Auditor Report of Shree Steel Wire Ropes Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Shree Steel Wire Ropes 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 the significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes 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 the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

Emphasis of Matter

In respect on Long term Loans and advances given to 2 unrelated parties, we have to state that in our opinion company has not taken any security for such advances, which was essential, and interest amount or FY. 2014 - 2015 is not received till signing the balance sheet. An opinion can be formed that the Company is also changing its nature of business. Total amount outstanding on the balance sheet date are Rs. 3,25,00,000/- which is 43.54% of Share capital and Free Reserves and 81.96% of free Reserves. As per explanation received from the management, they state that, the surplus fund has been invested in open market in the form of advances to earn high rate of interest, and the high rate of interest will be earned only when the company takes the risk of advancing loan without any security. Further management has assured that the advances are though unsecured but should be considered as good, there is no contingency in there recoverability.

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 Companies Act 2013, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

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

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

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

c) the Balance Sheet, the Statement of Profit and Loss, and 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.

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 does not have any pending litigations which would impact its financial position, subject to Serial no. vii ( c) of Caro 2015.

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

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

Annexure to the Independent Auditors' Report

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

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

(b) All the Fixed Assets were physically verified by the management during the year. We are informed that no material discrepancies were noticed on such verification.

ii) (a) As explained to us, the management at regular intervals during the year has physically verified inventories;

(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 are reasonable and adequate in relation to the size of the company and the nature of its business;

(c) The company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventory as compared to the book records;

iii)* The company has not granted any loan secured or unsecured to Companies, Firms or other parties covered in the register maintained under section 189 of the Companies Act 2013. Consequently requirement of clauses (iii,a) and (iii,b) of paragraph 3 of the order are not applicable.

iv) There is an adequate internal control system commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our Audit we have not observed any continuing failure to correct major weaknesses in internal control system.

v) In our opinion and according to information and explanation given to us, the Company has complied with the provisions of section 73 to 76 of the Act, for acceptance of deposits. No order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal.

vi) The Company has not liable for maintaining Cost accounts and Cost records as per applicability condition laid down under the Companies (Cost Records and Audit) Rules, 2014 read with Section 148 (1) of the Companies Act, 2013.

vii) According to the information and explanations given to us, in respect of statutory and other dues.

(a) The company has been regular in depositing undisputed statutory dues, including Provident Fund, Employee's State Insurance, Income Tax, Sales Tax, Cess and any other statutory dues with the appropriate authorities.

(b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, excise duty, customs duty and cess were in arrears, as at 31.03.2015 for a period of more than six months from the date they became payable except as stated above

(c) The disputed statutory dues aggregating to Rs.4,11,024/-, that have not been deposited on account of matters pending before appropriate authorities are as under.

Sr. No. Name of the Statute Nature of Dues Forum where dispute is pending Amount

1) Income Tax Act, 1961 Income Tax (A.Y. 1999-2000) CIT(A)- VII(Mumbai) 94,891/-

2) Maharashtra Value Sales Tax Deputy Commissioner of 72,383/- Added Tax Act, 2002 FY. 2008 - 2009 Sales Tax Appeal 010

3) Central Sales Tax Sales Tax Deputy Commissioner of 2,43,750/- Act 1956 FY. 2008 - 2009 Sales Tax Appeal 010

(d) According to the information and explanation given to us the amount which were required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under has been transferred to such fund within time.

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

ix) Based on our audit procedures and on the information and explanation given by the management, we are of the opinion that the company has not defaulted in repayment of dues to any Bank. The company has not taken any loans from financial institution and debenture holders.

x) The company has not given any guarantee for loan taken by others from bank or financial institution.

xi) In our opinion, the company has not taken any new term loan during the year.

xii) In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year that causes the financial statements to be materially misstated.

FOR M/S. N.D. MEHTA ASSOCIATES

CHARTERED ACCOUNTANTS

FIRM REGN. NO. 106266W

Sd/-

NAGIN D. MEHTA.

PLACE: MUMBAI [PROPRIETOR]

DATED: 29th May' 2015 MEMBERSHIP NO. 033258

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Mar 31, 2014

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

Management''s Responsibility forthe Financial Statements

Management is responsible forthe preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

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

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

(b) in the case of the Profit and Loss Account, of the profit/ loss forthe year ended on that date; and

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

Emphasis of Matter

In respect on Long term Loans and advances given to two unrelated parties, we have to state that in our opinion company has not taken any security for such advances, which was essential, and interest amount of one party is not recovered from F.Y. 2012-2013 till signing of the balance sheet. An opinion can be formed that the Company is also changing its nature of business. Total amount outstanding on the balance sheet date are Rs. 2,95,42,162/- which is 45% of Share capital and Free Reserves and 90% of only share capital. As per explanation received from the management, they state that, the surplus fund has been invested in open market in the form of advances to earn high rate of interest, and the high rate of interest will be earned only when the company takes the risk of advancing loan without any security. Further management has assured that the advances are though unsecured but should be considered as good, there is no contingency in there recover ability.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:-

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

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

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

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

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

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company

Annexure to Auditors'' Report

[Referred to in above "Report on Other Legal and Regulatory Requirements" para 1 of our report of even date]

I (a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

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

(c) In our opinion the company has not disposed of substantial part of fixed assets during the year and the going concern status of the company is not affected.

ii) In respect of its inventories:

(a) As explained to us, the management at regular intervals during the year has physically verified inventories.

(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 are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii) In respect of loans, secured or unsecured, granted or taken by the company to or from companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956, according to the information and explanation given to us;

(a) The company has neither granted nor taken any loan during the year from the parties covered under section 301 of the Companies Act 1956. Hence sub clause (a) to (e) of Clause iii is Not Applicable to the Company.

iv) In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purpose of inventory, fixed assets and also for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in internal control.

v) In respect of transactions covered under Section 301 of the Companies Act, 1956:

a. According to the information and explanation given to us, the particulars of contracts or arrangements referred to in section 301 of the Act have been maintained in the form of Register by the Company.

b. In our opinion and according to the information and explanations given to us, in respect of the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 of the Act we would like to note that there are no transaction made during the year.

vi) In our opinion and according to the information and explanation given to us the company has complied with the provisions of Section 58A and 58AA of the companies Act, 1956 and the companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.

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

viii) The Company is eligible for Cost Audit as per Appendix - 9, Sr. No. 34, under section 209(1 )(d) of the Companies Act, 1956. The Company has appointed the Cost Auditor, but the Company has not presented the Cost Audit report of F.Y. 2013-2014tous.

ix) According to the information and explanations given to us, in respect of statutory and other dues.

(a) The company has been regular in depositing undisputed statutory dues, including Provident Fund, Employee''s State Insurance, Income Tax, Sales Tax, Custom Duty, Cess and any other statutory dues with the appropriate authorities. The Company has not paid the undisputed Gram Panchayat Tax accumulated & amounting to Rs. 2,79,000/-.

(b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, excise duty, customs duty and cess were in arrears, as at 31.03.2014 for a period of more than six months from the date they became payable except as stated above

(c) The disputed statutory dues aggregating to Rs.94,891/-, that have not been deposited on account of matters pending before appropriate authorities are as under.

Sr. Name of the Statute Nature of Dues Forum where Amount No dispute is pending

1) Income Tax Act, 1961 Income Tax CIT(A)- VII 94,891/- (A. Y. 1999-2000) (Mumbai)

x) According to the information and explanations given to us, in respect of Accumulated Losses and Cash Losses.

a. The company has not accumulated losses at the end of the financial year not exceeding the 50% of its Net Worth.

b. There are no cash losses in the current financial year.

xi) Based on our audit procedures and on the information and explanation given by the management, we are of the opinion that the company has not defaulted in repayment of dues to any Bank. The company has not taken any loans from financial institution and debenture holders.

xii) The company has not granted loans and advances on the basis of security by way of pledges of shares, debentures and other securities.

xiii) In our opinion the company is not a chit fund or a Nidhi mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor Report) Order, 2003 are not applicable to the company.

xiv) The company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the companies (Auditor''s Report) order, 2003 is not applicable to the company.

xv) The company has not given any guarantee for loans taken by others.

xvi) In our opinion, the company has not taken any new term loan during the year.

xvii) According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis have been used for long term investment. No long term funds have been used to finance shortterm assets except permanent working capital.

xviii) According to the information and explanations given to us, 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.

xix) The company has not issued any debentures during the year under audit.

xx) The company has not raised any money by public issue during the year under audit.

xxi) In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year that causes the financial statements to be materially misstated.

FOR M/S. N.D. MEHTA ASSOCIATES CHARTERED ACCOUNTANTS FIRM REGN. NO. 106266W Sd /- NAGIN D. MEHTA. [PROPRIETOR] MEMBERSHIP NO. 033258 PLACE: MUMBAI DATED: 30th May 2014

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Mar 31, 2012

(1) We have audited the attached Balance Sheet of SHREE STEEL WIRE ROPES LTD. as at 31st March, 2012, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed there to. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

(3) As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Sub section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement of matters specified in paragraph 4 & 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, the company has kept proper books of account as required by law so far as it appears from our examination of such books.

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

d. In our opinion, the Balance Sheet, Profit & Loss Account and the Cash Flow Statements dealt with by this report comply with the accounting standards referred to in section 211 (3C) of the companies Act, 1956.

e. On the basis of written representations received from the directors, as on 31st March, 2012, and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March, 2012 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 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, read together with accounting policies and other notes thereon give the information required by the companies Act, 1956 in the manner so required and give a true an 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, 2012 and

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

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

Annexure to Auditors' Report

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

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

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

(c) In our opinion the company has not disposed of substantial part of fixed assets during the year and the going concern status of the company is not affected.

ii) In respect of its inventories:

(a) As explained to us, the management at regular intervals during the year has physically verified inventories.

(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 are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii) In respect of loans, secured or unsecured, granted or taken by the company to or from companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956, according to the information and explanation given to us;

(a) The company has neither granted nor taken any loan during the year from the parties covered under section 301 of the Companies Act 1956. Hence sub clause (a) to (e) of Clause iii is Not Applicable to the Company.

iv) In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purpose of inventory, fixed assets and also for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in internal control.

v) In respect of transactions covered under Section 301 of the Companies Act, 1956:

a. According to the information and explanation given to us, the particulars of contracts or arrangements referred to in section 301 of the Act have been maintained in the form of Register by the Company.

b. In our opinion and according to the information and explanations given to us, in respect of the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 of the Act we would like to note that there are no transaction made during the year.

vi) In our opinion and according to the information and explanation given to us the company has complied with the provisions of Section 58A and 58AA of the companies Act, 1956 and the companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.

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

viii) The Company has not obtained the Cost Audit report as prescribed in Appendix-9, Sr. No. 34, under section 209(1)(d) of the Companies Act, 1956 for the Company under audit.

ix) According to the information and explanations given to us, in respect of statutory and other dues.

(a) The company has been regular in depositing undisputed statutory dues, including Provident Fund, Employee's State Insurance, Income Tax, Sales Tax, Custom Duty, Cess and any other statutory dues with the appropriate authorities during the year. Company has made provision in books of accounts for Custom Duty against non fulfillment of Export obligation amounting to Rs. 42,34,198/- in FY 2009 - 2010, which is still outstanding in the Books of Accounts as on 31.03.2012.

(b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, excise duty, customs duty and Cess were in arrears, as at 31.03.2012 for a period of more than six months from the date they became payable.

(c) The disputed statutory dues aggregating to Rs. 1,17,13,847/-, that have not been deposited on account of matters pending before appropriate authorities are as under.

Sl. Name of the Nature of Dues Forum where Amount No. Statute dispute is pending

1) Income Tax Act, Income Tax 1961 (A.Y 1999-2000) CIT(A)-VII (Mumbai) 94,891/-

2) DGFT - MUMBAI Interest for Additional Non fulfillment Director of export General 1,16,18,956/- obligation of Foreign under EPCG Trade Licence

x) According to the information and explanations given to us, in respect of Accumulated Losses and Cash Losses.

a. The company has not accumulated losses at the end of the financial year not exceeding the 50% of its Net Worth.

b. There are no cash losses in the current financial year.

xi) Based on our audit procedures and on the information and explanation given by the management, we are of the opinion that the company has not defaulted in repayment of dues to any Bank. The company has not taken any loans from financial institution and debenture holders.

xii) The company has not granted loans and advances on the basis of security by way of pledges of shares, debentures and other securities.

xiii) In our opinion the company is not a chit fund or a Nidhi mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor Report) Order, 2003 are not applicable to the company.

xiv) The company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the companies (Auditor's Report) order, 2003 is not applicable to the company.

xv) The company has not given any guarantee for loans taken by others.

xvi) In our opinion, the company has not taken any new term loan during the year.

xvii) According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis have been used for long term investment. No long term funds have been used to finance short term assets except permanent working capital.

xviii) According to the information and explanations given to us, 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.

xix) The company has not issued any debentures during the year under audit.

xx) The company has not raised any money by public issue during the year under audit.

xxi) In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year that causes the financial statements to be materially misstated.



FOR M/S. N.D. MEHTA ASSOCIATES CHARTERED ACCOUNTANTS FIRM REGN. NO. 106266W

Sd/- SHRI. NAGIN D. MEHTA (PROPRIETOR) MEMBERSHIP NO. 033258

PLACE: MUMBAI DATED: 31st May 2012.

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Mar 31, 2011

(1) We have audited the attached Balance Sheet of SHREE STEEL WIRE ROPES LTD. as at 31st March' 2011, the Profit and Loss Account and also the cash flow statement for the year ended on that date annexed there to. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

(3) As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Sub section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement of matters specified in paragraph 4 & 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, the company has kept proper books of account as required by law so far as it appears from our examination of such books.

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

d. In our opinion, the Balance Sheet, Profit & Loss Account and the Cash Flow Statements dealt with by this report comply with the accounting standards referred to in section 211 (3C) of the companies Act, 1956.

e. On the basis of written representations received from the directors, as on 31st March, 2011, and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March, 2011 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 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, read together with accounting policies and other notes thereon give the information required by the companies Act, 1956 in the manner so required and give a true an 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 and

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

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

Annexure to Auditors' Report [Referred to in paragraph 3 of our report of even date]

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

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

(c) In our opinion the company has not disposed of substantial part of fixed assets during the year and the going concern status of the company is not affected.

ii) In respect of its inventories:

(a) As explained to us, the management at regular intervals during the year has physically verified inventories.

(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 are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii) In respect of loans, secured or unsecured, granted or taken by the company to or from companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956, according to the information and explanation given to us;

(a) The company has neither granted nor taken any loan during the year from the parties covered under section 301 of the Companies Act 1956. Hence sub clause (a) to (e) of Clause iii is Not Applicable to the Company.

iv) In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purpose of inventory, fixed assets and also for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in internal control.

v) In respect of transactions covered under Section 301 of the Companies Act, 1956:

a. According to the information and explanation given to us, the particulars of contracts or arrangements referred to in section 301 of the Act have been maintained in the form of Register by the Company.

b. In our opinion and according to the information and explanations given to us, in respect of the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 of the Act we would like to note that there are no transaction made during the year.

vi) In our opinion and according to the information and explanation given to us the company has complied with the provisions of Section 58A and 58AA of the companies Act, 1956 and the companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.

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

viii) The Company has not obtained the Cost Audit report as prescribed in Appendix - 9, Sr. No. 34, under section 209(1 )(d) of the Companies Act, 1956 for the Company under audit.

ix) According to the information and explanations given to us, in respect of statutory and other dues.

(a) The company has been regular in depositing undisputed statutory dues, including Provident Fund, Employee's State Insurance, Income Tax, Sales Tax, Custom Duty, Cess and any other statutory dues with the appropriate authorities during the year. Company has made provision in books of accounts for Custom Duty against non fulfilment of Export obligation amounting to Rs. 42,34,198/- in FY 2009 - 2010, which is still outstanding in the Books of Accounts as on 31.03.2011.

(b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, excise duty, customs duty and Cess were in arrears, as at 31.03.2011 for a period of more than six months from the date they became payable.

(c) The disputed statutory dues aggregating to Rs. 1,17,13,847/-, that have not been deposited on account of matters pending before appropriate authorities are as under.

Sr. No. Name of the Statute Nature of Dues

1) Income Tax Act, 1961 Income Tax (A.Y 1999-2000)

2) DGFT - MUMBAI Interest for Non fulfillment of export obligation under EPCG Licence

Name of the Statute Forum where dispute is pending Amount

Income Tax Act, 1 961 CIT(A)-VII(Mumbai) 94,891/-

DGFT - MUMBAI Additional Director General 1,16,18,956/- of Foreign Trade

x) According to the information and explanations given to us, in respect of Accumulated Losses and Cash Losses.

a. The company has not accumulated losses at the end of the financial year not exceeding the 50% of its Net Worth.

b. There are no cash losses in the current financial year.

xi) Based on our audit procedures and on the information and explanation given by the management, we are of the opinion that the company has not defaulted in repayment of dues to any Bank. The company has not taken any loans from financial institution and debenture holders.

xii) The company has not granted loans and advances on the basis of security by way of pledges of shares, debentures and other securities.

xiii) In our opinion the company is not a chit fund or a Nidhi mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor Report) Order, 2003 are not applicable to the company.

xiv) The company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the companies (Auditor's Report) order, 2003 is not applicable to the company.

xv) The company has not given any guarantee for loans taken by others.

xvi) In our opinion, the company has not taken any new term loan during the year. The old term loans balance for Motor car at the end of the year is Rs.15,267/-.

xvii) According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis have been used for long term investment. No long term funds have been used to finance short term assets except permanent working capital.

xviii) According to the information and explanations given to us, 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.

xix) The company has not issued any debentures during the year under audit.

xx) The company has not raised any money by public issue during the year under audit.

xxi) In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year that causes the financial statements to be materially misstated.

FOR M/S. N.D. MEHTA ASSOCIATES CHARTERED ACCOUNTANTS FIRM REGN.NO 106266W

Sd/- SHRI. NAGIN D. MEHTA. [PROPRIETOR] MEMBERSHIP NO. 033258

PLACE : MUMBAI DATED : 30th May 2011.

---

Mar 31, 2010

(1) We have audited the attached Balance Sheet of M/S. SHREE STEEL WIRE ROPES LTD. as at 31 st March 2010 and also the Profit and Loss Account for the year ended on that date annexed there to. 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 conduct our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

(3) As required by the companies (Auditors Report) order, 2003, issued by the Central Government of India in terms of Sub section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement of matters specified in paragraph 4 & 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, the company has kept proper books of account as required by law so far as it appears from our examination of such books.

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

d. In our opinion, the Balance Sheet, Profit & Loss Account and the Cash Flow Statements dealt with by this report comply with the accounting standards referred to in section 211 (3C) of the companies Act, 1956.

e. On the basis of written representations received from the directors, as on 31 st March, 2010, and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March, 2010 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 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, read together with accounting policies and other notes thereon give the information required by the companies Act, 1956 in the manner so required and give a true an 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, 2010 and

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

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

Annexure to Auditors Report [Referred to in paragraph 3 of our report of even date]

(I) (a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

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

(c) In our opinion the company has not disposed of substantial part of fixed assets during the year and the going concern status of the company is not affected.

(II) In respect of its inventories:

(a) As explained to us, the management at regular intervals during the year has physically verified inventories.

(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 are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

(III) In respect of loans, secured or unsecured, granted or taken by the company to or from companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956, according to the information and explanation given to us;

(a) The company has not taken loan from such parties. The maximum amount involved during the year was Rs. NIL (number of party - 0) the amount of loan taken during the year Rs. NIL (number of parties -0) and the year end balance of loan taken from such parties is Rs. NIL (number of parties -0). The company has granted loan during the year amounting to Rs.1,00,00,000 /- (number of party -1) & at the year end the outstanding balance of loan granted aggregated to Rs. NIL (number of parties - 0).

(b) In our opinion and according to the information and explanation 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) In respect of Loans given by the company, the interest receipts are regular and the principal amount is receivable on demand.

(d) There is no overdue amount in respect of principal and interest in the case of loan given by the company

(IV) In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purpose of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal control.

(V) In respect of transactions covered under Section 301 of the Companies Act, 1956:

a. According to the information and explanation given to us, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

b. In our opinion and according to the information and explanations given to us, in respect of the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 of the Act are not exceeding the value of Rs.5,00,000/- (Rupees Five Lakhs) in respect of any party during the year.

(VI) In our opinion and according to the information and explanation given to us the company has complied with the provisions of Section 58A and 58AA of the companies Act, 1956 and the companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.

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

(VIII) The Company has not obtained the Cost Audit report as prescribed in Appendix - 9, Sr. No. 34, under section 209(1 )(d) of the Companies Act, 1956 for the Company under audit.

(IX) According to the information and explanations given to us, in respect of statutory and other dues.

(a) The company has been regular in depositing undisputed statutory dues, including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Custom Duty, Cess and any other statutory dues with the appropriate authorities during the year.

(b) According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, excise duty, customs duty and Cess were in arrears, as at 31.03.2010 for a period of more than six months from the date they became payable.

(c) The disputed statutory dues aggregating to Rs.1,17,13,847/-, that have not been deposited on account of matters pending before appropriate authorities are as under.

Sr. No Name of the Statute Nature of Dues Forum where dispute is pending Amount

1) Income Tax Act, 1961 Income Tax(A.Y. 1999-2000) CIT(A)-VII (Mumbai) 94,891/-

2) DGFT-MUMBAI Nonfulfillment of export Additional Director General 1,16,18,956/- obligation under EPCG Licence of Foreign Trade

X) According to the information and explanations given to us, in respect of Accumulated Losses and Cash Losses.

a. The company has not accumulated losses at the end of the financial year not exceeding the 50% of its Net Worth.

b. There are no cash losses in the current financial year.

XI) Based on our audit procedures and on the information and explanation given by the management, we are of the opinion that the company has not defaulted in repayment of dues to any Bank. The company has not taken any loans from financial institution and debenture holders.

XII) The company has not granted loans and advances on the basis of security by way of pledges of shares, debentures and other securities.

XIII) In our opinion the company is not a chit fund or a Nidhi mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor Report) Order, 2003 are not applicable to the company.

XIV) The company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the companies (Auditors Report) order, 2003 is not applicable to the company.

XV) The company has not given any guarantee for loans taken by others.

XVI) In our opinion, the company has taken new term loan from Bank of India against Purchase of Fixed Asset - Motor Car. The outstanding Motor Car loan at the end of the year is Rs. 2,20,450/-.

XVII) According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short term basis have been used for long term investment. No long term funds have been used to finance short term assets except permanent working capital.

XVIII) According to the information and explanations given to us, 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.

XIX) The company has not issued any debentures during the year under audit.

XX) The company has not raised any money by public issue during the year under audit.

XXI) In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For N.D MEHTA ASSOCIATES

CAHRTERED ACCOUNTANTS

Sd/-

(N.D.MEHTA)

PROPRIETOR

Place : Mumbai

Date: 24th May, 2010