Associates

Chartered Accountants

Firm''s registration number: 106456W

Date: May 23, 2016 Hemant Bohra

Place: Mumbai Partner

Membership No.: 165667

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Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying financial statements of Kisan Mouldings Limited ('the Company'), which comprise the Balance Sheet as at 31st March, 2015, the statement of Profit and Loss, the cash flow statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting the frauds and other irregularities; selection and application of appropriate accounting policies; making 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 financial statements based on our audit. We have taken into account the provisions of the Act and the Rules made there under including the accounting and auditing standards and matters which are required to be included in the audit report.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered accountants of India. Those Standards & pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

In the case of Balance sheet, of the state of affairs of the Company as at 31st March, 2015;

In the case of statement of profit and loss, of the Loss of the company for the year ended on that date; and

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

Other Matter

Refer to Note No. 11, under the fixed Assets, the Company has continued the Charging of depreciation as per Schedule XIV of Companies Act, 1956. Our Report is not qualified / modified in respect of above matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

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

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

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

(c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31st March ,2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015, from being appointed as a director in terms of Section 164 (2) of the Act; 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 no. 32 to the financial statements;

(ii) The Company did not have any long-term contracts for which there were any material foreseeable losses.

(iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date to the members of KISAN MOULDINGS LIMITED on the financial statement for the Year ended 31st March, 2015.

(i) In respect of its fixed assets:

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

(b) As explained to us, the fixed assets have been physically verified by the management during the year, 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.

(ii) In respect of its inventories:

(a) As explained to us, inventories were physically verified by the management at the end of the year. In our opinion, the frequency of verification is reasonable.

(b) As per the information given to us, the procedures of physical verification of inventories followed by management are, in our opinion, reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to Companies, firms and other parties except to a group company covered in the register maintained under section 189 of the Companies Act, 2013('the Act')

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the informed internal control systems.

(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposit in contravention of section 73 to section 76 or any other relevant provision of the Companies Act, 2013 and Companies (Acceptance of Deposits) Rules, 2014. As informed to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any other Court or tribunal.

(vi) We have broadly reviewed the books of accounts maintained by the Company in respect of products where, pursuant to the Rules made by the Central Government, the maintenance of cost records has been prescribed under section 148(1) of the Act. We are of the opinion, that prima facie the prescribed accounts and records have been made and maintained. The contents of these accounts and records have not been examined by us.

(vii) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the company is regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty and other statutory dues with the appropriate authorities. There are no undisputed amounts outstanding in respect of Sales tax, provident fund, employees state insurance, Professional Tax investor education and protection fund, income tax, wealth tax, service tax, custom duty, excise duty and other statutory dues outstanding as at 31st March, 2015 for a period of more than six months from the date they became payable.

According to the information and explanations given to us and the records of the Company examined by us, following are the particulars of disputed amounts outstanding in respect of Income Tax, Sales Tax/Wealth Tax/ Service Tax/Custom Duty/Excise Duty as at 31st March, 2015.

Name of the Nature of Dues Disputed Amt. Financial Statute (Rs. In Lacs) Year

MPCT Act Sales Tax 3.02 1997-98

CST Act Central Sales Tax .65 1997-98

ENTRY TAX Entry Tax .01 1997-98

MPCT Act Sales Tax 3.29 1998-99

ENTRY TAX Entry Tax .99 1998-99

MPCT ACT Sales Tax (.64) 1998-99

CST Act Central Sales Tax 5.39 1998-99

ENTRY TAX Entry Tax 1.16 1998-99

MPCT Act Sales Tax .18 2006-07

CST Act Central Sales Tax 0.73 2006-07

ENTRY TAX Entry Tax 0.01 2006-07

*KVAT Karnataka Value 3.30 2005-06 Added Tax

**KVAT Karnataka Value 6.99 2006-07 Added Tax

***KVAT Karnataka Value 8.83 2007-08 Added Tax

Bombay Sales Tax Sales Tax 160.93 2004-05 Act

Central Sales Tax Central Sales Tax 226.22 2004-05 Act

Bombay Sales Tax Sales Tax 226.87 1993-94 Act

Central Sales Tax Central Sales Tax 14.81 1993-94 Act

Bombay Sales Tax Sales Tax 1.74 1996-97 Act

CST Act Central Sales Tax 1.04 1996-97

Bombay Sales Tax Sales Tax 11.00 1997-98 Act

CST Act Central Sales Tax 1.99 1997-98

Bombay Sales Tax Sales Tax 37.02 1998-99 Act

CST Act Central Sales Tax 17.96 1998-99

Bombay Sales Tax Sales Tax 36.66 1999-00 Act

CST Act Central Sales Tax 4.43 1999-00

****CST Act Sales Tax 35.70 2000-01

*****Bombay Sales Tax 31.65 2000-01 Sales Tax Act

Bombay Sales Tax Sales Tax 120.85 2001-02 Act

CST Act Central Sales Tax 57.27 2001-02

******Bombay Sales Tax 24.64 2002-03 Sales Tax Act

*******CST Act Central Sales Tax 31.93 2002-03

Bombay Sales Tax Sales Tax 15.04 2002-03 Act

CST Act Central Sales Tax 178.01 2002-03

Bombay Sales Tax Sales Tax 17.57 2003-04 Act

CST Act Central Sales Tax 4.10 2003-04

Bombay Sales Tax Sales Tax 38.82 2003-04 Act

CST Act Central Sales Tax 12.30 2003-04

Bombay Sales Tax Sales Tax 241.97 2004-05 Act

CST Act Central Sales Tax 6.92 2004-05

Bombay Sales Tax Sales Tax 200.91 2004-05 Act

CST Act Central Sales Tax 13.46 2004-05

# Excise & Service Excise & Service 1285.90 1998-99 Tax Act Tax

361.17 to 2012- 13

Name of the Statute Forum where dispute is pending

MPCT Act Dy. Commissioner of Sales Tax

CST Act Dy. Commissioner of Sales Tax

ENTRY TAX Dy. Commissioner of Sales Tax

MPCT Act Dy. Commissioner of Sales Tax

ENTRY TAX Dy. Commissioner of Sales Tax

MPCT ACT Dy. Commissioner of Sales Tax

CST Act Dy. Commissioner of Sales Tax

ENTRY TAX Dy. Commissioner of Sales Tax

MPCT Act Dy. Commissioner of Sales Tax

CST Act Dy. Commissioner of Sales Tax

ENTRY TAX ASST. Commissioner of Sales Tax

KVAT Karnataka Appellate Tribunal, Bangalore

KVAT Karnataka Appellate Tribunal, Bangalore

KVAT Karnataka Appellate Tribunal, Bangalore

Bombay Sales Tax Act Office of the deputy commissioner, Palghar

Central Sales Tax Act Office of the deputy commissioner, Palghar

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Central Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

****CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

*****Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

******Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

********CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

Bombay Sales Tax Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

CST Act Dy. Com. Sales Tax(Appeal) Navi Mumbai

# Excise & Service Tax Act First Appellate Authority

Vadodara Appellate Tribunal. Gujrat

*Against these- the Company has paid Rs. 3.30 Lacs as differential VAT payment.

**Against these- the Company has paid Rs. 6.99 Lacs as differential VAT payment.

***Against these- the Company has paid Rs. 8.83 Lacs as differential VAT payment.

****Against these- the Company has paid Rs. 2.00 Lacs as differential VAT payment.

*****Against these- the Company has paid Rs. 2.00 Lacs as differential CST payment.

******Against these- the Company has paid Rs. .50 Lacs as differential CST payment.

*******Against these- the Company has paid Rs. 50 Lacs as differential CST payment.

# Against the disputed amount in respect of excise duty and service tax of Kisan Mouldings Limited for the period 1998-1999 to 2012-2013 amounts to Rs. 1647.05 Lacs, company have paid amount of Rs. 73.29/-Lacs

(viii) The Company has no accumulated losses as at 31st March, 2015, but incurred cash loss amounting of Rs. 2397.95 lacs during the financial year ended on that date or in the immediately preceding financial year.

(ix) According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institutional.

(x) In our opinion, and according to the information and explanation given to us, the company has not given guarantee for any loans taken by others from banks or financial institutions.

(xi) In our opinion and according to the information and explanations given to us, on an overall basis the term loans have been applied for the purpose for which they were obtained.

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

For Mittal & Associates

Chartered Accountants

Firm's registration number: 106456W

M. Mehta

Partner

Membership number: 042990

Date: 25th May, 2015

Place: Mumbai

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Mar 31, 2014

We have audited the accompanying financial statements of KISAN MOULDINGS LIMITED, which comprise the Balance Sheet as at 31st March, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year 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) read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITORS'' RESPONSIBILITY

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''sjudgment, 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 the 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 aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor''s Report) Order, 2003 (the Order) issued by the Central

Government of India in terms of Section 227(4A) 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, 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 Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

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

ANNEXURE TO AUDITORS'' REPORT THE MEMBERS OF, KISAN MOULDINGS LIMITED

Referred to in paragraphl under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date to the members of KISAN MOULDINGS LIMITED on the financial statement for the Year ended 31st March, 2014.

(i) In respect of its fixed assets:

(a) The Company is maintaining proper records to show full particulars, including Quantitative details and situation of all fixed assets.

(b) As explained to us, the fixed assets have been physically verified by the management during the year, 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) The Company has not disposed off any substantial part of its fixed assets so as to affect its going concern status.

(ii) In respect of its inventories:

(a) As explained to us, inventories were physically verified by the management at the end of the year. In our opinion, the frequency of verification is reasonable.

(b) As per the information given to us, the procedures of physical verification of inventories followed by management are, in our opinion, reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) (a) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to Compan -ies, firms and other parties except to a group company covered in the register maintained under section 301 of the Companies Act, 1956.

(b) The maximum amount involved during the year and year end balance of such unsecured loan is Rs. 592.30/- Lacs and Rs. 466.51/-Lacs respectively

(c) In our opinion terms & conditions of such loan are not prima facie prejudicial to the interest of the Company

(d) The Company is regular in receiving of principal amount wherever stipulated.

(e) According to the information and explanations given to us, the Company has taken unsecured loans from related parties covered in the register maintained under section 301 of the Companies Act, 1956.

(f) The maximum amount involved during the year and year end balance of such unsecured loan is Rs. 642.34/ - Lacs and Rs. 125.53/ - Lacs respectively

(g) In our opinion terms & conditions of such loan are not prima facie prejudicial to the interest of the Company

(h) The Company is regular in payment of principal amount wherever stipulated.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the informed internal control systems.

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements that need to be entered into the Register maintained under section 301 of Act have been entered.

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

(v) The Company has not accepted any deposits from the public to which the provisions of sections 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under would apply.

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

(viii) We have broadly reviewed the books of account maintained by the Company in respect of products where, pursuant to the Rules made by the Central Government, the maintenance of cost records has been prescribed under section 209(1) (d) of the Act. We are of the opinion, that prima facie the prescribed accounts and records havebeen made and maintained. The contents of these accountsand records have not been examined by us.

(ix) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the company is regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty,excise duty and other statutory dues with the appropriate authorities. There are no undisputed amounts outstanding in respect of Sales tax, provident fund, employees state insurance, Professional Tax investor education and protection fund, income tax, wealth tax, service tax, custom duty, excise duty and other statutory dues outstanding as at 31st March 2014 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and the records of the Company examined by us, Following are the particulars of disputed amounts outstanding in respect of Income Tax, Sales Tax/Wealth Tax/Service Tax/Custom Duty/Excise Duty as at 31st March 2014.

Name of the Nature of Dues Disputed Amt. Financial Forum where Statute (InLacs) Year dispute is pending

MPCT Act Sales Tax 3.03 1997-98 Dy. Commissioner of Sales Tax CST Act Central Sales .65 1997-98 Dy. Commissioner Tax of Sales Tax

MPCT Act Sales Tax 4.80 1998-99 Dy. Commissions of Sales Tax (Revision)

CST Act Central Sales 5.39 1998-99 Dy. Commissioner Tax of Sales Tax (Revision)

MPCT Act Sales Tax .20 2006-07 Dy. Commissioner of Sales Tax (Revision)

CST Act Tax Central Sales 0.73 2006-07 Dy.Commissioner Tax of Sales Tax (Revision)

Karnataka KVAT Value Added 3.30 2005-06 Karnataka Tax Appellate Tribunal, Bangalore

Karnataka KVAT Value Added 6.99 2006-07 Karnataka Tax Appellate Tribunal, Bangalore

Karnataka KVAT Value Added 8.83 2007-08 Karnataka Tax Appellate Tribunal, Bangalore

The Bombay Sales Tax 1.74 1996-97 Dy. Com, Sales Sales Tax Act Tax (Appeal) Navi Mumbai

CST Act Central Sales 1.04 1996-97 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 11.00 1997-98 Dy. Com, Sales Sales Tax Act Tax (Appeal) Navi Mumbai

CST Act Central Sales 1.99 1997-98 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 37.02 1998-99 Dy. Com, Sales Sales Tax Act Tax (Appeal) Navi Mumbai

CST Act Central Sales 17.96 1998-99 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai The Bombay Sales Tax 36.66 1999-00 Dy. Com, Sales Sales Tax Act Tax (Appeal) Navi Mumbai

CST Act Central Sales 4.43 1999-00 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

****CST Act Sales Tax 35.70 2000-01 Dy. Com. Sales Tax (Appeal) Navi Mumbai

*****The Sales Tax 31.65 2000-01 Dy. Com. Sales Bom- bay Tax (Appeal) Sales Tax Navi Mumbai

The Bombay Sales Tax 120.85 2001-02 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 57.27 2001-02 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

****** The Sales Tax 24.64 2002-03 Dy. Com. Sales Bombay Tax (Appeal) Sales Tax Navi Mumbai Act

*******CST Central Sales 31.93 2002-03 Dy. Com. Sales Act Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 15.04 2002-03 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 178.01 2002-03 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 17.57 2003-04 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 4.10 2003-04 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 38.82 2003-04 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 12.30 2003-04 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 241.97 2004-05 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 6.92 2004-05 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

The Bombay Sales Tax 200.91 2004-05 Dy. Com. Sales Sales Tax Tax (Appeal) Act Navi Mumbai

CST Act Central Sales 13.46 2004-05 Dy. Com. Sales Tax Tax (Appeal) Navi Mumbai

Income Tax Income Tax 14.46 A.Y. 2008- Joint Commis Mumbai sioner of Income

# Excise & Excise & Ser- 1340.63 1998-99 to First Authority Ser- vice Tax 2012-13 viceTax . Act

# Excise 361.17 Vadodara & Ser- Appellate vice Tribunal, Tax Act Gujarat



*Against these - the Company has paid Rs. 3.30 Lacs as differential VAT payment.

**Against these - the Company has paid Rs. 6.99 Lacs as differential VAT payment.

***Against these - the Company has paid Rs. 8.83 Lacs as differential VAT payment.

****Against these - the Company has paid Rs. 2.00 Lacs as differential VAT payment.

*****Against these - the Company has paid Rs. 2.00 Lacs as differential CST payment.

******Against these - the Company has paid Rs. 0.50 Lacs as differential CST payment.

*******Against these - the Company has paid Rs. 0.50 Lacs as differential CST payment.

# Against the disputed amount in respect of excise duty and service tax of Kisan Mouldings Limited for the period 1998-99 to 2012-13 amounts to Rs. 1701.80 Lacs, company have paid Amount of Rs. 73.29/- Lacs

(x) . The Company has no accumulated losses as at 31st March 2014, and it has not incurred any cash losses during the financial year ended on that date or in the immediately preceding financial year.

(xi) . According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institutional.

(xii) According to the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statute applicable to chit fund/nidhi/mutual benefit fund/societies are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not dealer or trader in securities.The Company has not invested surplus funds in marketable securities and mutual funds.

(xv) In our opinion, and according to the information and explanation given to us, the company has not given guarantee for any loans taken by others from banks or financial institutions

(xvi) In our opinion and according to the information and explanations given to us, on an overall basis the term loans have been applied for the purpose for which they 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 no funds raised on short-term basis have been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(xix) The Company has not issued any debentures; accordingly, the question of creating a security for such debentures does not arise.

(xx) The Company has not raised any money by public issue during the year.

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

For and on Behalf of MITTAL & ASSOCIATES Chartered Accountants (Firm Registration No.106456W)

M. Mehta Date: 28th May, 2014 Partner Place: Mumbai M. No. 42990

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Mar 31, 2012

1. We have audited the attached Balance Sheet of KISAN MOULDINGS LIMITED, as at 31st March, 2012, the Statement of Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the 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 statements presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub section (4A) of the 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.

4. Furtherto ourcomments in the Annexure referred to in paragraph 3 above, we report that:

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

(b) In our opinion, proper books of account as required by the law have been kept by the Company so far as appears from ourexaminations of those books;

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

(d) In ouropinion, the Balance Sheet, Statement of Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the applicable 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 director of Company, as on March 31, 2012 and taken on record by the Board of Directors of the Company, none of directors is disqualified as on March 31, 2012 from being appointed as the director in term of clause (g) of sub-section (1) of section 274(1) of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and read together with note no. 34, 35 and 36 annexed herewith, gives a true and fair view in conformity with the accounting principals generally accepted in India:

(i) In the case of the balance sheet, of the state of affairs of the company as at 31 st March, 2012;

(ii) In the case of the Statement of Profit and Loss Account, of the 'Profit' forthe year ended on that date; and.

(iii) In the case of Cash Flow statement, of the cash flows forthe year ended on that date.

ANNEXURE TO AUDITORS' REPORT TO THE MEMBERS OF KISAN MOULDINGS LIMITED

Referred to in paragraph 3 of the Auditor's Report of even date to the members of Kisan Mouldings Limited on the financial statements forthe year ended 31st March 2012,

i. In respect of its fixed assets

a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b) The fixed assets are physically verified by the management, which in our opinion is reasonable having regard to the size of the company and the nature of its assets. Pursuant to above verification no material discrepancies between the book records and the physical inventory have been noticed.

c) No substantial part of fixed assets has been disposed off by the Company during the year.

ii. In respect of its inventory

a) As explained to us, inventories were physically verified by the management at the end of the year. In ouropinion, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In ouropinion and according to the information and explanations given to us, Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

iii. In Respect of Loans, secured or unsecured, granted or taken by the company to/ from companies, firms or other parties covered in the register maintained under section 301 of Companies Act, 1956.

a) The Company has granted loan to parties covered in the register maintained under Section 301 of the Companies Act, 1956 and the maximum outstanding balance isRs. 0.14/- Lacs paid off during the year.

b) In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and otherterms and conditions are not prima facie prejudicial to the interest of the company.

c) The company is regular in receipt of principal amount and interest wherever stipulated.

d) There is no overdue more than Rs. 100000/- from such parties.

e) The Company has taken unsecured loans from Fourteen parties covered in the register maintained under section 301 of the Companies Act, 1956.

f) The maximum amount involved during the year and year end balance of such unsecured loan is Rs. 6051,237/-Lacs and Rs. 191.032/- Lacs respectively.

g) In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interests of the company.

h) The Company is regular in payment of principal amount and interest wherever stipulated.

iv. 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 and fixed assets and for the sale of goods. During the course of our audit no major weaknesses has been noticed in the internal controls.

v. (a) According to information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that need to be entered into register in pursuance of section 301, of the Act, have been so entered.

(b) In our opinion and according to the information and explanations given to us the transactions of purchases of goods and materials and sale of goods, material and services, made in pursuance of contracts and arrangements entered in register maintained under Section 301 of the Companies Act 1956, and exceeding the value of rupees five lakhs in respect of any party during the year have been made on credit basis, at prices which are reasonable having regard to prevailing market prices at the relevant time.

vi In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public within the meaning of Section 58Aand 58AAor any other relevant provisions of the Companies Act 1956 and the rules framed there under. Hence clause (vi) of the order is not applicable.

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

viii. We have been informed that the maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956.

ix. a) According to the information and explanations given to us and according to the books and records as produced and examined by us, in our opinion, the undisputed statutory dues including Provident Fund, Investors Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other material statutory dues as applicable have generally been regularly deposited by the company during the year with the appropriate authorities, there are no arrears of outstanding statutory dues as mentioned above as at 31st March, 2012 for the period of more than six months from the date they became payable.

b) As at March 31,2012, according to the records of the Company and the information and explanations given to us, the following are the particulars of disputed dues on account of Sales Tax, matters that have not been deposited on account of a dispute:

Name of the Nature of the dues Disputed In Rs. amount relates Forum where Dispute is Statute pending

* MPCT Act Sales Tax Rs.17,15,634 1997-98 Dy. Commissioner of Sales Tax

* CST Act Central Sales Tax Rs.2,52,771 1997-98 Dy. Commissioner of Sales Tax

MPCT Act Sales Tax Rs.4,45,281 1998-99 Dy. Commissioner of Sales Tax (Revision)

** CST Act Central Sales Tax Rs.4,84,309 1998-99 Dy. Commissioner of Sales Tax (Revision)

MPCT Act Sales Tax Rs.12,07,275 2002-03 Dy. Commissioner of Sales Tax (Revision)

CST Act Central Sales Tax Rs.83,711 2002-03 Dy. Commissioner of Sales Tax (Revision)

***KVAT Karnataka Value Rs.3,30,224 2005-06 Karnataka Appellate Added Tax Tribunal, Bangalore

RST Rajasthan Sales Tax Rs.6,46,883 2006-07 Additional Commissioner Anti Evasion Commercial Tax, Zone-I, Jaipur

RST Rajasthan Sales Tax Rs.1,64,659 2007-08 Additional Commissioner Anti Evasion Commercial Tax, Zone-I, Jaipur

****KVAT Karnataka Value Rs.6,99,951 2006-07 Karnataka Appellate Added Tax Tribunal, Bangalore

*****KVAT Karnataka Value Rs.8,83,447 2007-08 Karnataka Appellate Added Tax Tribunal, Bangalore

Income Tax Income Tax Mumbai Rs.12,47,263 A.Y. 2006-07 Commissioner of Income Tax (APPEALS)-16 Mumbai

******Income Tax Income Tax Mumbai Rs.21,39,934 A.Y. 2008-09 Joint Commissioner of Income Tax (OSD) 8(2), Mumbai FBT Rs.3,27,338 A.O. Mumbai

*Against these- the Company has paid Rs. 1,37,400 as part payment.

** Against these- the company has paid Rs. 1, 54,000 as part payment.

*** Against these - the company has paid X 3, 30,224 as differential VAT payment.

**** Against these - the company has paid Rs. 6, 99,951 as differential VAT payment ***** Against these - the company has paid Rs. 8, 83,447 as differential VAT payment.

****** Against these -the company has paid Rs. 5,50,000 for income tax demand and Rs. 2,20,000 for FBT demand

x. The company does not have accumulated losses as at 31 st March 2012 and has not incurred any cash losses during the financial year ended on that date or 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 its dues to a financial institution, bankordebenture holders, during the year.

xii. In ouropinion and according to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of share, debentures and other securities.

xiii. The provisions of any special statute as specified under clause (xiii) of the order are not applicable to the company.

xiv. In our opinion, the Company is not a dealer or trader in shares, securities, debentures and other investments.

xv. According to the information and explanations givens to us, the company has not given any guarantees for loans taken by others from banks or financial institutions, the term and conditions, whereof, in ouropinion, are prejudicial to the interest of the company.

xvi. The company has raised new term loans during the year. The term loans outstanding at the beginning of the year and those raised during the year have been applied forthe purpose forwhich they were raised.

xvii. On the basis of an overall examination of the balance sheet of the company, in our opinion and according to the information and explanations given to us, we are of the opinion that there are no funds raised on short term basis that have been used for long term investment.

xviii. The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

xix. The company has not issued any debentures.

xx. The Company has not raised any money by public issue during the year.

xxi. According to the information and explanations given to us, during the year, no fraud on or by the company has been noticed or reported.

For Mittal & Associates

Chartered Accountants

Registration No. 106456W

M. Mehta

Partner

Membership No.: 42990

Place: Mumbai

Date: May 30, 2012.

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Mar 31, 2011

1. We have audited the attached Balance Sheet of KISAN MOULDINGS LIMITED, as at 31st March, 2011 and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These Financial Statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the 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 Statements presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub section (4A) of the 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.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

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

(b) In our opinion, proper books of account as required by the law have been kept by the Company so far as appears from our examinations of those books;

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

(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the applicable accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 except compliance with Accounting Standard - 15, Employee Benefits for the provision of gratuity.

(e) On the basis of written representations received from the director of Company, as on March 31, 2011 and taken on record by the Board of Directors of the Company, none of directors is disqualified as on March 31, 2011 from being appointed as the director in term of clause (g) of sub-section (1) of section 274(1) of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and read together with note no.15 & note no. 16 of schedule 22 annexed herewith, gives a true and fair view in conformity with the Accounting Principles generally accepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011;

(ii) In the case of the Profit and Loss Account, of the 'Profit' for the year ended on that date; and

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

ANNEXURE TO AUDITORS' REPORT TO THE MEMBERS OF KISAN MOULDINGS LIMITED

Referred to in paragraph 3 of the Auditor's Report of even date to the members of Kisan Mouldings Limited on the

Financial Statements for the year ended 31st March 2011.

i. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b) The fixed assets are physically verified by the management, which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to above verification no material discrepancies between the book records and the physical inventory have been noticed.

c) No substantial part of fixed assets has been disposed off by the Company during the year.

ii. In respect of its inventory:

a) As explained to us, inventories were physically verified by the management at the end of the year. In our opinion, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us, Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

iii (a) the Company has granted loan to one party covered in the register maintained under Section 301 of the Companies Act, 1956 and maximum amount involved during the year was ` 0.14/- Lacs and year end balance of loan granted to such parties was ` 0.14/- Lacs.

(b) In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and other terms and conditions are not prima facie prejudicial to the interest of the Company.

(c) The Company is regular in receipt of principal amount and interest wherever stipulated.

(d) There is no overdue more than ` 100000/- from such parties.

(e) The Company has taken unsecured loans from eight parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year and year end balance of such unsecured loan is ` 860.84/-Lacs and ` 147.27/- Lacs respectively.

(f) In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interests of the Company.

(g) The Company is regular in payment of principal amount and interest wherever stipulated.

iv. 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 and fixed assets and for the sale of goods. During the course of our audit no major weaknesses has been noticed in the internal controls.

v. (a) According to information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that need to be entered into register in pursuance of section 301, of the Act, have been so entered.

(b) In our opinion and according to the information and explanations given to us the transactions of purchases of goods and materials and sale of goods, material and services, made in pursuance of contracts and arrangements entered in register maintained under Section 301 of the Companies Act 1956, and exceeding the value of rupees five lakhs in respect of any party during the year have been made on credit basis, at prices which are reasonable having regard to prevailing market prices at the relevant time.

vi. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public within the meaning of Section 58A and 58AA or any other relevant provisions of the Companies Act 1956 and the rules framed there under. Hence clause (vi) of the order is not applicable.

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

viii. We have been informed that the maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956.

ix. a) According to the information and explanations given to us and according to the books and records as produced and examined by us, in our opinion, the undisputed statutory dues including Provident Fund, Investors Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other material statutory dues as applicable have generally been regularly deposited by the company during the year with the appropriate authorities, except unclaimed dividend of ` 1,73,877/- which is yet to be deposited in Investor Education and Protection Fund, there are no arrears of outstanding statutory dues as mentioned above as at 31st March, 2011 for the period of more the six months from the date they became payable.

b) As at March 31, 2011, according to the records of the Company and the information and explanations given to us, the following are the particulars of disputed dues on account of Sales Tax, matters that have not been deposited on account of a dispute:

Name of the Nature of Amount Year to Forum where Dispute Statute the dues Disputed which is Pending Rs. amount relates

* MPCT Act Sales Tax 17,15,634 1997-98 Dy. Commissioner of Sales Tax

* CST Act Central 2,52,771 1997-98 Dy. Commissioner of Sales Tax Sales Tax MPCT Act Sales Tax 4,45,281 1998-99 Dy. Commissioner of Sales Tax (Revision)

** CST Act Central 4,84,309 1998-99 Dy. Commissioner of Sales Tax Sales Tax (Revision) MPCT Act Sales Tax 12,07,275 2002-03 Dy. Commissioner of Sales Tax (Revision)

CST Act Central 83,711 2002-03 Dy. Commissioner of Sales Tax Sales Tax (Revision)

***KVAT Karnataka 38,84,987 2005-06 Karnataka Value Appellate Tribunal, Added Tax Bangalore

# RST Rajasthan 6,46,883 2006-07 Additional Sales Tax Commissioner Anti Evasion Commercial Tax, Zone-I, Jaipur

RST Rajasthan 1,64,659 2007-08 Additional Sales Tax Commissioner Anti Evasion Commercial Tax, Zone-I, Jaipur

****KVAT Karnataka 82,34,726 2006-07 Karnataka Value Appellate Tribunal, Added Tax Bangalore

*****KVAT Karnataka 1,03,93,495 2007-08 Karnataka Value Appellate Tribunal, Added Tax Bangalore Income Tax Income Tax 12,47,263 A.Y. Commissioner of Mumbai 2006-07 Income Tax Appeal-17 Mumbai

******Income Income Tax 14,46,057 A.Y. A.O. and C.I.T. Tax Mumbai 2008-09 (appeals)-17 Mumbai

FBT 3,27,338 A.O. Mumbai

*******In Income Tax 7,88,915 A.Y. C.I.T. (appeals)-17 come Tax Mumbai 2009-10 Mumbai

Income Tax 58,69,550 I.T.O. 8 2 (2) Mumbai

* Against these- the Company has paid ` 1,37,400 as part payment.

**Against these- the Company has paid ` 1, 54,000 as part payment.

*** Against these - the Company has paid ` 3, 30,224 as differential VAT payment.

**** Against these - the Company has paid ` 6,99,951 as differential VAT payment. ***** Against these - the Company has paid ` 8, 83,447 as differential VAT payment.

****** Against these -the Company has paid ` 5, 50,000 for Income Tax demand and ` 2,20,000 for FBT demand. ******* Due to non- considering of Tax paid ` 32, 71,421.

x. The Company does not have accumulated losses as at 31st March 2011 and has not incurred any cash losses during the Financial Year ended on that date or 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 its dues to the financial institutions, banks or debenture holders, during the year.

xii. In our opinion and according to the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures and other securities.

xiii. The provisions of any special statute as specified under clause (xiii) of the order are not applicable to the Company.

xiv. In our opinion, the Company is not a dealer or trader in shares, securities, debentures and other investments.

xv. According to the information and explanations givens to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions, the term and conditions, whereof, in our opinion, are prejudicial to the interest of the Company.

xvi. In our opinion, and according to the information and explanations given to us, on all overall basis, the term loans have been applied for the purposes for which they were obtained.

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

xviii. The Company has made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year. The shares have been issued at a price in accordance with SEBI guidelines and are not prejudicial to the interest of the Company.

xix. The Company has not issued any debentures.

xx. The Company has not raised any money by public issue during the year.

xxi. According to the information and explanations given to us, during the year, no fraud on or by the Company has been noticed or reported.

For Mittal & Associates Chartered Accountants (Registration No. 106456W)

M. Mehta Partner (Membership No. F-42990)

Place: Mumbai Date: June 17, 2011

---

Mar 31, 2010

1. We have audited the attached Balance Sheet of KISAN MOULDINGS LIMITED, as at 31st March, 2010 and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the 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 statements presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub section (4A) of the 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.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

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

b. In our opinion, proper books of account as required by the law have been kept by the Company so far as appears from our examinations of those books;

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

d. In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the applicable 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 director of Company, as on March 31,2010 and taken on record by the Board of Directors of the Company, none of directors is disqualified as on March 31,2010 from being appointed as the director in term of clause (g) of sub-section (1)of section 274(1) of the Companies Act, 1956.

f. In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and read together with note no.16 & note no. 17 of schedule 22 annexed herewith, gives a true and fair view in conformity with the accounting principals generally accepted in India:

i. In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010;

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

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

ANNEXURE TO AUDITORS REPORT TO THE MEMBERS OF KISAN MOULDINGS LIMITED

Referred to in paragraph 3 of the Auditors Report of even date to the members of Kisan Mouldings Limited on the financial statements for the year ended 31st March 2010,

i. In respect of its fixed assets:

a. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b. The fixed assets are physically verified by the management, which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to above verification no material discrepancies between the book records and the physical inventory have been noticed.

c. No substantial part of fixed assets has been disposed off by the Company during the year.

ii. In respect of its inventory:

a. As explained to us, inventories were physically verified by the management at the end of the year. In our opinion, the frequency of verification is reasonable.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

iii a. The Company has taken unsecured loans from nineteen parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year and year end balance of such unsecured loan is Rs. 126.91/-lacs and Rs.42.89/-lacs respectively.

b. In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interests of the Company.

c. As informed, 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.

iv. 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 and fixed assets and for the sale of goods. During the course of our audit no major weaknesses has been noticed in the internal controls.

v. a. According to information and explanation given to us, the transactions made in pursuance of contracts or arrangements, that need to be entered into register in pursuance of section 301, of the Act, have been so entered.

b. In our opinion and according to the information and explanations given to us, the transactions of purchases of goods and materials and sale of goods, material and services, made in pursuance of contracts and arrangements entered in register maintained under Section 301 of the Companies Act 1956, and exceeding the value of rupees five lakhs in respect of any party during the year have been made on credit basis, at prices which are reasonable having regard to prevailing market prices at the relevant time.

vi. The deposits accepted from the public are within the limited prescribed under section 58A of the Act and the rules framed there under.

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

viii. We have been informed that the maintenance of cost records has not been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956.

ix. a. According to the information and explanations given to us, and according to the books and records as produced and examined by us, in our opinion, the undisputed statutory dues including Provident Fund, Investors Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other material statutory dues as applicable have generally been regularly deposited by the Company during the year with the appropriate authorities, except unclaimed dividend More than Seven years Rs.2,42,984 which is yet to deposited in Investor Education and Protection Fund, there are no arrears of outstanding statutory dues as mentioned above as at 31st March, 2010 for the period of more the six months from the date they became payable.

b. As at March 31,2010, according to the records of the Company and the information and explanations given to us, the following are the particulars of disputed dues on account of Sales Tax, matters that have not been deposited on account of a dispute:

Name of the Statute Nature of the dues Amount Year to which Forum where Dispute Disputed Rs. amount relates is Pending

*MPCT Act Sales Tax 17,15,634 1997-98 Dy. Commissioner of Sales Tax

*CST Act Central Sales Tax 2,52,771 1997-98 Dy. Commissioner of Sales Tax

MPCT Act Sales Tax 4,45,281 1998-99 Dy. Commissioner of Sales Tax (Revision)

**CST Act Central Sales Tax 4,84,309 1998-99 Dy. Commissioner of Sales Tax (Revision)

MPCT Act Sales Tax 12,07,275 2002-03 Dy. Commissioner of Sales Tax (Revision)

CST Act Central Sales Tax 83,711 2002-03 Dy. Commissioner of Sales Tax (Revision)

***KVAT Karnataka Value 38,84,987 2005-06 Karnataka Appellate Added Tax Tribunal, Bangalore

****KVAT Karnataka Value 82,34,726 2006-07 Karnataka Appellate Added Tax Tribunal, Bangalore

*****KVAT Karnataka Value 1,03,93,495 2007-08 Karnataka Appellate Added Tax Tribunal, Bangalore

Income Tax Income Tax 7,88,915 2009-10 Commissioner of Income Tax -(Appeal) Mumbai



* Against these- the Company has paid Rs.1, 37,400 as part payment.

** Against these- the Company has paid Rs.1,54,000 as part payment.

*** Against these - the Company has paid Rs. 3, 30,224 as differential VAT payment.

**** Against these - the Company has paid Rs. 6, 99,951 as differential VAT payment.

***** Against these - the Company has paid Rs. 8, 83,447 as differential VAT payment.

x. The Company does not have accumulated losses as at 31st March 2010 and has not incurred any cash losses during the financial year ended on that date or 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 its dues to a financial institution, bank or debenture holders, during the year.

xii. In our opinion and according to the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures and other securities.

xiii. The provisions of any special statute as specified under Clause 4(xiii) of the Order are not applicable to the company.

xiv. In our opinion, the Company is not a dealer or trader in shares, securities, debentures and other investments.

xv. According to the information and explanations givens to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions, the term and conditions, whereof, in our opinion, are prejudicial to the interest of the company.

xvi. In our opinion, and according to the information and explanations given to us, on all overall basic, the term loans have been applied for the purposes for which they were obtained.

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

xviii. The Company has made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year. The shares have been issued at a price in accordance with SEBI guidelines and are not prejudicial to the interest of the company.

xix. The Company has not issued any debentures.

xx. The Company has not raised any money by public issue during the year.

xxi. According to the information and explanations given to us, during the year, no fraud on or by the Company has been noticed or reported.

For Mittal & Associates

Chartered Accountants

(Firm Registration No. 106456W)

M. Mehta

Partner

(Membership no. F-42990)

Place : Mumbai

Date :29,th May, 2010