Auditor Report of Alstone Textiles (India) Ltd.

Mar 31, 2024

We have audited the financial statements of Alstone Textiles (India) Limited (“the Company”), which comprise the balance sheet as at March 31, 2024, and the statement of profit and loss (including other comprehensive income), the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

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 Companies Act, 2013 (‘Act’) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, its Profit Amount of Rs. 4,16,32,111/- and cash out flows for the year ended on that date.

Basis for opinion

We conducted our audit in accordance with the standards on auditing specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the code of ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the code of ethics.

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

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31st March 2024, its profit/loss statement and its cash flows statement for the year ended on that date.

Information other than the financial statements and auditors’ report thereon

The Company’s board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexure to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the financial statements and our auditor’s report thereon.

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

In connection with our audit of the 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 or otherwise appears to be materially misstated.

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

Management’s responsibility for the financial statements

The Company’s board of directors is responsible for the matters stated in section 134 (5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Rules, 2016, as amended from time to time, and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement 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.

The boards of directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

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

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

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

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

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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 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

As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in Annexure “A” a statement on the matters specified in paragraphs 3 and 4 of the 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 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 my examination of those books;

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

(d) In our opinion, the aforesaid financial statements comply with the accounting standards specified under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the board of directors, none of the directors is disqualified as on March 31, 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 over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting;

(g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197 (16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to our, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act; and

(h) 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 our;

a. The Company does not have any pending litigations which would impact its financial position;

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

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

(i) with respect to the proviso to rule 3 sub section 1 of companies (Accounts) rules 2014, the company did not maintain the accounting software which has a feature of recording of audit trail of each and every transaction, creating and edit log of each change made in the books of accounts along with the date when such changes were made and ensuring that the audit trail cannot be disabled.

For GSA & ASSOCIATES LLP (Chartered Accountants)

Firm Regn No: 000257N/N500339

CA. MANINDRA K TIWARI (PARTNER)

M.NO: 501419

PLACE: NEW DELHI DATE: 23.05.2024

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Mar 31, 2023

We have audited the financial statements of Alstone Textiles (India) Limited (“the Company”), which comprise the balance sheet as at March 31, 2C23, and the statemsfii profit and loss (including other comprehensive income), the statement of changes in equity and the statemen of cash flows for the year then ended, and notes to the financial statements, including a summa y of significant accounting policies and otherplanatory information.

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 Companies Act, 2013 (‘Act’) in the manner so required andvgi a true and fair view in conformity with the accounting princip :s generally accepted in India, of the state of affairs of the Company as at March 31, 2C23, its P ofit Amount ofRs. 24,52,12,226/- and cash out flows for the year ended on that date.

Basis for opinion

We conducted our audit in accordance with the standards on auditing specified under section 43 (D) of the Companies Act, 20B. Our responsibilities under those Standards are further describe in the auditor’s responsibilities for the audit of the financial statements section of our report. We re independent of the Company in accordance with the code of ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to oi'' auc of the financial statements under the provisions of the Act and the rules there under, and we hav fulfilled our other ethical responsibilities in accordance with these requirements and the code of ethics.

We believe that the audit evidence we have obted iis sufficient and appropriate to provide a basis for our 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 smaneiqurired 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 3kt March 2C23, its profit/loss statement nd it cash flows statement for the year endedhat date .

Key audit matters

In addition to the matter described in the Material Uncertainty Related to Going Concern s ction we have determined the matters described below to be the key audit matters to be communicat

(A) Adoption of new revenue recognition standard Ind AS 115 (This is added only for illustrative purposes and the auditor has to decide the most significant matter and modify this section accordingly).

Details of the Key Audit Matter

The Company adopted IND AS 115 “Revenue from Contracts with Customers” with effect from April 1 209. The application of the new revenue accounting standard involves certain ke judgments relating to identification of distinct performance obligations, determination of transa ion price of thedentified performance obligations and point of recognition of revenue.

Ind AS 15 also requires extensive disclosures.

Auditors’ Response to the Key Audit Matter

We assessed the Company’s process to identify the impact of adoption of the new revenue accounting standard (IND AS 15).

Our audit approach consisted testing of the design and operating effectiveness of the int rnal controls and substantive testing as follows:

(a) Evaluated the design of internal controls relating to implementation of thesvieMe accounting standard .

(b) Selected a sample of continuing and new contracts, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction pri ce.

(c) Selected a sample of continuing and new contracts and performed the following procedures:

• Read, analyzed and identified the distinct performance obligations in these cont raci .

• Compared these performance obligations with that identified and red dry the C ompany.

• Considered the terms of the contracts to determine the transaction price inct ding any variable consideration to verify the transaction price used to compute reve ue and to test the basis of estimation of the variable consideration.

• Performed analytical procedures for reasonableness of revenue recognition as >er IND AS 15.

Information other than the financial statements and auditors’ report thereon

The Company’s board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Ana sis, Board’s Report including Annexure to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the financial statements and ou auditor’s report thereon.

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

In connection with our audit of theaninal statements, our responsibility is to read the oth r 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 or otherwise appears to be materially misstated.

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

Management’s responsibility for the financial statements

The Company’s board of directors is responsible for the matters stated in section 134 (5) of the Act with respect to the preparation of these financial statements that give a true and fair view of th financid position, financial performance including other comprehensive income, cash flows ai i changes in equity of the Company in accordance with the Indian Accounting Standards (IND AS) prescribed under section 33 of the Act read with the Companies (IndianuA

Rules, 2015 and Companies (Indian Accounting Standards) Rules, 2016, as amended from time to time, and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting reciordsccordance with the provisions of the Act for safeguarding of the assets of the Company and for preventin ; and detecting frauds and other irregularities; selection and application of appropriate accoun ng policies; making judgments and estimates thatrea 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 presentatnoof the financial statement that give a true and fair view and are ''ree 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 goingoncern, 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.

The board of directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements.

Our objectives are to obtain reasonable assurance about whether the financial statementlsole 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 guar ntee

that an audit conducted in accordance witA sSwill always detect a material misstatement when

exists. Misstatements can arise from fraud or error and are considered material if, individual • or i the aggregate, they could reasonably be expected to influence the economic decisions of users ta en on the basis of these financial statements.

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

• Identify and assess the risks of material misstatement fiEnaheial statements, whether

due to fraud or error, design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opir on.

The risk of not detecting a material mtsment resulting from fraud is higher than for c e

resulting from error, as fraud may involve collusion, forgery, intentional omissus, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant et oiutdit in order to design audit procedures that are appropriate in the circumstances. Under section 43(3)(i) of he Companies Act, 2013, we are also responsible for expressing our opinion on whether tl: company has adequate internal financial controlssteyi 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 managem ent.

• Conclude on the appropriateness of manment’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 concernIf we conclude that a material uncertainty exists, we a e required to draw attention in our auditor’s report to the related disclosures in the 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 financial statamudfasg

the disclosures, and whether the financial statements represent the underlying transa ions and events in a manner that achieves fair present ation.

We communicate with those charged with governance regarding, among other matters, the plan ed 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 w th relevant dtical requirements regarding independence, and to communicate with them a relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with thosesdclwitgi governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these natte 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 communicat d in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public inerest benefits of such communicati on.

Report on other legal and regulatory requirements

As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central Government of India in terms of -station (I) of section 43 of the Companies Act, 20B, we give in Annexure “A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

As required by Section 43(3) of the Act, we report that:

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

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

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

(d) In our opinion, the aforesaid financial statements comply with the accounting standards specified under sectiorB 3 of the Act, read with rule 7 of the Companies (Accounts) Rules, 20)4;

(e) On the basis of the written representations received from the directors as on March 31, 202 taken on record by the board of directors, none of the directors is disqualicfneMair ch 31, 2023 from being appointed as a director in terms of Section 64 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of te Company and the operating effectiveness of such controls^ txefieir separate report in “Annexure

B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting;

(g) With respect to the other matters to be inclu dhd Auditor’s Report in accordance with the requirements of section 197 (6) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to our, the remuneration paid by the Compa y to its directors ding the year is in accordance with the provisions of section P7 of the Act; and

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule H of the Companies (Audit and Auditors) Rules, 204, in our opinion and the best of our information and according to the explanations given to our;

a. The Company does not have any pending litigations which would impact its financial position;

b. The Company did not have any lorntg:rm contracts including derivative courtr for which there were any material foreseeable losses; and

c. There has been no delay in transferring amounts, required to be transferred, to the Inv stor Education and Protection F und by the Company.

FOR TIWARI & MISHRA (CHARTERED ACCOUNTANTS)

FIRM REGN NO: 018393N

CA. MANINDRA KUMAR TIWARI (PARTNER)

M.NO: 501419

UDIN: 23501419BGWNBH7118

PLACE: NEW DELHI DATE: 26.05.2023

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Mar 31, 2015

We have audited the accompanying financial statements of M/s SHALINI HOLDINGS LIMITED which comprise the Balance Sheet as at March 31, 2015 and the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Management is responsible for the matters in section 134(5) of the Companies Act, 2013 (the Act) with respect to preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 the Companies Act, 2013 read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the act for the safeguarding of Assets of the company and for preventing and detecting the frauds and other irregularities, selection and application of appropriate accounting policies, making judgments and estimated that are reasonable and prudent and design, implementation and maintenance of internal financial control, that were operating effectively for ensuring the accuracy and completeness pf the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the act, the accounting and Auditing standards and matter which are required to be included in the audit report under the provision of the act and the rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under section 143 (10) of the act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

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

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2015;

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

(C) In the case of the Cash Flow Statement, of the Cash Inflows for the year ended on that date;

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

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

c) the Balance Sheet, Statement of Profit and Loss, and cash flow Statement dealt with by this Report are in agreement with the books of account;

d) in our opinion, the aforesaid Financial Statements, comply with the Accounting Standards specified under section 133 of the act, read with 7 of Companies (Accounts) Rules, 2014.

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

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

(i) the Company does not have any pending litigations which would impact its financial position.

(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.

ANNEXURE 'I' TO THE AUDITOR'S REPORT

The Annexure referred to in our report of even date to the members of Company named as at and for the year ended 31st March, 2015, we report that:

1. There is no Fixed Assets in the company.

2. The company does not have any inventories as at the date of the Balance Sheet because all its purchases of shares etc. has been shown in under the head of Investments.

3. (a) In our opinion and according to the information and explanations given to us, the company has not granted any unsecured loans to the companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

(b) In View of the facts mentioned in Point No- a, above the provisions of clause regarding reasonableness of interest charges or paid are not applicable to the company during the year under report.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of stock-in-trade of shares, debentures, commodities and other similar securities, fixed assets and for the sale of such stock-in-trade and services. Further, on the basis of our examination of books and records of the company and according to the information and explanations given to us, We have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control system.

5. In our opinion and according to the information and explanations given to us , the company has not accepted deposits as the company is a non banking Financial company the provision of section 73 & 74 are not applicable.

6. We have been informed that maintenance of cost records has not been prescribed by the Central Government of the Companies Act, for the year under review.

7. (a) The company is generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, and any other statutory dues with the Appropriate Authorities.

(b) There is no pending disputed of any Authority said above.

8. The Company has no accumulated losses. The company has not incurred cash losses during the financial year covered by our audit, as well as in the immediately preceding financial year.

9. Since the company has neither taken any loans from a financial institution or a bank nor issued any debentures, hence the provisions of paragraph 4 (xi) of the order regarding default in repayment of dues to a financial institution or bank or debenture holders doesn't arise.

10. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a bank or financial institution.

11. According to the information and explanations given to us, We report that the company has not raised any term loans during the year.

12. Based on the audit procedures performed and the information and explanations given to us, We report that no fraud on or by the Company has been noticed or reported during the year, nor have We been informed of such case by the management.



FOR A A S G & CO. (CHARTERED ACCOUNTANTS) FRN : 025660N

CA. AMIT AGARWAL (Partner) M.NO. 518399

Place: Delhi Date : 27.05.2015

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Mar 31, 2013

We have audited the accompanying financial statements of SHALINI HOLDINGS LIMITED , which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

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 principles generally accepted in India including Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors' Responsibility

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

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

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

Opinion

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

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

b) in the case of the Profit and Loss Account, of the loss 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 ("theOrder") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

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

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

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

e) on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

Annexure referred to in paragraph [3] of our report of even date

TO MEMBERS OF SHALINI HOLDINGS LIMITED.

1. The Company do not have any fixed assets therefore Paragraph 4(i) of the Company's Auditor Report Order 2003 is not applicable.

2. Paragraph 4(ii) of the Company's Auditor Report Order 2003 is not applicable.Since the company is not doing any trading and manufacturing activity and do not have any inventories.

3. a. As informed to us , the company has during the year 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 and accordingly paragraph 4(iii)(a)(b)(c) & (d) of the Order are not applicable.

b. As informed to us, the company has not taken loans, secured or unsecured during the year from companies firms or other parties covered in the register maintained under section 301 of the companies Act, 1956.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business. During the course of our audit, no major weakness has been noticed in the internal controls.

5. Based on the audit procedures applied by us and according to the information and explanations provided by the management, that transactions is required to be entered into the register maintained under section 301, transactions with parties with whom transaction exceeding value of Rupees five lakhs have been entered into the register during the financial year.

6. The Company has not accepted any deposits from the public.

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

8. We are of the opinion that the maintenance of cost records are not applicable as per rules framed by Central government for the maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956.

9. According to the records of the Company, the Company is generally regular in depositing undisputed statutory dues including provident fund, Investor Education and protection fund, Employee's state insurance, sales tax, cess and other statutory dues applicable to it except income tax with the appropriate authorities though there has been delay in a few cases payment which were not in arrears at the end of the financial year.

10. The company has accumulated losses at the end of the financial year and are less than the net worth of the company till last year. It has incurred cash oss Rs. 4.91 lakhs during the current financial year. The Company has accumulated losses to the tune of Rs.54.36 Lac as on 31.03.2013.

11. Based on audit procedures and on the information and explanation given by the management, we are of the opinion that the Company has not taken any loan from any financial institution and bank during the year. The Company does not have any borrowing by way of debentures.

12. Based on our examination of documents and records, the Company has not granted loans and advances on the basis of security by way of shares, debentures and other securities.

13. In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special status applicable to chit fund and nidhi/ mutual benefit fund/ societies.

14. In respect of dealing in securities and other investment, in our opinion and according to the information and explanation given to us, proper records have been maintained of the transactions and contracts and timely entries have been made therein. The security and other investment have been held by the Company in its own name except few shares.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by its subsidiaries and associates from bank or financial institutions.

16. During the year, the Company has not taken any term loan from the bank or financial institutions.

17. We have been informed by the management that the no funds raised on short- term basis have not been used for long- term investment and vice-versa.

18. The Company did not have any outstanding debenture during the year.

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

20. Based upon the audit procedures performed and information and explanation given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit during the year ended on 31.03.2013.

For Anuj Garg & Company, Chartered Accountants

Place: New Delhi Dated: 13.05.2013 (ANUJ GARG) Proprietor M.No. 082422