Auditor Report of BWL Ltd.

Mar 31, 2024

I. We him? audited the Financial starements of HW3. limited ("the Company"], which comprise the
halaltce ahui( ai it March 31, Z024-. and tile Slatrtneht <3J J''roIlL acid Loss, statement 0/ churwci inequity
and the statement d I''cash Hows tor the year then ended, and mates to the financial statements., int Indinp a
summary u! significant sceutmt111 g pulides mid other esptjn Story information

in our opinion anti to the hestoi our mtormatioii and acrordinp to the explanations Riven to us, extept
tr>r tlie effects ni'' the matter described in the fliraS for Qualified F>/jfrtfoFt aectimi of our report, the
aforesaid financial statements pivc a true and lair view in Conformity with the aecuundnp principles
ge 1 ie rally attested Lti [ ndla. of the stale of a fairs of t he Cun ij ia ny as tit Match a 1st, j! »''£ 4, and Its loss,
eflitngtf in equity and its cash Ifotvs lor the year ended 011 that dates

IJ. fails for iju.iii fU''d Qplnion

il Treatments of gratuity arid leave atlary are not In conformity with iND-fifi l^L> ittipacis thereof .art
not readily ascertainable. (Krfer Note No 3 (24|

: Dcptecialluu on comp mien Ls as laid dtuvn In foot BAIt - \ Schedule It of Companies Act, 2013 for
hnplenss’ntjTinn from financial results of 31" March, 201b has not been accounted for [Refer Note No.
3 I it" |

III. Key Audit Maders

KeV a udit mailers a re those mailers Lti at. In uu r prole ss i u nal | u d riii etil. were u f most sign! fltanct I il uttr
audit u.l the financial statements of the current period. These matters iverc addressed In the context ul
our audit of die financial statements as a whole, and in forth lug onr opinion thereon, and we do not
provide a separate opinion mi ihese matters, hi addition to the matter tie Serf bed In (he fftr.sr.s for
QuaUfisiQpinfdHsection we hove determined the mutters desittbe below:

St.Mo.	Key Audit Manet	Hnw our audit addressed die key audit matters
T	The accounts of the company have	Phncljpar Audit Procedures urns aro unab''u lb cammwrtt
	been drawn up on going Concern	*n etfortt of s4''i,5fr7?arrJi ihsf may he rre»tSrfn(od agiirfif
	atilamptlsci nolwlfh stand ms	ants JisM.risa or ma comparty if company fia#ei to
	continuous era son of ref worth and	continue as a going concern fa tiering adverse
	suspension of work in the fluctuate	predicament
	over a number of period

2.	Lltigtilions end claims -provisions and contingent liabilities As disclosed ih Notes retailing contingent liability ard provision for tortlinsevKie* Ihe company is involve in direct indirect 1ax and other lliigaiiont (lnigifoiii''t ihat se» pending with different statutory aufogfltie* Whother a liability is recognized or d-s closed as a contingent liability in the financial statemtnlt s kihif*plly jutfgme-nta and dependent cm a number of significant assumption* ana assessments. The amounts involved arc potentially significant aits deienmining 1tie amount, if any, to he recognized or disclosed n the financial statements. 15 mherenlty sub|ecfive	Out Hoy pioecthirat included (ho following: ¦ Assessed the appropriates of the company accounting polic.es, including those relating to provision arei contingent liability by comparing with the applicatte accounting standards; Assessed the ccmpary process for identification of He pending litigations end completeness tor financial fepoding and aiso for monitoring of signilicanl developments in reaton to such pend ng legations ¦ -Engaged subject matter specialists lo gam an understanding of 1he current status of litigations and monitored changes in ihe disputes ir any. through (iscussions with the management and by reading external advice received by the company where relavanl. to establish thai ihe provisions had been appropriately recogn.zed or disclosed as reqLned. . Assessed the company assumptions and estmates In respect of litigatons, including the tiabilit.es or provisions recognized or contingent liabilities disclosed m foe financial statements. This involved assessing the probability of an unfavorable Ouitcomr of a given proceeding and ihe reliability of estimates of re ated amounts ¦ Performed- substantive procedures on the underlying calculations SUppOrtn^ the provisions recarded'' Assessed 1tie management''s ccntSusians through understanding precedents set h similar cases'' end COnsKlorug the nppropi intones* or (ho company''s description of foe disclosures related to litigations and Whtthc foeic adequaicly preterit *d m Ihe Stand a see firancia. statements
3	A number of claims tciaiyg Ra.f.26 eram aDDUj.nolo''y hat bom Indgfcl by Inr company aga "51 BSNL an various ''sows. (Refer ryote No 3(201	. Necessary papers rncluding the order of honourabe Sup''VTie Court hav* Soar, v-r.rf.fd by L4 VI ondor 1u s-r.v.ns theooTTK-lnessof aooowimj ef lha sad claim.

IV Information i»th£f thati I hr ImuhtNil Stile mi; n I * *nd Auditor''s lirport thrrt: Oil;

The Company''s Soard of [Hhtctai¹* ts responsible for prepti ration of ih<‘ olheriflftttfttAtlon. file

other information comprises the information includedin the Management discussion and Analysis,
lin-ant''s Bflpori Including Annexures &. Board''s rijqjcrtsnd Sh.ires holder''s Informsnon. Inn does
not Include Llis flirtation!] Statements and .’Liditois'' report there nn, fJttr opinion on the financial
Statements does nut Cover the ocher tBfomaation anil We dtr no1 express any lumi of assurance
conclusion thereon.

In connection with our audit of financial statements, our responsibility is to read the information

dnd. In (loins so# consider whether the other Information Is ttntrerlully I non distent with the

financial statements or our knowledge obtained during the course ot our audit, or otherwise

appears to lie materially misstated.

If, based on the work we have performed, we conclude that there is material misstatement of this
other Information, we were required to Eiopoil thatlactWr haw nothing to Report in this regard.

V. Management''s Responsibility tor Lhc Stand a Lone Financial Statement*

The Company5 Board of Directors is responsible tor the matters stated in section 13 (5) of the
Companies Act, 2013 ("the Act"} with respect to the preparation of these financial statements that
give a true and fair vLew of the financial position, finandal performance, changes in equity and rash
flows of the Company in accordance with the IND-AS and other accounting principles generally
accepted in India, Including the accounting Standards specified under section 133 of the Act. The
respective hoard of Directors of flic companies ate also responsible for maintenance 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 ijdeni.il
financial controls, that were operating effectively for ensuring the accuracy and completeness of

the accounting records, relevant to the preparation and presentation of the finandal statement that

give a true and fair view and are free from material Is statement, whether due to fraud or error.

In preparing the financial statements, Ftosrd of Directors of the company is responsible fur
assessing the Company''s ability In continue as a going concern, disclosing, as applicable, matters

related to goi ng concern and using the going con cem basis of accou nting uti less nna n agement eith er
Intends to liquidate the Company or to cease operations, or has o realistic alternative but to do so.

The Board of Directors Is also responsible for overseeing tbe Company''s financial reporting
process.

VI, Audi tor’s Elf s pn ns ibl li ties for t he Audit of the Filta neial Statements

Our objectives are L« obLain reasonable assurance about whether the financial statements as a
whole are /tee from material misstatement, whether due to fraud or error, and to Issue an auditor''s

report that includes our opinion. Reason a hlr assurance is a high Irvcl of assurance, hut is not a

guarantee that an audit conducted In accordance with SAs will always detect a material
¦misstatement when it exists. Misstatements. Kin 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 or the basis of the financial statements-

As part ot an auditing accordance with SAs ,wc citcmse professional judgment and maintain

prufesSl unali keep frit Iciiffl (li rough 0 ill lltc an di LWe HI So;

¦ Identify and assess Uit^L risks nfmaterial missiaienienl oi the 1 manual statements, whether due lit
fraud nr error, design and perform audit procedures responsive to those nsks, and obtain nudlt
evidence that Is sufficient and appropriate tn provide a hasis (or our opinion. The risk ol not
detecting a material misstatenifnt resulting trniu fraud is hipticr lhan tor oik resulting Irntn error,
as Iraud may Involve collusiujp forgery Intentional omissions, tidsrep regents tlfihiS, or Ike override
of Internal control.

¦ Obtain tin uMerslitidltig of Internal control relevant to the audit in order in design Audit
procedures that arc appropriate in the clrcuiu.sttnces. Under section 143(31(1] of the Companies
Act, 2013, we are also responsible for expressing our opinion an whether the company'' has
adeguate Internal fm BEirid IcuntrolsSy sleuii npl accaudl I ieu peral In gell L''cttvenessol''s ud wort! ru I s

¦ Evaluate Ihe appropriateness ul accounting policies used and I he reasonableness of accounting
estimates and related disclosures tnAdeby management.

* Cdnflmle on the appropriateness at management''s use of the going concern basis Ol'' accounting
alid. based on the audit evidence obtained, whether a material uncertainty exists related In even Li
or conditions that may cast significant doubt on the Company''s ability to continue us ,i going
concent. If we conclude that a material uncertainty exists, ive are required (o draw attention in

our autlltor''s report lo the related disclosures In the financial statements or, if such disclosures
are IrtatleijLiAte, to mod lljjt OUT npliliOIL Our runehlsiuns ate based ¦ m tin.''audit evlilelufe uhtallied up
to the date of our auditor''s report, itowever. future events or conditions may cause the Company to
cease to continue as a going concern.

¦ Materiality Is the magnitude of misstatements In ihe financial Statements that, individually or tti

uggreijate'', makes iL probable''that the economic decisions of ,i reasonably knowledgeable useroftlie
Financial Statements may he influenced. We eoneider quantitative materiality and qualitative
factors in (t) pljnning die scope ul our .juilil work end in evaluating the rcsidts ol our work; and (iij

to evaluate the effect of any identified misstatements hi the Financial Sts tsnients.

¦ Evaluate the overall presentation, strucmri? and content ot the tinancial statements, including the
disclosures, and whether ihe tin mid u! statements represent the underlying traneaeflmwsid eveids
in a manner that achieve* fair presentation.

- Obtain siithcicnt appmpriate audit evidence rr-g.u ifing the financial information of The entities nr
business activities within the company to express an opinion on I he linanciiil statements. Wt arc
responsible For the direction, supervision and performimre of the -mrlit of Fnumcfal statements of
such entities Included in financial statements.

¦ We communicate with thosE charged with govErnance regarding among other matters, the planned
scope and timing of the atn£t and significant audit findings, including otiy significant deficiencies
m Internal control that we Identify dim ng our and It.

- We also provide those charged with governance with a statement that wo have complied with
relevant rlliitiil requirements regarding Independence, and to cutnnuihlcate With them all
relationships and other matter, that tnaV reiSDIlkiitybr thought to hear oil oLLr independence, alnl
where applicable, related safeguards,

* From the matters eomttm incited with those charged with governance, we determine those matters

that were ol must significance Ln the audit of the financial s''a''omen Is ol the Lum.rl period and arc
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 CireutriS till res.
we determine that a matter should not be communicated in our report because the adverse
constt|ucnccs of doing so would rcasonably he expected to outweigh llic public interest benefits of
such cumniti ideation.

ViI. Reporton Other E.cgal and Regulatory Requirements

I As reo|Hired hylhc Companies [Auditor''s Report! Order, IQZQ [''the Order''"I. issued by the Central
tlovernment nf India m terms oFsnh-section [flj of section HU of the Companies Act 2013, wo
give |p the Anre^une -2 statement nn the matters specified In paragraphs 3 and 4 of the Order, to
the men t applicable.

3 As required by Section H3[3] of the Act. weTe port that:

(a) We have sought and nil brined all the information and explanations which to tile best of our
knowledge and hr-liei wv are neces-saiy (or the purposes ol nur audit of the aforesaid financial
statements.

f/tji III nur opinion, proper Imoks of account ns required ly law have been kept by the Company
so far ns It appears frtan our em ml nation orthos* books,

(c| Ttic Balance Sheet, the Statement ot Profit and L.uss, tile SlaLumeut ut changes in liquifies and
the Cash Flow'' Statement ilealt With by tills Kcporl arc in agreement with the bouts ul
account nialntalncd for the purpose of preparation of the financial statements.

{til In our opinion, die aforesaid financial statements comply with tlie IN ft AS specified wirier
Section 133 of the Act, read with Rule l of the Companies (Accounts) Rule 5,20 E 4.

(c) On Llie basis of [he Written representations received from llie directors as cm Hist March.
Z02-1, taken on record by the Board nf Pi rectors, none of the directors is disqualified on
Ma rch. 31 ¦''. 202-1 _r I rum hemp appointed as a directors in terms of section JA4 (Li) uttbc AcL

(f) With respect to tiie itrteqn

Company and llie operating elfecLivoncss of such coEilrols, refer lu our separate hteporl in

''Atmexure -1.

|g) Wi& respect te thee thefjiiHJttq&i to be included in Auditor''s Report in arcordanre with the
net]Liiremcnts of Section 197( 1 ft} of llie Act, as amended :

tit on r oplnion and to file best of o u r 11 ifu r nu tie ti and accordl ug to expl muiticm s given to us,
the reimmerado-n paid by the Company to it''s directors during the year is in accordance
wtth the p rov Islons of section 197 of tf ir Art.

It} 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 host
of mi r itifn I''m a tion mid aonordl ng to the explanations given ro tisr

i. Tlie tfomptirvy has disclosed the Impact of pending litigations on Its financial position In
ILs financial statements-Refer Mule ft (2If) to die financial statements,

il. The (fumpany docs not has any material foreseeable loss arising out of derivative
contract

Hi. There lias heen no delay In transferring amounts, required lo he transferred,, to tlie
Investor Education and Protection Pimd by the Company.

iV.fa) The management has represented lhat, the best nf its knnwiedge end beliet, no
funds have been advanced or Loaned or invested (either burrowed Funds lit share
premium nr any Other sounres nr kind of funds) hy the company or in any other
persons nr entities Including foreign entitles [Intermediaries) with die
understanding, whether recorded In writing or otherwise, that the intermediary
shall, directly or indirect Jy lend or Invest hi o tiler persons or villi Lies identified In
any manner whatsoever ("ultimate Beneficiaries'') hy or mi belial! td the company
or provide any guarantee. security ortho like on behalf ot the ultimotp Beneficiaries,

(h) The mgniijDDHil li.is represented th.it , tn the beet of its hnosviotlpc and belief, no
hinds lTive been received bgi the company front tiny person or i-iHiTint. including

foreign entities ("Fundingentities"] willi the Understanding whether recorded in

writing or olherwlso. that die company shall directly or indirectly. Lend or invest in
Other persons or entitles identified in jelv rninner rthumeW | "ultima tr
bettefidarfes"] hv or on hehaif of thi- funding parties nr provide any guarantee,
scruritv or Like on behalf Gt the ultimate beneficiaries.

|ej tliisrd on llie procedures prrJonncd that Ltavc been considered reason,ibic and
appropriate in the circumstances, nothing has com to our notice tint has ¦caused US tn
bcJtevc that the representations under sub-clause (Li) and fiii) dFRuIc ti(a| contain anv
materlil misstatement,

v. In view of iwcumuJated loss Company did not declare and paid dividend during the

Current year and also m the prtvbout year

vl. Tiie Company mill mains its accounts manually hence qutatfcn of hmdng accounting softwsrt
foriuullttrailideiitlfltution under rule 1] (9)does notarise

(i, BA&& COMPANY
CHARTERED ACCOUNTANTS
R . NO. - 30 117 LE

PARTNER
fO.GUHAJ
(M . Pill -05470?)

IIJHN: 24054702BKEEME»7‘>

Place: Kotkot.i

nnte:2ii^1h May2024,

---

Mar 31, 2014

We have audited the accompanying Financial Statements of BWL Limited which comprise the Balance Sheet as at 31st March, 2014 and the Statement of Profit & 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

2. Management is responsible for the preparation of these financial Statements that give a true a fair view of the financial position, financial performance and Cash Flow of the Company in accordance with the Accounting Standards referred to in sub section (3C) of section 211 of the Companies Act,1956 (“The Act”). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of the Financial Statements that are free from material misstatement, whether due to fraud or error.

3. 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 of 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 judgments, 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 statement.

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

4. Our report in terms of requirement of the companies (Auditor''s Report) order, 2003 issued by the Central Government of India in terms of Sub-Section (4A) of section 227 of the Companies Act, 1956 in annexed hereto,

5. Basis of Qualified Opinion Attention is invited to the followings.

a) Accounts of the company have been compiled on the basis of going concern concept notwithstanding negative net worth, years of suspension of production in factory and reference of the company to BIFR for which we are unable to comment on extent of adjustments that may be necessitated against assets and liabilities of the company if company ceases to continue as a going concern following adverse predicament.

b) Whole time directors remuneration has been approved by a remuneration committee where all three members are not non executive directors as required under clause - 2 (ii), Annexure 1D of LA - 49 and Companies Act, 1956

c) Treatment of gratuity and leave salary are not inconformity with AS- 15 (Revised), impact there of is not readily ascertainable.

6. Qualified Opinion:

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matters qualified in 5 (a) & 5 (c) above impact where of are not readily quantifiable, 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 case of the Balance Sheet of the State of affairs of the company as at 31st March, 2014.

b) in the case of Statement of Profit & Loss, of the Loss of the company for the year ended on that date.

c) in the case of Cash Flow Statement, Flows for the year ended on that date.

7. Report on Other Legal and Regulatory Requirements

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

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

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for 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 and proper Returns adequate for the purpose of our audit have been received from branches not visited by us.

c) The Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by this report are in agreement with the books of accounts and with the Returns received from branches not visited by us.

d) Except for the unascertainable effect of the matters described in para 5(a) and 5(c) of the basis for Qualified Opinion paragraph, in our opinion, the Balance Sheet, Statement of Profit & Loss and Cash Flow Statement comply with the accounting standards referred to in sub section (3C) of section 211 of the Act.

e) On the basis of written representations received from the directors as on March 31st 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 Act.

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

Referred to in Paragraph 3 of our report of even date

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

(b) Tangible Fixed assets have been physically verified by the management during the year which, in our opinion is reasonable having regard to the size of the company and nature of its assets. No material discrepancy was noticed on such verification.

c) No substantial part of tangible fixed assets have been disposed of during the year.

(ii) (a) The Inventories have been physically verified by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the company is maintaining proper records of Inventories. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of account.

(iii) (a) In our opinion and according to the information and explanations given to us, the company has not granted any loan, secured or unsecured during the year to companies, firms and other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) The company has taken unsecured loans (initially bearing interest at a rate of 5% P.A. and rendered interest free by lenders w.e.f. 01.04.2008) aggregating Rs.668.79 lacs excluding interest accrued thereon from six parties and four companies all covered in the register maintained under section 301 of the Companies Act. Terms & Conditions of such loans are not prima-facie prejudicial to the interest of the company. Maximum due in aggregate during the year was Rs.669.76 lacs exclusive of interest outstanding for Rs.34.71 lacs. These Loans are not ordinarily repayable except when authorized by BIFR.

(iv) 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, fixed assets and also for the sale of goods & Services. During the course of our audit, we have not observed any major weaknesses in the internal controls system.

(v) (a) To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that transaction need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, there have been no transactions of sale, purchase or services in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(vi) The company has not accepted any deposit from public during the year.

As stated to us no order has been passed against the company by C.L.B or National Company Law Tribunal or RBI or any Court or any other Tribunals.

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

(viii) Maintenance of cost records under Section 209(1)(d) of the Company''s Act, 1956 has not been prescribed by Central Government.

(ix) (a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-Tax, Sales tax, Wealth tax, Customs Duty, Excise Duty, Service Tax, Cess and other statutory dues to the extent applicable to the company, have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2014 for a period of more than six months from the date of becoming payable.

(b) According to the information and explanation given to us, details of dues of ESI, Sales Tax, Excise Duty and Customs Duties which have not been deposited on account of any dispute are given below:

Particulars Forum where Amount Dispute is pending (Rs.)

Sales Tax High Court 1, 73,01,956/-

Board of Revenue 4, 47,80,231/-

Addl. Commissioner 62,45,423/-

Deputy Commissioner 1,06,326/-

Excise Duty High Court 8,73,013/-

Customs Duty Commissioner 2,46,756/-

Appellate Tribunal 3,33,963/-

ESI High Court 1, 32,42,753/-

(x) The accumulated loss at the end of the financial year is more than 50% of net worth. The company has incurred cash loss during the year covered by our report. It has sustained cash loss in preceding financial year.

(xi) There are no dues to Banks and Financial Institutions. The company has no debenture holder.

(xii) In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the company on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provision of any special statute applicable to chit fund/nidhi/mutual benefit fund is not applicable to the company.

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

(xv) In our opinion and according to the information and explanations given to us the company does not have any term loan.

(xvi) The company has not raised any short term fund during the year, which has been utitlised for long term investment.

(xvii) According to the information and explanation given to us, the company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956 during the year.

(xviii) During the year covered by our audit report, the company has not raised any money by way of public issue.

(xix) No fraud on or by the company has been noticed or reported during the course of our audit.

(xx) Other paragraphs of the order are not applicable to the company.

For G. Basu & Co. Chartered Accountants R. No. : 301174E

Place : Kolkata (N. K. Ghosh) Date : 28th May,2014 Partner (M.No. 053094)

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Mar 31, 2010

1) We have audited the attached Balance Sheet of BWL Limited as at 31st March, 2010 and its annexed Profit & Loss account and Cash Flow Statement for the year ended on that date. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2) We 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 man- agement, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3) Our report in terms of requirement of the companies (Auditors Report) order, 2003 issued by the Central Government of India in terms of Sub-Section (4A) of section 227 of the Companies Act, 1956 in annexed hereto,

i

4) Attention is invited to the followings :-

a) Compilation of accounts of the company on the basis of going concern concept notwith- standing negative net worth and reference of the company to BIFR (Note No. B (6) of Sched- ule P) with our consequent inability to express any opinion on the impact on assets, liabilities and networth in case the company ceases to continue as agoing concern following adverse predicament.

b) Treatment of Gratuity & Leave salary are not in confirmity of AS-15 (revised) (Para A(g), Schedule -P).

c) Impact of above observations are not readily ascertainable.

5) Subject to our comments in the foregoing paragraph, we report that:

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

ii) In our opinion proper books of accounthave been kept as required by law as far as appears from our examination of the books and the above-mentioned accounts are in agreement therewith.

iii) In our opinion, the mandatory provisions of Accounting Standards referred to under section 211 (3c) of companies Act 1956 have been complied with by the company except for treat- ment of gratuity & leave salary already reported above.

iv) On the basis of written representations obtained from the directors, we report that none of the Directors of the company is disqualified for the office of the director within the meaning of Section 274 (1)(g) of Companys Act 1956.

v) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the companies Act, 1956 in the man- ner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

a) in case of the Balance Sheet of the State of affairs of the company as at 31st March, 2010;

b) in the case of the Profit & Loss Account, of the profit of the company fbr the year ended on that date.

c) in the case of Cash Flow Statement, Flows for the year ended on that date.

ANNEXURE OF AUDITORS REPORT Referred to in Paragraph 3 of our report of even date

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

(b) Fixed assets have been physically verified by the management during the year which in our opinion is reasonable having to the size of the company and nature of its assets. No material discrepancy was noticed on such verification.

(c) As per our earlier report OFC Division has already lost its going concern status. Sales of Fixed Assets of Steel Wire Division during the year were not significant enough to affect the going concern identity of relevant division.

(ii) (a) The Inventories have been physically verified by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the company is maintaining proper records of Inventories. The discrepancies noticed on verification be- tween the physical stocks and the book records were not material and have been properly dealt with in the books of account.

(Hi) (a) In our opinion and according to the information and explanations given to us, the company has not granted any loans, secured or unsecured during the year to companies, firms and other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) The company has taken unsecured loans (initialy bearing interest at a rate of 5% PA. which has been waived by lenders w.e.f.01.04.2008) aggregating Rs.618.27 lacs with- out any stipulation of repayment of principal and the date of payment of interest from seven Parties and four companies all covered in the register maintained under section 301 of the Companies Act. Terms & Conditions of such loans are not primafacie prejudicial to the interest of the company. Since payment of principal loan and interest has so far not been demanded, there does not appear to have any default in repayment/payment of loan/ interest. Maximum due Rs.698.36 lacs was at year end exclusive of interest outstainding Rs.34.91 lacs. ;

(iv) In our opinion and according to the information and explanations given to us, there are ad- equate internal control system commensurate with the size of the company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods & Ser- vices. During the course of our audit, we have not observed any major weaknesses in the internal controls system.

(v) (a) To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that transaction need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, transactions in pursuance of contracts or arrangements entered in the register maintained under Sec- tion 301 of the Companies Act, 1956 during the year have been made at prices which are reasonable having regard to prevailing market prices of the relevant time;

(vi) The company has not accepted any deposit from public during the year.

As stated to us no order has been passed against the company by C.L.B or National Company Law Tribunal or RBI or any Court or any other Tribunals.

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

(viii) The Central Government has prescribed maintenance of Cost Records under Section 209(1) (d) of the Companies Act, 1956 in respect of discontinued Optical Fibre Cable Division of the company which could not be verified by us. Besides, the unit is under closure. Maintenance of relevant records has not been prescribed for Steel Wire Division by Central Government.

(ix) (a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-Tax, Sales tax, Wealth tax, Customs Duty, Excise Duty, Service Tax, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2010 for a period of more than six months from the date of becoming payable.

(b) According to the information and explanation given to us, details of dues of Sales Tax, Excise Duty and Customs Duties which have not been deposited on account of any dis- pute are given below :-

Particulars Forum where the Amount dispute is pending (Rs.)

Sales Tax High Court 43,52.645/-

Board of Revenue 3,67,82.593/-

Addl. Commissioner 1,42,36,177/-

Asst. Commissioner 1,29,63,421/-

Excise Duty High Court 8,73,013/-

Appellate Tribunal 67,992/-

Customs Duty Commissioner 2,46,756/-

Appellate Tribunate 3,33,963/-

(x) The accumulated loss at the end of the financial year is more then 50% of Companies Networth. The company has incurred cash loss during the year covered by our report. It has not sus- tained any cash loss in preceding financial period.

(xi) There is no dues to Banks and Financial Institutions. The company has no debenture holder.

(xii) In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the company on the basis of security by way of pledge of shares, debentures and other securities.

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

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

(xv) In our opinion and according to the information and explanations given to us the company has not raised any new term loans during the year.

(xvi) Subject to our inability to assess the nature of loan obtained from promoters sources whether for short or long term usage for want of repayment stipulations thereon, the company has not raised any other short term fund during the year, which has been utitlised for long term invest- ment.

(xvii) According to the information and explanation given to us, the company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956 during the year.

(xviii) During the year covered by our audit report, the company has not raised any money by way of public issue.

(xix) No fraud on or by the company has been noticed or reported during the course of our audit.

(xx) Other paragraphs of the order are not applicable to the company.

For G. Basu & Co. Chartered Accountants

R. No. : 301174E

Place : Bhilai (J. N. Dhar) Dated : 28th August, 2010 Partner (M.No. 007117)