Auditor Report of Synthiko Foils Ltd.

Mar 31, 2015

We have audited the accompanying standalone financial statements of Synthiko Foils Ltd. ("the Company"), which comprise the Balance Sheet as at March 31, 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 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 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 judgements 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 provision 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 143 (10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal 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 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 31st March 2015, and its profits and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the 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 explanation given to us, we give in the Annexure 1 a statement on the matters specified in paragraph 3 and 4 of the said Order.

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 accounts 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 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 litigation on its financial position in its financial statements;

(ii) The Company does not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses;

(iii) As there is no dividend payable by the Company. Therefore, transfer amount required to be transferred, to the Investor Education and Protection Fund is not applicable to the Company.

Annexure to the Independent Auditor's Report

(Referred to under the heading of "Report on Other Legal and Regulatory Requirements" of Independent Auditors Report to the Members of Synthiko Foils Limited on the Standalone Financial Statements for the year ended 31st March 2015)

1. a. The Company has generally maintained proper records showing full particulars,including quantitative details & situation of fixed assets, other than situation of furniture and fixture and office equipments where the situation recorded is the location of the Company's different establishments. b. The Company has a policy of physically verifying its fixed assets in a phased manner to cover all the assets of the Company in a block of three years, which in our opinion, is reasonable having regard to the size of the Company and nature of its business.During the year, some of the fixed assets have been physically verified by the Management and discrepancies noticed during the physical verification, which were not material,have been approximately dealt with in the books of account.

2. a. The inventory has been physically verified by the management at reasonable intervals during the year. The verification was done on the basis of the perpetual inventory system operated by the Company.In case of materials lying with third parties, certificates confirming such inventory have been obtained by the Company from most of the third parties.

b. In our opinion and on the basis of the information and explanations given to us, the procedures for physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. On the basis of our examination of the inventory records, in our opinion, the Company has maintained proper records of inventory. The discrepancies noticed on physical verification of inventory, as compared with the book records, were not material and have been properly dealt with in the books of account.

3. a) The Company has not granted a loans to one Company under the same management and to a company owned by relative of a director listed in the Register maintained under Section 301 of the Companies Act,1956.

b) The Company has taken loans from directors, Shareholders, Relatives & others covered in the Register maintained under Section 301 of the Companies Act, 1956. In our opinion, other terms and conditions on which these loans have been taken are not prima facie prejudicial to the interest of the Company. The maximum amount involved during the year and year- end balance in respect of these loans was Rs.102.25 Lakhs & Rs.102.25 Lakhs Companies under the same management respectively.

4. In our opinion and according to the information and explanation given to us, having regard to the explanation that purchase of certain items of inventory and fixed assets are for the Company's specialized requirements and similarly, certain goods sold are for the specialized requirements of the buyer and suitable alternate sources are not available to obtain comparable quotations there is generally 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. In our opinion and according to the information and explanation given to us, we have not observed any major weakness during the course of audit.

5. In our opinion and according to the information and explanation given to us, the Company has not accepted any deposits form the public within the meaning of sections 73 to 76 or any other relevant provisions of the Act and the rules framed thereunder.

6. According to the information and explanation provided to us and the records of the Company examined by us, in our opinion, the Company was regular in depositing undisputed statutory dues including Provident Fund, Employee's State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value Added Tax, Cess and any other material statutory dues applicable to it with the appropriate authorities. There were no undisputed arrears that were outstanding as at 31st March 2015 for a period of more than six months from the date they became payable.

7. The Company does not have accumulated losses at the end of the financial year and has not incurred cash losses in the financial year under report or in the immediate preceding financial year.

8. According to the information and explanations given to us and based on our audit procedures, the Company has not defaulted in repayment of dues to any financial institution or bank.

9. According to the information and explanation given to us and the representation made by the Management, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

10. The Company has not availed any term loan during the year.

11. During the course of our examination of the books of account and records of the Company and according to the information and explanation given to us, no material fraud on or by the company has been noticed or reported by the Company during the year.

For ARVIND & COMPANY Chartered Accountants Firm Reg. No.100569W

[Gaurang A. Patel] Place : Mumbai Partner Date : 27 / 05 /2015 M. No. 36700

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Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting standards referred to in Section 211 (3C) 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 misstatements.

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 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 accounts 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, & the Cash Flow Statement comply with the Accounting Standards referred to in Section 211 (3C) of the Act;

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

M/S. SYNTHIKO FOILS LTD ANNEXURE TO THE AUDITOR''S REPORT

Referred to in Paragraph (1) under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date

1. In respect of its Fixed Assets:

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

b. As explained to us, all the fixed assets have been physically verified by the management 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 off a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. In response of its Inventories:

a. The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

b. In our opinion & according to the information & 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 inventories as compared to the book records.

3. In respect of the 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 the companies act, 1956:

a. 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. Accordingly, the provisions stated in paragraph 4 (iii) (b), (c) & (d) of the Order are not applicable.

b. In our opinion & according to the information and explanations given to us the rate of interest and other terms and conditions of the loans given by the company, are not prima facie prejudicial to the interest of the company.

c. The principal amounts are repayable over a period of three to five years, while the interest is payable annually at the discretion of the company.

d. In respect of the said loans and interest thereon, there are no overdue amounts.

e. The company has not taken any loan during the year from companies, firms or other parties covered in the Registered maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of Clause (iii) (f) & (iii) (g) of paragraph 4 of the Order are not applicable.

4. In our opinion & according to the information & explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business for the purchases 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.

5. In respect of the contracts or arrangements referred to in Section 301 of the Companies Act, 1956:

a. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements that need to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion & according to the information & explanations given to us, the transactions made in pursuance of contracts/arrangements entered in the register maintained under section 301 of the Companies Act, 1956 have been so entered. Referred to in (a) above and exceeding the value of rupees five lakhs in respect of any party during the year have been made at price which are reasonable having regard to the prevailing market price at the relevant time.

6. According to the information and explanations given to us, the Company has not accepted any deposit from the public within the meaning of section 58A and 58AA of the Act and rules framed thereunder. Therefore, the provision of Clause (vi) of paragraph-4 of the order are not applicable to the company.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(l)(d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

9. In respect of Statutory Dues:

a. The company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education & protection fund, employees'' state insurance, income tax, sales- tax, wealth tax, service tax, custom duty, excise duty, cess & other material statutory dues applicable to it.

b. According to the information & explanations give to us, no undisputed amount payable in respect of provident fund, investor education & protection fund, employees'' state insurance, income-tax, sales-tax, wealth-tax, service-tax, custom duty, excise duty, cess & other undisputed statutory dues were outstanding at the year end, for a period of more than six months from the date they became payable.

10. The Company does not have accumulated losses at the end of the financial year. The company has not incurred cash losses during the financial year covered by the audit & in the immediately preceding financial year.

11. Based on our audit procedures & according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks and debenture holders.

12. In our opinion and according to the explanations given to us and based on the information available, no loans and advances have been granted by the company on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the company is not a chit fund/nidhi/ mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the order are not applicable to the company.

14. The Company has maintained proper records of the transactions & contracts in respect of dealing or trading in shares, securities, debentures & other investments & timely entries have been made therein. All shares, securities, debenture and other investments have been held by the company in its own name.

15. The company has given guarantees for loans taken by firm in which company is a partner from banks. According to the information & explanations given to us, we are of the opinion that the terms & conditions thereof are not prima facie prejudicial to the interest of the company.

16. The company did not have any outstanding overdues of term loans during the year.

17. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we are of the opinion that there are no funds raised on short-term basis that have used for long term investment.

18. 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.

19. The Company has created securities/ charges in respect of secured debentures issued.

20. The Company has not raised any monies by way of public issues during the year.

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

For ARVIND & COMPANY Chartered Accountants Firm Reg. No.100569W

[Gaurang A. Patel]

Place : Mumbai Partner

Date : May 31, 2014 M. No. 36700

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Synthiko Foils Ltd ("the Company"), which comprise the Balance Sheet as at March 31, 2013, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting standards referred to in Section 211 (3C) 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 misstatements.

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

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2013;

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 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 accounts 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, & the Cash Flow Statement comply with the Accounting Standards referred to in Section 211 (3 C) of the Act;

e. On the basis of the written representations received from the directors as on March 31, 2013, taken on record by the board of directors, none of directors is disqualified as on March 31, 2013, from being appointed as a director in terms of Section 274(1) (g) of the Act.

M/S. SYNTHIKO FOILS LTD. ANNEXURE TO THE AUDITOR''S REPORT

Referred to in Paragraph (1) under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date

1. In respect of its Fixed Assets:

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

b. As explained to us, all the fixed assets have been physically verified by the management 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 off a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. In response of its Inventories:

a. The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

b. In our opinion & according to the information & 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 inventories as compared to the book records.

3. In respect of the 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 the companies act, 1956:

a. 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. Accordingly, the provisions stated in paragraph 4 (iii) (b], (c) & (d) of the Order are not applicable.

b. In our opinion & according to the information and explanations given to us the rate of interest and other terms and conditions of the loans given by the company, are not prima facie prejudicial to the interest of the company.

c. The principal amounts are repayable over a period of three to five years, while the interest is payable annually at the discretion of the company.

d. In respect of the said loans and interest thereon, there are no overdue amounts.

e. The company has not taken any loan during the year from companies, firms or other parties covered in the Registered maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of Clause (iii) (f) & (iii] (g) of paragraph 4 of the Order are not applicable.

4. In our opinion & according to the information & explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business for the purchases 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.

5. In respect of the contracts or arrangements referred to in Section 301 of the Companies Act, 1956:

a. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements that need to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion & according to the information & explanations given to us, the transactions made in pursuance of contracts/arrangements entered in the register maintained under section 301 of the Companies Act, 1956 have been so entered.

6. According to the information and explanations given to us, the Company has not accepted any deposit from the public within the meaning of section 58A and 58AA of the Act and rules framed thereunder. Therefore, the provision of Clause (vi] of paragraph-4 of the order are not applicable to the company.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records] Rules, 2011 prescribed by the Central Government under Section 209(l)(d] of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

9. In respect of Statutory Dues:

a. The company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education & protection fund, employees'' state insurance, income tax, sales-tax, wealth tax, service tax, custom duty, excise duty, cess & other material statutory dues applicable to it.

b. According to the information & explanations give to us, no undisputed amount payable in respect of provident fund, investor education & protection fund, employees'' state insurance, income-tax, sales-tax, wealth-tax, service-tax, custom duty, excise duty, cess & other undisputed statutory dues were outstanding at the year end, for a period of more than six months from the date they became payable.

10. The Company does not have accumulated losses at the end of the financial year. The company has not incurred cash losses during the financial year covered by the audit & in the immediately preceding financial year.

11. Based on our audit procedures & according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks and debenture holders.

12. In our opinion and according to the explanations given to us and based on the information available, no loans and advances have been granted by the company on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the company is not a chit fund/nidhi/ mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the order are not applicable to the company.

14. The Company has maintained proper records of the transactions & contracts in respect of dealing or trading in shares, securities, debentures & other investments & timely entries have been made therein. All shares, securities, debenture and other investments have been held by the company in its own name.

15. The company has given guarantees for loans taken by firm in which company is a partner from banks. According to the information & explanations given to us, we are of the opinion that the terms & conditions thereof are not prima facie prejudicial to the interest of the company.

16. The company has not raised new term loans during the year. The term loans outstanding at the beginning of the year have been applied for the purposes for which they were raised.

17. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we are of the opinion that there are no funds raised on short-term basis that have used for long term investment.

18. 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.

19. The Company has created securities/ charges in respect of secured debentures issued.

20. The Company has not raised any monies by way of public issues during the year.

21. During the course of our examination of the books & records of the company, carried out in accordance with the generally accepted auditing practices in India, & according to the information & explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the Management.



For ARVIND & COMPANY

Chartered Accountants

Firm Reg. NO.100569W



Sd/-



[Gaurang A. Patel]

Partner

M. No. 36700

Place: Mumbai

Date: 30th May, 2013

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Mar 31, 2012

1. We have audited the accompanying financial statements of M/s SYNTHIKO FOILS LTD. which comprises the Balance Sheet as at 31st March 2012 and the statement of Profit and Loss and Cash Flow Statement for the year then ended, and the significant accounting policies and other explanatory information. 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 from material misstatement. An audit includes examining, on 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 the 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 as amended by Companies (Auditors' Report) (Amendment) Order 2004, issued by the Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 & 5 of the said Order.

4. Further to our comments in annexure referred to in Para-3 above, we report that:

a) We have obtained all the information & explanations which to the best of our knowledge & 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, statement of profit & loss & 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 dealt with by this report comply with the Accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e) In our opinion, and to the best of our information and according to the explanations given to us, the said accounts read with the significant accounting polices and the explanatory notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i. In the case of Balance Sheet, of the state of affairs of the Company as at 31st March 2012,

ii. In the case of statement of profit and loss of the profit for the year ended on that date and

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

ANNEXURE TO THE AUDITOR'S REPORT Referred to in Paragraph (3) of our report of even date

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

b) The fixed assets are physically verified by the management over a period of three years which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. And no material discrepancies were noticed on such verification.

c) During the year, there was no substantial disposal of Fixed Assets.

2. a) The Company has carried out a physical verification of raw material, finished goods, and stores and spares as at 31st March 2012. In our opinion, the frequency of verification is reasonable. The physical verification of raw materials and finished goods was carried out on technical measurement basis.

b) In our opinion, the procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.

c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and the same have been properly dealt with in the books of account.

3. a) The Company has not granted any loan (secured or unsecured) to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

b) The Company has taken loans from directors covered in the Register maintained under Section 301 of the Companies Act, 1956. In our opinion, other terms and conditions on which these loans have been taken are not prima facie prejudicial to the interest of the Company. As at the year end, the outstanding balance of such loans aggregated to Rs.91.92 lacs. The maximum amount outstanding during the year, aggregated to Rs.112.92 lacs.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of audit, no major weakness has been noticed in these internal controls.

5. a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements under section 301 of the Companies Act, 1956 have been so entered.

6. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered into the register maintained under section 301 of the Companies Act, 1956 have been made at prices which are generally reasonable considering the strategic relationship and having regard to the prevailing market prices at the relevant time.

7. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits form the public during the year.

8. In our opinion, the Company has an internal audit system which requires strengthening in commensurate with its size and the nature of its business.

9. The Central Government has not prescribed maintenance of cost records under Section 209 (1) (d) of the Company Act, 1956 for any of the products of the Company.

10. a) According to the information and explanations given to us, the Company generally regular in depositing with appropriate authorities undisputed statutory dues including investor education and protection fund, income tax, sales - tax, wealth tax, service tax, custom duty, excise duty, education cess and other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, Excise Duty were outstanding as at 31st March, 2012, for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues on Account of Sales Tax, Income Tax, Wealth Tax Custom Duty, Excise Duty and Cess that have not been deposited with the appropriate authorities on account of dispute.

11. The Company does not have accumulated losses at the end of the financial year. Moreover it has not incurred cash losses in the current year and in the immediately preceding financial year.

12. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to the financial institution or bank.

13. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a Chit fund and Nidhi / Mutual benefit fund Society. Therefore the provisions of the Clause 4 (xiiii) of the order are not applicable to the Company.

15. In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in shares, securities, debentures or other investments. Accordingly, the provisions of Clause 4 (xivi) of the order are not applicable to the Company.

16. According to the information and explanations given to us and the representations made by the management, the Company has given guarantee for loans from Bank taken by Samriddhi Foils in which the Company is 50% partner.

17. The Company has not taken fresh term loans during the year.

18. 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 which have been used for long term investment. No funds have been raised on long term basis.

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

20. The Company has not issued any debentures.

21. The Company has not raised any money through a public issue during the year.

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

PLACE: MUMBAI For ARVIND & COMPANY

DATE: AUGUST 30, 2012 Chartered Accountants

Firm Reg. No. 100569W

SD/-

GAURANG A. PATEL

(Partner)

M. No. 36700

---

Mar 31, 2011

1. We have audited the attached Balance sheet of M/S. SYNTHIKO FOILS LTD. as at 31st March, 2011 and also the Profit and Loss account for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the auditing standards generally accepted in India. These 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 he amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"), issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956' (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 paragraphs 4 and 5 of the Order.

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

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

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

c) The balance sheet, profit and loss account dealt with by this report is in agreement with the books of account.

d) In our opinion, the balance sheet, profit and loss account dealt with by this report complies with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.

e) Name 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 give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) In the case of Balance sheet, of the state of affairs of the company as at 31st March 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 the cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT Referred to in Paragraph (3) of our report of even date

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

a) As explained to us, the Company has a policy of physically verifying its fixed assets periodically, which in our opinion is not reasonable having regard to the size of the Company and the nature of its business. During the year, some of the fixed assets have been physically verified by the management and no material discrepancies were noticed on such verification.

b) During the year, there was no substantial disposal of Fixed Assets.

2. a) The Company has carried out a physical verification of raw material, finished goods, and stores and spares as at 31st March 2011. In our opinion, the frequency of verification is reasonable. The physical verification of raw materials and finished goods was carried out on technical measurement basis.

b) In our opinion, the procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.

c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and the same have been properly dealt with in the books of account.

3. a) The Company has not granted any loan (secured or unsecured) to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

b) The Company has taken loans from directors covered in the Register maintained under Section 301 of the Companies Act, 1956. In our opinion, other terms and conditions on which these loans have been taken are not prima facie prejudicial to the interest of the Company. As at the year end, the outstanding balance of such loans aggregated to Rs.84.92 lacs. The maximum amount outstanding during the year, aggregated to Rs.88.27 lacs.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of audit, no major weakness has been noticed in these internal controls.

5. a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements under section 301 of the Companies Act, 1956 have been so entered.

6. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered into the register maintained under section 301 of the Companies Act, 1956 have been made at prices which are generally reasonable considering the strategic relationship and having regard to the prevailing market prices at the relevant time.

7. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public during the year.

8. In our opinion, the Company has an internal audit system which requires to strengthen in commensurate with its size and the nature of its business.

9. The Central Government has not prescribed maintenance of cost records under Section 209 (1) (d) of the Company Act, 1956 for any of the products of the Company.

10. a) According to the information and explanations given to us, the Company generally regular in depositing with appropriate authorities undisputed statutory dues including investor education and protection fund, income tax, sales – tax, wealth tax, service tax, custom duty, excise duty, education cess and other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, Excise Duty were outstanding as at 31st March, 2011, for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues on Account of Sales Tax, Income Tax, Wealth Tax Custom Duty, Excise Duty and Cess that have not been deposited with the appropriate authorities on account of dispute.

11. The Company does not have accumulated losses at the end of the financial year. Moreover it has not incurred cash losses in the current year and in the immediately preceding financial year.

12. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to the financial institution or bank.

13. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a Chit fund and Nidhi / Mutual benefit fund Society. Therefore the provisions of the Clause 4 (xiiii) of the order are not applicable to the Company.

15. In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in shares, securities, debentures or other investments. Accordingly, the provisions of Clause 4(xivi) of the order are not applicable to the Company.

16. According to the information and explanations given to us and the representations made by the management, the Company has given guarantee for loans taken by Samruddhi Foils in which the Company is 50% partner from Bank.

17. The Company has taken term loans during the year.

18. 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 which have been used for long term investment. No funds have been raised on long term basis.

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

20. The Company has not issued any debentures.

21. The Company has not raised any money through a public issue during the year.

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

For ARVIND & COMPANY

Chartered Accountants

FIRM REGISTRATION NO.100569W

Sd/- G. A. PATEL Partner M. No. 36700 Place : Mumbai

Date : August 29, 2011

---

Mar 31, 2010

1. We have audited the attached Balance sheet of M/S. SYNTHIKO FOILS LTD. as at 31st March, 2010 and also the Profit and Loss account for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the auditing standards generally accepted in India. These 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 he amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"), issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956' (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 paragraphs 4 and 5 of the Order.

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

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

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

c) The balance sheet, profit and loss account dealt with by this report is in agreement with the books of account.

d) In our opinion, the balance sheet, profit and loss account dealt with by this report complies with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.

e) Name 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 give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) In the case of Balance sheet, of the state of affairs of the company as at 31st March 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 the cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT

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

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

a) As explained to us, the Company has a policy of physically verifying its fixed assets periodically, which in our opinion is not reasonable having regard to the size of the Company and the nature of its business. During the year, some of the fixed assets have been physically verified by the management and no material discrepancies were noticed on such verification.

b) During the year, there was no substantial disposal of Fixed Assets.

2. a) The Company has carried out a physical verification of raw material, finished goods, and stores and spares as at 31st March 2010. In our opinion, the frequency of verification is reasonable. The physical verification of raw materials and finished goods was carried out on technical measurement basis.

b) In our opinion, the procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.

c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and the same have been properly dealt with in the books of account.

3. a) The Company has not granted any loan (secured or unsecured) to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

b) The Company has taken loans from directors covered in the Register maintained under Section 301 of the Companies Act, 1956. In our opinion, other terms and conditions on which these loans have been taken are not prima facie prejudicial to the interest of the Company. As at the year end, the outstanding balance of such loans aggregated to Rs.88.27 lacs. The maximum amount outstanding during the year, aggregated to Rs.88.27 lacs.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of audit, no major weakness has been noticed in these internal controls.

5. In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements under section 301 of the Companies Act, 1956 have been so entered.

6. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered into the register maintained under section 301 of the Companies Act, 1956 have been made at prices which are generally reasonable considering the strategic relationship and having regard to the prevailing market prices at the relevant time.

7. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits form the public during the year.

8. In our opinion, the Company has an internal audit system which requires to strengthen in commensurate with its size and the nature of its business.

9. The Central Government has not prescribed maintenance of cost records under Section 209 (1) (d) of the Company Act, 1956 for any of the products of the Company.

10. a) According to the information and explanations given to us, the Company generally regular in depositing with appropriate authorities undisputed statutory dues including investor education and protection fund, income tax, sales – tax, wealth tax, service tax, custom duty, excise duty, education cess and other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, Excise Duty were outstanding as at 31st March, 2010, for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues on Account of Sales Tax, Income Tax, Wealth Tax Custom Duty, Excise Duty and Cess that have not been deposited with the appropriate authorities on account of dispute.

11. The Company does not have accumulated losses at the end of the financial year. Moreover it has not incurred cash losses in the current year and in the immediately preceding financial year.

12. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to the financial institution or bank.

13. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a Chit fund and Nidhi / Mutual benefit fund Society. Therefore the provisions of the Clause 4 (xiiii) of the order are not applicable to the Company.

15. In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in shares, securities, debentures or other investments. Accordingly, the provisions of Clause 4(xivi) of the order are not applicable to the Company.

16. According to the information and explanations given to us and the representations made by the management, the Company has given guarantee for loans taken by Samruddhi Foils in which the Company is 50% partner from Bank.

17. The Company has taken term loans during the year.

18. 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 which have been used for long term investment. No funds have been raised on long term basis.

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

20. The Company has not issued any debentures.

20. The Company has not raised any money through a public issue during the year.

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

For ARVIND & COMPANY

Chartered Accountants FIRM REGISTRATION NO.100569W

Sd/- G. A. PATEL Partner M. No. 36700 Place : Mumbai Date : 31st August, 2010

---

Mar 31, 2009

1. We have audited the attached Balance sheet of M/S. SYNTHIKO FOILS LTD. as at 31st March, 2009 and also the Profit and Loss account for the year ended on that date annexed thereto. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit in accordance with the auditing standards generally accepted in India. These 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 he 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, and adjustment thereto (together referred to as the Order) issued by the Central Government of India in terms of sub-section (4 A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order to the extent applicable.

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

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

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

c) The balance sheet, profit and loss account dealt with by this report is in agreement with the books of account.

d) In our opinion, the balance sheet, profit and loss account dealt with by this report complies with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.

e) Name of the directors are disqualified as on 31 st March 2009 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 give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) In the case of Balance sheet, of the state of affairs of the company as at 31 st March 2009.

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 the cash flow statement, of the cash flows for the year ended on that date.

M/S. SYNTHIKO FOILS LTD. ANNEXURE TO THE AUDITORS REPORT Referred to in Paragraph (3) of our report of even date

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

a) As explained to us, the Company has a policy of physically verifying its fixed assets periodically, which in our opinion is not reasonable having regard to the size of the Company and the nature of its business. During the year, some of the fixed assets have been physically verified by the management and no material discrepancies were noticed on such verification.

b) During the year, there was no substantial disposal of Fixed Assets.

2. a) The Company has carried out a physical verification of raw material, finished goods, and stores and spares as at 31st March 2009. In our opinion, the frequency of verification is reasonable. The physical verification of raw materials and finished goods was carried out on technical measurement basis.

b) In our opinion, the procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.

c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and the same have been properly dealt with in the books of account.

3. a) The Company has not granted any loan (secured or unsecured) to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

b) The Company has taken loans from directors covered in the Register maintained under Section 301 of the Companies Act, 1956. In our opinion, other terms and conditions on which these loans have been taken are not prima facie prejudicial to the interest of the Company. As at the year end, the outstanding balance of such loans aggregated to Rs.83.87 lacs. The maximum amount outstanding during the year, aggregated to Rs.83.87 lacs.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of audit, no major weakness has been noticed in these internal controls.

5. a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements under section 301 of the CompaniesAct, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered into the register maintained under section 301 of the CompaniesAct, 1956 have been made at prices which are generally reasonable considering the strategic relationship and having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered into the register maintained under section 301 of the Companies Act, 1956 have been made at prices which are generally reasonable considering the strategic relationship and having regard to the prevailing market prices at the relevant time.

7. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits form the public during the year.

8. In our opinion, the Company has an internal audit system which requires to strengthen in commensurate with its size and the nature of its business.

9. The Central Government has not prescribed maintenance of cost records under Section 209 (1) (d) of the Company Act, 1956 for any of the products of the Company.

10. a) According to the information and explanations given to us, the Company generally regular in depositing with appropriate authorities undisputed statutory dues including investor education and protection fund, income tax, sales - tax, wealth tax, service tax, custom duty, excise duty, education cess and other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, Excise Duty were outstanding as at 31st March, 2009, for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues on Account of Sales Tax, Income Tax, Wealth Tax Custom Duty, Excise Duty and Cess that have not been deposited with the appropriate authorities on account of dispute.

11. The Company does not have accumulated losses at the end of the financial year. Moreover it has not incurred cash losses in the current year and in the immediately preceding financial year.

12. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to the financial institution or bank.

13. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

14. In our opinion, the Company is not a Chit fund and Nidhi / Mutual benefit fund Society. Therefore the provisions of the Clause 4 (xiiii) of the order are not applicable to the Company.

15. In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in shares, securities, debentures or other investments. Accordingly, the provisions of Clause 4(xivi) of the order are not applicable to the Company.

16. According to the information and explanations given to us and the representations made by the management, the Company has given guarantee for loans taken by Samruddhi Foils in which the Company is 50% partner from Bank.

17. The Company has not taken any term loans during the year.

18. 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 which have been used for long term investment. No funds have been raised on long term basis.

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

20. The Company has not issued any debentures.

20. The Company has not raised any money through a public issue during the year.

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

For ARVIND & COMPANY Chartered Accountants

Sd/-

G.A.PATEL Partner M. No. 36700

Place : Jawhar

Date :31st August, 2009