Auditor Report of Eurotex Industries & Exports Ltd.

Mar 31, 2025

We have audited the accompanying financial statements of
Eurotex Industries and Exports Limited (“the Company”),
which comprises of Balance Sheet as at March 31, 2025, the
Statement of Profit and Loss (including Other Comprehensive
Income), the Statement of Changes in Equity and the Statement
of Cash Flow for the year then ended, and a summary of
significant accounting policies and other explanatory
information (hereinafter referred to as “the financial
statements”).

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 (“the Act”) in the manner so required and give a true
and fair view in conformity with the Indian Accounting
Standards prescribed under Section 133 of the Act read with
Companies (Indian Accounting Standards) Rules, 2015, as
amended, (“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at
March 31, 2025, its losses including total comprehensive
income, its changes in equity and its cash flows for the year
ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under Section 143 (10) of the Act. 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 (ICAI) together with
the independence requirements that are relevant to our audit of
the financial statements under the provisions of the Act and the
Rules made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the
ICAI’s Code of Ethics. 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.

Material Uncertainty Related to Going Concern

Without qualifying, we draw your attention to note no. 39 of the
financial statements with respect to the fact that the financial
statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business though the Company
has incurred cash loss during the current year, losses during last
many years, having eroded its entire net worth and that the
operations of the manufacturing plants at Kolhapur having

been discontinued since 25 th March, 2019 and announcement
of their closure on 30th March, 2022. The management has
settled dues of lender banks (by borrowing from promoter group
companies) and as explained by the management, the
Company is planning to undertake the further development of
available land area at Kolhapur in near future and in view of such
positivities, the financial statements have been prepared on a
going concern basis.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the financial
statements of the current period. These matters were addressed
in the context of our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined the
matters described below to be the key audit matters to be
communicated in our report.

Sr. No.	Key Audit Matters	Auditor’s response
1.	Evaluation of indirect tax and other receivables	Obtained understanding of key uncertain tax positions.
	The Company has MVAT receivables of Rs. 73.20 lakhs for the financial year 2007-08, Central Sales Tax of Rs.96.90 lakhs for the financial year 2006-07 and MSEB Load Factor Incentives receivables of Rs. 178.06 Lakhs pertaining to financial years from 2005¬ 2008 disclosed in note 5 of the financial statements.	Obtained details of completed tax assessments and demands received during the year from the Management. Discussed with appropriate senior management and evaluated the Management’s underlying key assumptions in estimating the tax provision.
		Assessed management’s estimate of the possible outcome of the disputed cases.
		Considered legal precedence and other rulings and expert opinions in the respective matters in evaluating management’s position on these uncertain tax positions and Government Dues.

Information Other than the Financial Statements and
Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the
preparation of other information. The other information
comprises the information included in the Management
Discussion and Analysis, Board’s Report including Annexures
to the Board Report, Corporate Governance report and

Shareholder’s information, but does not include the financial
statement 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 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, total
comprehensive income, changes in equity and cash flows of the
Company in accordance with Ind AS 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 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, the 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 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 statements 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 Act, we are also responsible for expressing our
opinion on whether the Company has 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 entity’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 entity 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.

Materiality is the magnitude of misstatements in the financial
statements that individually or in aggregate makes it probable
that the economic decisions of a reasonably knowledgeable user
of the 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 an identified misstatements in
the 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 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. Pursuant to the Companies (Auditor’s Report) Order, 2020
("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” a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

(b) In our opinion, proper books of account as required by
law have been kept by the Company so far as it
appears from our examination of those books and
records except for the matters stated in the paragraph
(vi) below on reporting under Rule 11(g).

(c) The Balance Sheet, the Statement of Profit & Loss
(including other comprehensive income), 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 financial statements
comply with the Accounting Standards specified under
Section 133 of the Act, read with the Companies
(Indian Accounting Standards) Rules, 2015, as

amended.

(e) On the basis of the written representation received
from the directors as on March 31, 2025 taken on
records by the Board of Directors, none of the
directors are disqualified as on March 31, 2025 from
being appointed as Directors 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 control 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 us, the
remuneration paid by the Company to its directors
during the year is in accordance with the provisions of
Section 197 of the Act.

(h) With respect to the matters to be included in the
Auditor’s report in accordance with the Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, the
modification relating to the maintenance of accounts
and other matters connected therewith are as stated in
the paragraph (b) above on reporting under Section
143(3)(b) and paragraph vi below on reporting under
Rule 11(g), in our opinion and to the best of our
information and according to the explanations given to
us:

i. The Company has disclosed the impact of pending
litigations on its financial position in its financial
statements- (Refer Note No. 31.1. to financial
statements)

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.

iv. (a) The Management has represented that, to the best
of its knowledge and belief, no funds other than those
disclosed in financial statements, have been advanced
or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds)
by the Company to or in any other person(s) or
entity(ies), including foreign entities (“Intermediaries”),

with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether,
directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on
behalf of the company (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best
of its knowledge and belief, no funds other than those
disclosed in financial statements, have been received
by the Company from any person(s) or entity(ies),
including foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether, directly
or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of
the Funding Party (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf of the
Ultimate Beneficiaries; and

(c) Based on such audit procedures that have been
considered reasonable and appropriate in the
circumstances, nothing has come to our notice that
has caused us to believe that the representations under
sub-clause (i) and (ii) contain any material mis¬
statement. (Refer Note No 40(v) and (vi) to the financial
statements).

v. The Company has not declared or paid any dividend

during the financial year. Accordingly, reporting under
Rule 11(f) of Companies (Audit and Auditors) Rules,
2014 is not applicable.

vi. Based on our examination which included test checks,
the Company has used accounting software (Unix
Operating System) for maintaining its books of
account whichhas a feature of recording audit trail (edit
log) facility and the same has operated throughout the
year for all relevant transactions recorded in the
software except that audit trail feature is not enabled to
trace information contained in certain statements or
reports back to the original inputsource as detailed in
Note 31.10 to the financial statements. The Company
is in compliance with the preservation of audit trail as
per the statutory requirements for record retention.

For Lodha & Co LLP

Chartered Accountants
Firm Registration No: 301051E/E300284

A M Hariharan

Partner

Membership No: 038323
UDIN: 25038323BMJJLC8105

Place : Mumbai
Date : May 21, 2025

---

Mar 31, 2024

We have audited the accompanying financial statements of
Eurotex Industries and Exports Limited (“the Company”),
which comprises of Balance Sheet as at March 31, 2024, the
Statement of Profit and Loss (including Other Comprehensive
Income), the Statement of Changes in Equity and the Statement
of Cash Flow for the year then ended, and a summary of
significant accounting policies and other explanatory
information (hereinafter referred to as “the financial
statements”).

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 (“the Act”) in the manner so required and give a true
and fair view in conformity with the Indian Accounting
Standards prescribed under Section 133 of the Act read with
Companies (Indian Accounting Standards) Rules, 2015, as
amended, (“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at
March 31, 2024, its losses including total comprehensive
income, its changes in equity and its cash flows for the year
ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under Section 143 (10) of the Act. 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 (ICAI) together with
the independence requirements that are relevant to our audit of
the financial statements under the provisions of the Act and the
Rules made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the
ICAI’s Code of Ethics. 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.

Material Uncertainty Related to Going Concern

Without qualifying, we draw your attention to note no. 40 of the
financial statements with respect to the fact that the financial
statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business though the Company
has incurred cash loss during the current year, losses during last
many years, having eroded its entire net worth and that the
operations of the manufacturing plants at Kolhapur have

continued grinding halt since 25th March, 2019 and
announcement of their closure on 30th March, 2022. The
management has settled dues of lender banks (by borrowing
from promoter group companies), is studying ways to revive
operations of the Company as also to undertake the further
development of available land area at Kolhapur in near future
and in view of such positivities, the financial statements have
been prepared on a going concern basis.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the financial
statements of the current period. These matters were addressed
in the context of our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined the
matters described below to be the key audit matters to be
communicated in our report.

Sr. No.	Key Audit Matters	Auditor’s response
1.	Evaluation of indirect tax	Obtained understanding of
	and other receivables	key uncertain tax positions.
	The Company has MVAT	Obtained details of
	receivables of Rs. 73.20	completed tax assessments
	lakhs for the financial year	and demands received during
	2007-08, Central Sales Tax	the year from the
	of Rs.96.90 lakhs for the	Management.
	financial year 2006-07 and MSEB Load Factor Incentives receivables of	Discussed with appropriate senior management and evaluated the Management’s
	Rs. 178.06 Lakhs pertaining to financial years from 2005¬ 2008 disclosed in note 5 of	underlying key assumptions in estimating the tax
	the financial statements; and	provision.
	matter under dispute under	Assessed management’s
	Central Sales Tax of Rs.	estimate of the possible
	198.49 lakhs and Custom	outcome of the disputed
	Duty of Rs.131.08 lakhs	cases.
	disclosed under contingent	Considered legal precedence
	liabilities in note No 32.1 in	and other rulings and expert
	the financial statements	opinions in the respective
	involves significant judgment.	matters in evaluating management’s position on these uncertain tax positions and Government Dues.

Information Other than the Financial Statements and
Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the
preparation of other information. The other information
comprises the information included in the Management
Discussion and Analysis, Board’s Report including Annexures
to the Board Report, Corporate Governance report and

Shareholder’s information, but does not include the financial
statement 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 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, total
comprehensive income, changes in equity and cash flows of the
Company in accordance with Ind AS 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 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, the 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 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 statements 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 Act, we are also responsible for expressing our
opinion on whether the Company has 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 entity’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 entity 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.

Materiality is the magnitude of misstatements in the financial
statements that individually or in aggregate makes it probable
that the economic decisions of a reasonably knowledgeable user
of the 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 an identified misstatements in
the 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 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. Pursuant to the Companies (Auditor’s Report) Order, 2020
("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” a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

(b) In our opinion, proper books of account as required by
law have been kept by the Company so far as it
appears from our examination of those books and
records except for the matters stated in the paragraph
h (vi) below on reporting under Rule 11(g).

(c) The Balance sheet, the Statement of Profit & Loss
(including other comprehensive income), 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 financial statements
comply with the Accounting Standards specified under
Section 133 of the Act, read with the Companies
(Indian Accounting Standards) Rules, 2015, as

amended.

(e) On the basis of the written representation received
from the directors as on March 31, 2024 taken on
records by the Board of Directors, none of the
directors are disqualified as on March 31, 2024 from
being appointed as Directors 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 control 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 us, the
remuneration paid by the Company to its directors
during the year is in accordance with the provisions of
Section 197 of the Act.

(h) With respect to the matters to be included in the
Auditor’s report in accordance with the Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, the
modification relating to the maintenance of accounts
and other matters connected therewith are as stated in
the paragraph (b) above on reporting under Section
143(3)(b) and paragraph vi below on reporting under
Rule 11(g), in our opinion and to the best of our
information and according to the explanations given to
us:

i. The Company has disclosed the impact of pending
litigations on its financial position in its financial
statements- (Refer Note No. 32.1. to financial
statements)

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.

iv. (a) The Management has represented that, to the best
of its knowledge and belief, no funds other than those
disclosed in financial statements, have been advanced
or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds)
by the Company to or in any other person(s) or
entity(ies), including foreign entities (“Intermediaries”),

with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether,
directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on
behalf of the company (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries;

(b) The Management has represented, that, to the best
of its knowledge and belief, no funds other than those
disclosed in financial statements, have been received
by the Company from any person(s) or entity(ies),
including foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether, directly
or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of
the Funding Party (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf of the
Ultimate Beneficiaries; and

(c) Based on such audit procedures that have been
considered reasonable and appropriate in the
circumstances, nothing has come to our notice that
has caused us to believe that the representations under
sub-clause (i) and (ii) contain any material mis¬
statement. (Refer Note No 41(v) and (vi) to the financial
statements).

v. The Company has not declared or paid any dividend

during the financial year. Accordingly, reporting under
Rule 11(f) of Companies (Audit and Auditors) Rules,
2014 is not applicable.

vi. Based on our examination which included test checks
and according to the information and explanations
given to us, the Company has used an accounting
software for maintaining its books of account which do
not have a feature of recording audit trail (edit log)
facility, though the accounting software doesn’t have
the facility of giving any edit rights to its users. As
explained in Note 32.10, Company is in the process of
updating its accounting software to comply with audit
trail requirements as envisaged under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.

As proviso to Rule 3(1) of the Companies (Accounts) Rules,
2014 is applicable from 01st April, 2023, reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules, 2014 on
preservation of audit trail as per the statutory requirements for
record retention is not applicable for the financial year ended
31st March, 2024.

For Lodha & Co LLP

Chartered Accountants
Firm Registration No: 301051E/E300284
A M Hariharan

Partner

Membership No: 038323
UDIN:24038323BKFVPI8441

Place : Mumbai
Date : May 24, 2024

---

Mar 31, 2015

We have audited the accompanying financial standalone statements of EUROTEX INDUSTRIES & EXPORTS LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Stand- alone Financial Statements:

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This resposibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; Selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevent 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 standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the Audit Report under the provisions of the Act and the Rules made thereunder.

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

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

Report on Other Legal and Regulatory Require- ments

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 purposes of our audit;

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

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

(d) in our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of the written representations received from the Directors as on 31st March, 2015 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 has disclosed the impact of pending litigations on its financial position in the aforesaid financial statements - Refer Note 26(1) & 26(3) to the financial statements,

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 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF THE EUROTEX INDUSTRIES AND EXPORTS LIMITED ON STANDALONE FINANCIAL STATEMENTS

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we state that:

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

b) As explained, the assets have been physically verified by the management in accordance with the phased programme designed to cover all the assets over three years. In our opinion, the frequency of verification is reasonable considering the size of the Company and nature of its fixed assets. As informed, no major discrepancies were noticed on such verification.

2. a) The inventory has been physically verified by the management at reasonable intervals during the year. Inventory-in-transit has been verified by the management with reference to the relevant documents.

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

c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and book records were not material considering the operations of the Company and have been properly dealt with in the books of account.

3. During the year, the Company has not granted any loans, secured or unsecured to / from Companies, firms or other parties covered in the register maintained under Section 189 of the Act.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased and sold are of the special nature and suitable alternative source does not exist for obtaining comparable quotations, there are adequate internal control systems commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. No deposits within the meaning of directives issued by RBI (Reserve Bank of India) and Sections 73 to 76 or any other relevant provisions of the Act and Rules framed thereunder have been accepted by the Company.

6. On the basis of records produced, we are of the opinion that prima facie, the cost records and accounts prescribed by the Central Government under Section 148(1) of the Act have been maintained. However, we are not required to and thus have not carried out any detailed examination of such accounts and records, with a view to ascertain whether these are accurate and complete.

7. (a) The Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employee's State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Cess and other material statutory dues applicable to the Company with the appropriate authorities. No undisputed amount payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the records of the Company, there are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Cess which have not been deposited on account of any dispute except the following:

Name Forum where of the Nature the dispute is Financial Amount Statute of Dues pending Year in Rs.

The Custom Cenvat Custom, Excise 2001-02 Act, 1962 Duty & and Service Tax to Penalty Appellate Tribu- 2003-04 1,74,367 nal (CESTAT), 2005-06 3,56,890 Mumbai. 2006-07 1,31,07,968

The Central Excise Custom, Excise Excise Act, Duty & and Service Tax 2001-02 30,73,840 1944 Penalty Appellate Tribu- 2005-06 13,39,07,368 nal (CESTAT), Mumbai.

Supreme Court 2001-02 2,00,827 of India

The Bombay Deputy Commi- 2001-02 51,22,933 Sales Tax ssioner of Sales Act, 1959 / Sales Tax (Appeal), Central Sales Tax Kolhapur Tax Act 1956 Joint Commissi- 2006-07 1,13,28,290 oner of Sales Tax 2009-10 59,00,594 (Appeal) 2007-08 77,51,400 Kolhapur

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

8. The Company has no accumulated losses as at 31st March, 2015 and it has not incurred any cash losses in the financial year ended on that date and in the immediately preceding financial year.

9. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks and financial institutions.

10. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial institutions.

11. Based on the information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

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

For LODHA & COMPANY Chartered Accountants

(R. P. BARADIYA) Partner Place: Mumbai (M. No. 44101) Date : 23rd May, 2015. Firm Regn. No. 301051E

---

Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of 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.

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 the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the 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 the entity''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the 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 31st March, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date, and

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

Report on Other Legal and Regulatory Require- ments

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

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

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

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

(c) the Balance Sheet, Statement of Profit 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 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 the written representations received from the Directors as on 31st March, 2014 and taken on record by the Board of Directors, none of the Directors is disqualified as on 31st March, 2014 from being appointed as a Director in terms of Clause (g) of sub-section (1) of Section 274 of the Act.

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF THE EUROTEX INDUSTRIES AND EXPORTS LIMITED

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we state that:

1. a) The Company has maintained proper records

showing full particulars, including quantitative details and situation of fixed assets.

b) The Company has carried out physical verification of all its fixed assets during the year. In our opinion, the frequency of verification is reasonable considering the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

c) No Substantial part of the fixed assets has been disposed off during the year.

2. a) The inventory has been physically verified by the management at reasonable intervals during the year. Inventory lying with third parties and in-transit have been verified by the management with reference to the confirmation received from them and/or subsequent receipt of goods.

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

c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and book records were not material considering the operations of the Company and have been properly dealt with in the books of account.

3. During the year, the Company has not granted / taken any loans, secured or unsecured to / from Companies, firms or other parties covered in the register maintained under Section 301 of the Act.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased and sold are of the special nature and suitable alternative source does not exist for obtaining comparable quotations, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. There are no contracts or arrangements that need to be entered in the register maintained under Section 301 of the Act.

6. No deposits within the meaning of directives issued by RBI (Reserve Bank of India) and Sections 58A and 58AA or any other relevant provisions of the Act and Rules framed there under have been accepted by the company.

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

8. On the basis of records produced, we are of the opinion that prima facie, the cost records and accounts prescribed by the Central Government under Section 209(1) (d) of the Act have been maintained. However, we are not required to and thus have not carried out any detailed examination of such accounts and records, with a view to ascertain whether these are accurate and complete.

9. (a) The Company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employee''s State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to the Company with the appropriate authorities. No undisputed amount payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the records of the Company, there are no dues of Income Tax, Sales Tax, Service Tax, Custom Duty, Wealth Tax, Excise Duty, Cess which have not been deposited on account of any dispute except the following:

Name Forum where of the Nature the dispute is Financ- Amount Statute of Dues pending ial Year in Rs.

The Custom Cenvat Custom, Excise Act, 1962 Duty & and Service Tax 2003-04 1,74,367 Penalty Appellate Tribu- 2004-05 3,56,890 nal (CESTAT), 2006-07 1,31,07,968 Mumbai.

The Central Excise Custom, Excise Excise Act, Duty & and Service Tax 2001-02 31,75,351 1944 Penalty Appellate Tribu- 2005-06 13,39,07,368 nal (CESTAT), Mumbai.

Supreme Court 2001-02 2,00,827 of India

The Bombay Deputy Commi- 2001-02 51,22,933 Sales Tax ssioner of Sales Act, 1959 / Sales Tax Tax (Appeal), Central Sales Kolhapur

Ta x Act, Joint Commissi- 2006-07 2,10,18,767 1956 oner of Sales Tax 2009-10 59,00,594 (Appeal) Kolhapur

10. The Company has no accumulated losses as at 31st March, 2014 and it has not incurred any cash losses in the financial year ended on that date and in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks.

12. During the year, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The provisions of any special statute applicable to chit fund / nidhi / mutual benefit fund / societies are not applicable to the Company.

14. The Company is not a dealer or trader in shares, securities, debentures and other investments.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial institutions.

16. Based on the information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the Cash Flow Statements and Balance Sheet of the Company, in our opinion, the funds raised on short-term basis have, prima facie, not been used for long term investment.

18. During the year, the Company has not made any preferential allotment of shares to parties and Companies covered and recorded in the Register maintained under Section 301 of the Act.

19. The Company has not raised any money by way of issue of debentures during the year or in the recent past.

20. The Company has not raised any money by way of public issue during the year or in the recent past..

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

For LODHA & COMPANY Chartered Accountants

(R. P. BARADIYA) Partner Place: Mumbai (M. No. 44101) Date : 30th May, 2014 Firm Regn. No. 301051E

---

Mar 31, 2013

Report on the Financial Statements

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

Management''s Responsibility for the Financial Statements

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

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 the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the 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 the 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 31st March, 2013;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date, and

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

Report on Other Legal and Regulatory Require- ments

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

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

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

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

(c) The Balance Sheet, Statement of Profit 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 the Accounting Standards referred to in sub-section (3C) of section 211 of the Act.

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

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF THE EUROTEX INDUSTRIES AND EXPORTS LIMITED

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we state that:

1. a) The Company has maintained proper records showing full particulars, including quanti- tative details and situation of fixed assets.

b) The Company has carried out physical verification of all its fixed assets during the year. In our opinion, the frequency of verification is reasonable considering the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

c) No Substantial part of the fixed assets has been disposed off during the year.

2. a) The inventory has been physically verified by the management at reasonable intervals during the year. Inventory lying with third parties and in-transit have been verified by the management with reference to the confirmations received from them and/or subsequent receipt of goods.

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

c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and book records were not material considering the operations of the Company and have been properly dealt with in the books of account.

3. During the year, the Company has not granted / taken any loans, secured or unsecured to / from companies,firms or other parties covered in the register maintained under Section 301 of the Act.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased and sold are of the special nature and suitable alternative source does not exist for obtaining comparable quotations, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal control system.

5. There are no contracts or arrangements that need to be entered in the register maintained under Section 301 of the Act.

6. No deposits within the meaning of directives issued by RBI (Reserve Bank of India) and Sections 58A and 58AA or any other relevant provisions of the Act and Rules framed there under have been accepted by the company.

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

8. On the basis of records produced, we are of the opinion that prima facie, the cost records and accounts prescribed by the Central Government under Section 209(1) (d) of the Act have been maintained. However, we are not required to and thus have not carried out any detailed examination of such accounts and records, with a view to ascertain whether these are accurate and complete.

9. (a) The Company is regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employee''s State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to the Company with the appropriate authorities. No undisputed amount payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they became payable.

10. The Company has no accumulated losses as at 31st March, 2013 and it has not incurred any cash losses in the financial year ended on that date and in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks.

12. During the year, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The provisions of any special statute applicable to chit fund / nidhi / mutual benefit fund / societies are not applicable to the Company.

14. The Company is not a dealer or trader in shares, securities, debentures and other investments.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial institutions.

16. Based on the information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the cash flow statements and balance sheet of the Company, in our opinion, the funds raised on short-term basis have, prima facie, not been used for long term investment.

18. During the year, the Company has not made any preferential allotment of shares to parties and companies covered and recorded in the Register maintained under section 301 of the Act.

19. The Company has not raised any money by way of issue of debentures.

20. The Company has not raised any money by way of public issue.

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

For LODHA & COMPANY

Chartered Accountants (A. M. HARIHARAN)

Partner

Place: Mumbai (M. No. 38323)

Date : 25th May, 2013. Firm Regn. No. 301051E

---

Mar 31, 2012

1. We have audited the attached Balance Sheet of EUROTEX INDUSTRIES AND EXPORTS LIMITED as at 31st March, 2012 and also the Profit and Loss Statement and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956 (hereinafter referred to as the "Act"), we enclose in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 appears from our examination of those books;

c) The Balance Sheet, Profit and Loss statement and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Profit and Loss statement and Cash Flow Statement dealt with by this report comply with the Accounting Standards prescribed by Companies (Accounting Standards) Rules 2006, to the extent applicable.

e) On the basis of the written representations received from directors as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2012 from being appointed as a director of the Company in term of clause (g) of sub-section (1) of section 274 of the Act; -

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with accompanying notes to financial statement, 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 31st March, 2012;

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

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

ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITORS' REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2012 OF EUROTEX INDUSTRIES AND EXPORTS LIMITED

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we state that:

1. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. All the fixed assets have been physically verified by the management according to the regular programme of periodical verification in a phased manner, which in our opinion is reasonable having regard to the size of the Company and the nature of its fixed assets. There were no discrepancies noticed on such physical verification. The Company has disposed off land, buildings and other assets of Calicut unit during the year.

2. (a) The inventory has been physically verified by the management at reasonable intervals during the year. Inventory in-transit have been verified by the management with reference to confirmations or statement of accounts or subsequent receipt of goods.

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

(c) The Company is maintaining proper records of inventory. There were no discrepancies noticed on verification between the physical stock and book records.

3. The Company has not taken / granted any loans, secured or unsecured, from / to Companies, firms or other parties covered in the register maintained under section 301 of the Act.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased and sold are of the special nature and suitable alternative source does not exist for obtaining comparable quotations, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal control system.

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

(b) In our opinion, having regard to our comments in para 4 above, the transactions of purchase of inventory and services and sale of inventory/ fixed assets made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Act and aggregating during the year to Rs. 5 lacs or more in respect of each party have been made at prices which are reasonable having regard to prevailing market prices for such inventory/ services or the prices at which transactions for similar inventory/ services have been made with other parties.

6. No deposits within the meaning of Section 58A and 58AA or any other relevant provisions of the Act and rules framed there under have been accepted by the company.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1) (d) of the Act and are of the opinion that, prima facie, the prescribed records have been made and maintained. We are, however, not required to make a detailed examination of the records with a view to determine whether they are accurate or complete.

9. (a) The Company is regular in depositing with appropriate authorities the undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employee's State Insurance, Income Tax, Sale Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it. No undisputed amount payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they become payable.

(b) According to the records of the Company, there are no dues of Income Tax, Sales Tax, Service Tax, Custom Duty, Wealth Tax, Excise Duty, Cess which have not been deposited on account of any dispute except the following :

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

Custom Duty Custom, Excise and 2001, Service Tax Appellate 2004 & Tribunal (CESTAT) 2005 5,31,257

Excise Duty Custom, Excise and 2000, Service Tax Appellate 2002 & Tribunal (CESTAT) 2006 13,90,28,284

Supreme Court of India 2002 2,00,827

Income Tax Commissioner of A. Y. Income Tax (Appeals) 2005-06 30,71,506

A. Y. High Court, Mumbai 1997-98 2004-05 32,99,287

Sales Tax Deputy Commissioner 2002 to (Appeal) 2003 63,89,639

Sales Tax Tribunal 2000 13,03,056

Joint Commissioner of 2004 to Sales Tax (Appeal) 2005 3,82,20,374

10. The Company has no accumulated losses as at 31st March, 2012 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to banks & financial institutions during the year.

12. During the year, the Company has not granted any loans and advances on the basis of security by way of pledge of shares and other securities.

13. The Company is not a dealer or trader in shares, securities, debentures and other investments.

14. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to the Company.

15. During the year, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

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

17. According to the information and explanations given to us and on an pverall examination of the cash flow statements and balance sheet of the Company, in our opinion, the funds raised on short-term basis have, prima facie, not been used for long-term investment.

18. During the year or in the recent past, the Company has not made any preferential allotment of shares to parties and companies covered and recorded in the Register maintained under section 301 of the Act.

19. During the year or in the recent past, the Company has not raised any money by way of issue of debentures.

20. The Company has not raised any money by way of public issue during the year or in the recent past.

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

For LODHA & COMPANY

Chartered Accountants

(A. M. HARIHARAN)

Partner

Place: Mumbai (M. No. 38323)

Date : 26th May, 2012. Firm Regn. No. 301051E

---

Mar 31, 2010

1. We have audited the attached Balance Sheet of EUROTEX INDUSTRIES AND EXPORTS LIMITED as at 31st March, 2010 and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956 (hereinafter referred to as the "Act"), we enclose in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the 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 appears from our examination of those books;

c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards prescribed by Companies (Accounting Standards) Rules 2006, to the extent applicable;

e) On the basis of the written representations received from directors as on 31st March, 2010 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2010 from being appointed as a director of the Company in term of clause (g) of sub- section (1) of section 274 of the Act;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with Significant Accounting Policies and Notes to Accounts in Schedule No. 18 and other notes appearing elsewhere in the accounts, 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 31st March, 2010;

(ii) in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date; and

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

ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2010 OF EUROTEX INDUSTRIES AND EXPORTS LIMITED On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we state that:

1. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. All the fixed assets have been physically verified by the management according to the regular programme of periodical verification in a phased manner, which in our opinion is reasonable having regard to the size of the Company and the nature of its fixed assets. There were no discrepancies noticed on such physical verification. No substantial part of the fixed assets has been disposed off by the Company during the year.

2. (a) The inventory has been physically verified by the management at reasonable intervals during the year. Inventory in-transit have been verified by the management with reference to confirmations or statement of accounts or subsequent receipt of goods.

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

(c) The Company is maintaining proper records of inventory. There were no discrepancies noticed on verification between the physical stock and book records.

3. During the year, the Company has taken interest free loan from a body corporate as promoters contribution, covered in the register maintained under section 301 of the Act, terms and condition whereof are prima-facie, not prejudicial to the interest of the company. Maximum amount due during the year is Rs. 3,00,000 & the year end balance is Rs. 3,00,000.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased and sold are of the special nature and suitable alternative source does not exist for obtaining comparable quotations, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal control system.

5. (a) According to the information and explanations given to us, we are of the opinion that particulars of contracts or arrangements re- ferred to in the Section 301 of the Act have been entered in the register required to be maintained under that section. f

(b) In our opinion, having regard to our comments in para 4 above, the transactions of purchase of inventory and services and sale of inventory/ fixed assets made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Act and aggregating during the year to Rs. 5 lacs or more in respect of each party have been made at prices which are reasonable having regard to prevailing market prices for such inventory/ services or the prices at which transactions for similar inventory/ services have been made with other parties.

6. No deposits within the meaning of Section 58A and 58AA or any other relevant provisions of the Act and rules framed there under have been accepted by the company.

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

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

9. (a) The Company is regular in depositing with appropriate authorities the undisputed statutory dues including Provident Fund, Investor Education and 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. No undisputed amount payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year for a period of more than six months from the date they become payable.

(b) According to the records of the Company, there are no dues of Income Tax, Sales Tax, Service Tax, Custom Duty, Wealth Tax, Excise Duty, Cess which have not been deposited on account of any dispute except - the following:

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

Custom Duty Custom, Excise and 2000, Service Tax Appellate 2001, Tribunal (CESTAT) 2004 & 2005 8,24,943

Excise Duty Custom, Excise and 2000 Service Tax Appellate 2002 & Tribunal (CESTAT) 2006 13,90,28,284

Supreme Court of India 2002 2,00,827

Income Tax Commissioner of A. Y Income Tax (Appeals) 2005-06 27,75,820

Income Tax Appellate A. Y Tribunal 1997-98

2003-04 2004-05 30,34,169

Sales Tax Deputy Commissioner 2002 to (Appeal) 2003 63,89,639

Sales Tax Tribunal 1998 to 2000 10,48,056

Joint Commissioner of 2004 to Sales Tax (Appeal) 2005 3,82,20,374

10. The Company has accumulated losses as at 31st March 2010 which are not more than 50% of its net worth and it has not incurred cash losses in the financial year ended on that date but has incurred cash losses in the immediately preceding financial year.

11. Considering the acceptance of Companys proposal for restructuring by the lenders, the Company has not defaulted in repayment of dues to banks and financial institutions.

12. During the year, the Company has not granted any loans and advances on the basis of security by way of pledge of shares and other securities.

13. The Company is not a dealer or trader in shares, securities, debentures and other investments.

14. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to the Company.

15. During the year, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

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

17. According to the information and explanations given to us and on an overall examination of the cash flow statements and balance sheet of the Company, in our opinion, the funds raised on short- term basis have, prima facie, not been used for long-term investment.

18. During the year or in the recent past, the Company has not made any preferential allotment of snares to parties and companies covered and recorded in the Register maintained under section 301 of the Act.

19. During the year or in the recent past, the Company has not raised any money by way of issue of debentures.

20. The Company has not raised any money by way of public issue during the year or in the recent past.

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

For LODHA & COMPANY

Chartered Accountants

(A. M. HARIHARAN)

Partner

Mumbai (M. No. 38323

Dated : 29th May, 2010 Firm No. 301051E)