Auditor Report of Aditya Forge Ltd.

Mar 31, 2024

We have audited the accompanying standalone Ind AS financial statements of Aditya Forge
Limited ("the Company"), which comprise the Balance Sheet as at 31^st March 2024, the
Statement of Profit and Loss, the Statement of Changes in Equity and the Statement of Cash
Flows for the year ended, and summary of the significant accounting policies and other
explanatory information (hereinafter referred to as "Standalone Ind AS financial
statements").

Except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph,''
in our opinion and to the best of our information and according to the explanations given to
us, standalone Ind AS 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 standards
prescribed under section 133 of the Act, read with companies Rules 2015, as amended ( IND
AS) and other accounting principles generally accepted in India of the state of affairs of the
Company as at 31^st March 2024, its loss (including other comprehensive income), changes in
equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

We have conducted our audit of the standalone Ind AS financial statements in accordance
with the Standards on Auditing specified under Section 143(10) of the Act. Our responsibility
under those Standards are further described in Auditor''s Responsibility for the Audit of the
standalone financial statements section of our report. We are independent of the company
in accordance of with code of ethics issued by ICAI together with the independence
requirement that are relevant to our audit of standalone financial statement under the
provisions of the Act and the rules made there Code under, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the ICAI''s of Ethics.

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We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for out audit opinion on the stand alone financial statement except for the following
matter:

We have not been provided with the balance confirmation or any other details for the trade
receivable, trade payable, loans and advances receivable/ payable shown in the books of
accounts. In the absence of the same we are unable to confirm the balance and nature of
transaction.

As a result of these matters, we were unable to determine whether any adjustments might
have been found necessary in respect of recorded or unrecorded transactions and accounts
receivable/payable in the Balance Sheet, and the corresponding elements making up the
Statement of Profit and Loss and Cash Flow Statement.

Key Audit Matters

Sr No	Key Audit Matters	How Our Audit addressed the Key Audit Matter
1	Revenue recognition: Company has main income from manufacturing and other services and therefore recognition policy becomes critical.	• We have reviewed the management policy for the recognition of sales and purchase transaction and also tested the revenue recognition policy.
2	Evaluation of Financial assets : The company has received some loans from various parties as a part of business transactions. For us to reach to conclusion for audit opinion the verification and confirmation of such advances were necessary.	• We have reviewed the transactions. • We discussed the nature of transaction with management. • We asked for the confirmation from the parties however the same were not made available till the date of audit report and the same has been described in qualified opinion.

Other Information

The company''s management and board of directors are responsible forthe other information.
The other information comprises Board''s Report on corporate governance and Business
Responsibility report but does not include standalone financial statement and our auditor''s
report thereon.

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

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

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

Management''s Responsibility for the Standalone Ind AS 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 Ind
AS financial statements that give a true and fair view of the state of affairs, Profit (including
other comprehensive income), changes in equity and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the Indian
Accounting Standards (Ind AS) prescribed under section 133 of the Act.

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

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

Board of directors is also responsible for overseeing the company''s financial reporting
process.

Auditor''s Responsibility

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

to influence the economic decision of users taken on the basis of these standalone financial
statements.

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

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

• Obtain an understanding of internal financial control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible forexpressing our opinion on whether the
company has an adequate internal financial control system in place and the operating
effectiveness of such controls.

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

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the standalone financial statements of
the current period and are therefore the key audit matters. We describe these matters in our
auditor''s report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order") issued by the

Central Government in terms of Section 143(11) of the Act, we give in "Annexure A" a

statement on the matters specified in paragraphs 3 and 4 of the Order.

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

(a) We have sought and obtained all the information which to the best of our knowledge
and belief was necessary for the purpose of our audit.

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

(c) The Balance Sheet, the Statement of Profit and Loss, Statement of Changes in Equity
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 Ind AS financial statements comply with the
Indian Accounting Standards prescribed under section 133 of the Act.

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

(f) With respect to the adequacy of the internal financial controls with reference to

financial statements of the Company and the operating effectiveness of such controls,
refer to our separate Report in "Annexure B". ____

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(g) With respect to the other matters to be included in the Auditor''s Report in accordance
with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to
the best of our information and according to the explanations given to us:

i. There is no pending litigation on the company therefore the same is not required
to be disclosed.

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

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

Date: 15/06/2024 For M A A K & Associates

Place: Ahmedabad (Chartered Accountants).

UDIN: 24139533BKECUQ6819 FRM: 135024W _____

Kenjfn Satyawadi V3CV
Partner

M. No.: 139533

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Mar 31, 2014

Report on the Financial Statements

We have audited the accompanying financial statements of ADITYA FORGE LIMITED (''the Company) which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit and Loss for the year 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 of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("the Act) read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies act, 2013. 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 but not for the purpose of expressing an opinion on the effectiveness of companies internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.We believe that the audit evidence we have obtained is sufficient andappropriate 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:

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

(ii) in the case of the Statement of Profit and Loss, of the ''LOSS'' for the year ended on that date;

(iii) 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"), as amended, 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.

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, 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, statement of profit and loss and the Cash Flow Statement comply with Accounting Standards notified under the Companies Act, 1956 ("the Act") read with General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of Companies Act, 2013.

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

Annexure referred to in paragraph titled as ''Report on Other Legal and Regulatory Requirements'' of Independent Auditors Report to the members of ADITYA FORGE LIMITED for the year ended 31st March 2014.

1. In respect of its fixed assets:

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

(b) As explained to us, all the fixed assets have been physically verified by the management during the year in accordance with a phased programmed of verification adopted by the Company. In our opinion, the frequency of verification is reasonable having regard to the size of the company & nature of its assets. As informed to us, no material discrepancies were noticed on such physical verification.

(c) As explained to us, the company has not made disposal of substantial part of fixed assets during the year under review and has not affected the going concern.

2. In respect of its inventories:

(a) Physical verification of inventory has been conducted at reasonable intervals by the management.

(b) Procedures for physical verification of inventory followed by the management needs to improve to make it adequate in relation to the size of the company and the nature of its business.

(c) In Our Opinion, the Company is maintaining proper records of Inventory. Discrepancies noticed on Physical verification of Inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

3. In respect of loans granted and taken to / from parties covered in the register maintained u/s 301 of the Companies Act, 1956.

(a) 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 Act. Accordingly, clause (iii)(b) to (iii)(d) of paragraph 4 of the Order are not applicable to the Company for the Current year.

(b) The Company has taken loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act.

(c) In our opinion and according to the information and explanation given to us, barring the nil rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the company.

(d) The loans taken are re-payable on demand.

4. In respect of internal control

In our opinion and according to the information and explanations given to us there is 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 audit, we have not observed continuing failure to correct major weaknesses in internal control system.

5. In respect of contracts or arrangements need to be entered into a register maintained u/s 301 of the Companies Act, 1956

(a) According to the information and explanation given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the companies Act 1956 have been entered in the register required to be maintained under that section.

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the companies Act 1956 are made at price which are reasonable having regard to prevailing market prices at the relevant time.

6. In respect of deposits from public

No deposits within the meaning of Sections 58A and 58AA or any other relevant provision of the Act and rules farmed there under have been accepted by the Company.

7. In respect of internal audit system

In our opinion the Company has an in house internal audit system, commensurate with the size of the Company and nature of its business, however the same is required to be strengthened with regard to the scope, reporting and its compliance.

8. In respect of maintenance of cost records

We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for Maintenance of cost records under section 209(l)(d) of the Companies Act, 1956 in respect of Company''s product to which the said rules are made applicable and are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have, however not made a detailed examination of the records with a view to determine whether they are accurate.

9. In respect of statutory dues

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, Cess and other material statutory dues applicable to it except Excise Duty amounting to Rs. 18,08,267/- & Professional Tax amounting to Rs.89590/-

(b) According to the records of the Company, there are no dues of Sales tax, Customs duty, Wealth tax, service tax and cess that have not been deposited on amount of any dispute. There were disputed statutory dues of the company that have not been deposited on account of matters pending before appropriate authorities. The same are as below;

Sr Name of the Nature of Amount (Rs. Period to Forum No. Statue the Due In Lakhs) which the where amount dispute is relates pending

1 Income Tax Tax & 10,59,470/- F.Y2009-10 CIT(A) Interest

2 Income Tax Tax & 77,51,550/- F.Y2010-11 CIT(A) Interest

10. In respect of accumulated losses and cash losses

There are accumulated losses of Rs.483.76 Lacs [Previous Year Rs.454.78 Lacs] of the Company at the end of the financial year. There are no cash losses during the financial year. In the current year company''s Net-Worth has exceeded Accumulated Losses. The Company has become Sick Industrial Company within the meaning of Sick Industrial Company (Special Provisions) Act, 1985 as the accumulated losses were more than net worth of the Company. A reference to BIFR is recommended by the Board.

11. In respect of dues to financial institution / banks / debentures

The company is not making payments to the Madhavpura Mercantile Co-op Bank Limited(MMCB). The bank has filed a case against the company in the Court of Board of Nominees. The company has provided for Interest of Rs.1,92,11,140 to arrive at the figure for which case is filed by the Bank with the Court of Board of Nominees as per the Notice No. MMCB/HO/44/229/2011-12 dated 4th January, 2012 issued to the company by MMCB. Interest from the date of decree on the outstanding amount of the suit is yet to be charged to the Profit and loss account. The Company had shown their willingness to settle the account as per OTS offered to them by the Bank (MMCB) vide their letter No. MMCB/SHB /43/10/11 DatedlO/06/2010. The request of Company is pending.

12. In respect of loans and advances granted on the basis of security

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

13. In respect of provisions applicable to Chit fund

In our opinion and according to information and explanations given to us the company is not chit fund or a nidhi or mutual benefit fund/society. Accordingly, the provisions of clause 4(xiii) of the Order are not applicable to the company.

14. In respect of dealing or trading in shares, securities, debentures and other investment

According to the information and explanation given to us the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly the provision of clause 4(xiv) of the Companies (Auditors Report) order 2003 are not applicable to the company.

15. In respect of guarantee given for loans taken by others

According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In respect of application of term loans

According to the information and explanations given to us, in our opinion, the terms loans were applied for the purpose for which they were obtained.

17. In respect of fund used

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

18. In respect of preferential allotment of shares

The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act, during the year.

19. In respect of securities created for debentures

The company has not issued any debentures during the year. Therefore provisions of clause 4(xix) of the Order are not applicable to the company.

20. In respect of end use of money raised by public issues

The company has not raised any money from the public during the year under audit.

21. In respect of fraud

Based upon the audit procedures performed for the purpose of recording the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud or by the company has been noticed or reported during the course of our audit.

For, K.J.Shah & Co., Chartered Accountants Registration No.132369W

Date: 24th August 2014 Place: Vadodara (kamlesh J Shah) Proprietor Membership No.042390

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying statements of Aditya Forge Limited ("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 flow of the Company in accordance with the accounting principles generally accepted in India including Accounting Standards referred to in Section 2J1(3Q of the Companies Act. l«5&("tlw Act"), This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that uhe a true and fair view and are free form material misstatement, whether due to fraud or error,

Auditors* Responsibility

Our responsibility is to express an opinion an 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 form material misstatements,

An audit involves performing procedures to oblak 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 risk 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.

Wc 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 -a^resaid 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 Conqxwv s at March 31,2013:

(b) In the case of the Statement of Profit and Loss Account, of the ''Loses'' 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 sMid Regulatory Requirements.

1, As required by the Companies (Auditor''s Report Ordcr.2003 ("the Order") issued by tiie Central Government of India in terms of Section 227 (4 A) of the Act, we give tin the Anncjcure 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. Wc 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.

e, The Balance Sheet, the Statement of Profit and Loss, and rite Cash Flow Statement dealt with the by this Report are in agreement with the books of accounts.

d. In our opinion, the Balance Sheet, the Statement of Frail! and Loss, and the Cash Plow Statement comply with the Accounting Standards referecd to in section 211 (3C) of the Act

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

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

1. Id respect of its filed assets;

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets- Such Records are kept under updation at Registered Office.

(b) Fixed assets have been physically verified by the management during the year and as lnformcd,.n© material discrepancies were identified on siieli verification.

(c) No substantial part of fixed assets has been disposed off during the year, and ti has not atTeelcd the going concern.

2. in respect of Its inventories:

(a) Physical verifkmion of inventory has been conducted at reasonable intervals by the management.

(I>) Procedures fur physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature cf its business. There are no inadequacies in such procedures that should be reported.

(a) In Our Opinion, the Company is maintaining proper records of Inventory. Discrepancies noticed on Physical verification of Inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

3. In respect of loans granted and taken to / from parties covered In the register maintained n/s 301 of the Companies Act, 1956,

(a) ''I he 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 Act. Accordingly, clause (iii)(b) to (m)(d) of paragraph 4 of the Order are not applicable to the Company for the Current year.

(b) The Company has taken loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Acl Accordingly, clause (iiiXl) and (iii)(g) of paragraph 4 of the Order are not applicable to the Company for the Current year,

(c) In our opinion and according to the information and explanation given u> us, the rate of interest and other terms and conditions for such loans arc not prima facie prejudicial to the interest of the company.

(i) The loans taken are re-payable on demand.

4. In respect of internul euntxol

In our opinion and according to the information and explanations given to us there is 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 Tor the sale of goods and services. Uurutg the course of audit, We have not observed continuing failure to correct major weaknesses in internal control system,

5. In''respect of contracts or arrangements need to he entered intn » register maintained u/s 301 of the Companies Act, 1956

(a) According to the information and explanation given lo us, we are of the opinion that the particulars of contracts or arrangements referred lo in section 301 -of the companies Acl 1956 have been entered in the register required to be nuiintaine-d under that section.

(b) In our opinion and according to the information and explanation given to its, the transactions made in pursuance of contracts or arrangements entered in the register maintained tinder section .101 0f the companies Act 195(5 are made at price which are reasonable having regard to prevailing market prices at the relevant time,

6. In respect of deposits from public

Ncs deposits within the meaning of Sections 58A. and 58AA or any other relevant provision of the Act and rules farmed there under have been accepted by the Company. In respect of internal audit system

In aur opinion, the Company has an internal audit system commensurate with its and nature ofbusiness.

g. In respect of maintenance nf cost records

The Company is required id maintain cost records pursuant to the Rules made by the Central Goveruncnt for the maintenance of cost records under Section 209 (l)(d) of the Act.

9. In respect of statutory dues

(a) The company is regular in depositing with, appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees" state insurance income tax, salts tax, wealth tax. service tax, custom duty, excise duty. Cess and other materia! statutory- dues applicable to it.

(b) According to the records of the Company, there are no dues of Income lax, sales tax, customs duty, wealth tax, service tax, excise duty, sales tax and cess that have been not been deposited on amount of any dispute.

In respect of aceurn nla ted losses and cash losses

There are accumulated lows of R&J6QM t
11. In respect of dues to financial institution / banks / debentures

The company is not making payments to the Madhavpwra Mercantile Co-op B
12. In respect nf loans and sdVnnces grunted on the basis of security

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

13. In respect of provisions applicable to Chit fund

lu our opinion and according to information and explanations given to us the company is not cliit fund or a nidhi or mutual benefit fund/society. Accordingly, the provisions of clause 4(xiii) of the Order are not applicable to the company.

14, In respect of dealing or trading in shares, securities, debentures and other Investment

Tn our opinion the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly the provision of clause 4(xiv) of the Companies (Auditors Report) order 2003 arc not applicable to the company,

15, lii respect of guarantee given for loans taken by others

According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or flnanckl institutions,

14 In respect of application of term loans

According to die information and explanations given to us, in our opinion, the terms loans were applied for the purpose for which they were obtained.

17. tn respect of fund used

According to the information and explanations given to us and on overall examination of the balance sheet and cash flow statement of the company, we report that no funds raised on short-term oasis have been used for long-term investment. respect of preferentM allotment of stares

he company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act, during the year.

19. In respect of securities created for debentures

The company has not issued any debentures during the year. Therefore provisions of clause 4(xix) of the Order are not applicable to the company.

20. In respect of end use of money raised by public Issues

The company has not raised any money from the public during the year under audit.

21. In respect of fraud

Based upon die audit procedures performed for the purpose of recording the true and lair view of the financial statements and as per the information and explanations given by the management, we report that no fraud or by the company has been noticed or reported during the course of our audit,

FOR K. J. SHAH & CO.

(Chartered Accountants)

Firm Reg No.:132369W

Kamlcsh J. Shah

Place: Vadodarn (Proprietor)

Date : 30/04/20B Membership No : 042390

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Mar 31, 2012

We have audited the annexed Balance sheet of ADITYA FORGE LIMITED, as at 31/03/2012 and the Profit and Loss Statement for the year ended on that date annexed thereto and the Cash flow for the year ended on that date. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan 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 overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1. This report does includes a statement on the matters specified in paragraph 4 of the Companies (Auditor's Report) Order, 2003, issued by the department of company affairs, in terms of section 227 (4A) of the companies Act, 1956.

2. Further to our comments in the annexure referred to in paragraph 1 above, we state 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 books of accounts as required by the law have been kept by the Company so far as it appears from the examination of such books;

(c) The Balance Sheet and the Profit and Loss Statement and cash flow statment, dealt with by this report, are in agreement with the said books of accounts;

(d) In our opinion the Balance Sheet and Profit & Loss Statement and cash flow statment comply with the accounting standards referred to in Sub Section 3(c) of Section 211 of the Companies Act, 1956.

(e) On the basis of written representation received from the directors as of 31/03/2012 and taken on record by the board of directors, We report that none of the directors is disqualified as of 31/03/2012 from being appointed as a director in terms of clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.

(f) In Our opinion and to the best of Our information and according to the explanations given to us, read with Accounting Policies and notes on Accounting mentioned in schedule 1 & 2, the said accounts give the information required by the Companies Act, 1956, in the manner so required give a true and fair view,

(i) In the case of the Balance Sheet, of the State of Affairs of the Company as at 31/03/2012 and; (ii) In the case of the Profit and Loss Account, of the Profit of the Company for the year ended on that date. (iii) Cash flow statement, cash flow of the company for the year ended on that date

ANNEXURE TO THE AUDITORS' REPORT

1. Id respect of its fixed assets:

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. Such Records are kept under updation at Registered Office.

(b) Fixed assets have been physically verified by the management during the year and as informed, no materia! discrepancies were identified on such verification.

(c) No substantial part of fixed assets have been disposed off during the year, and it has not affected the going concern.

2. Id respect of its inventories:

(a) Physical verification of inventory has been conducted at reasonable intervals by the management.

(b) Procedures for 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. There is no inadequacies in such procedures that should be reported.

(c) In Our Opinion, the Company is maintaining proper records of Inventory. Discrepancies noticed on Physical verification of Inventory as compared to book records were not material and have been properly dealt with in the books of accounts.

3. In respect of loans granted and taken to / from parties covered in the register maintained u/s 301 of the Companies Act, 1956.

(a) 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 Act. Accordingly, clause (iitXb) to (iiiXd) of paragraph 4 of the Order are not applicable to the Company for the Current year.

(b) N.A.

(c) N.A.

(d) N.A.

(e) The company has taken loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act. Accordingly, clause (iiiXO and (iiiXg) of paragraph 4 of the Order are not applicable to the Company for the Current year.

(f) In Our opinion and according to the information and explanation given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the company.

(g) The loans taken are re-payable on demand.

4. In respect of internal control

In our opinion and according to the information and explanations given to us there arc 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 audit, We have not observed continuing failure to correct major weaknesses in internal control system.

5. In respect of contracts or arrangements need to be entered into a register maintained u/s 301 ofthe Companies Act, 1956

(a) According to the information and explanation given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 ofthe companies Act 1956 have been entered in the register required to be maintained under that section.

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the companies Act 1956 are made at price which are reasonable having regard to prevailing market prices at the relevant time.

6. In respect of deposits from public

No deposits within the meaning of Sections 58A and 58AA or any other relevant provision ofthe Act and rules farmed there under have been accepted by the Company.

7. In respect of internal audit system

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



8. In res pect of m»inten»n c* of cost records

The Company is required to maintain cost records pursuant to the Rules made by the Central Govenment for the maintenance of cost records under Section 209 (I XQ) of the Act.

9. In respect of statutory dues

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

(b) According to the records of the Company, there are no dues of Income tax, sales tax, customs duty, wealth tax, service tax, excise duty, sales tax and cess that have been not been deposited on amount of any dispute.

10. In respect of accumulated losses and cash losses

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

11. In respect of dues to financial institution/banks/debentures

Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to a financial institution.

12. In respect of loans and advances granted on the basis of security

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

13. In respect of provisions applicable to Chit fund

In our opinion and according to information and explanations given to us the company is not chit fund or a uidhi or mutual benefit fund/society. Accordingly, the provisions of clause 4(xiii) of the Order are not applicable to the company.

(a) N.A

(b) N.A

(c) N.A

(d) N.A

14. In respect of dealing or trading in shares, securities, debentures and other investment

In respect of dealing/trading in shares, securities, debentures and other investments, in our opinion and according to the information and explanations given to us, proper records have been maintained of the transactions and contracts and timely entries have been made therein. The company, in its own name, has held the shares, securities, debentures and other investments.

15. In respect of guarantee given for loans taken by others

According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In respect of application of term loans

According to the information and expatriations given to us, in our opinion, the terms loans were applied for the purpose for which they were obtained.

17. In respect of fund used

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

18. In respect of preferential allotment of shares

The company has not made any preferential allotment of shares to parties and companies covered in die register maintained u/s 301 of the Act, during the year.

19. In respect of securities created for debentures

The company has not issued any debentures during the year. Therefore provisions of clause 4(xix) of the Order are not applicable to the company.

20. In respect of end use of money raised by public issues

The company has not raised any money from the public during the year under audit.

21. In respect of fraud

Based upon the audit procedures performed for the purpose of recording the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud or by the company has been noticed or reported during the course of our audit

FOR :K. J. SHAH & CO.

(Chartered Accountants) Place : Vadodara Reg No. :132369W

Date : 25/08/2012 Sd/-

KamleshJ. Shah (Proprietor) Membership No : 042390

ADITYA FORGE LTD.

Authorised Signatory