Auditor Report of Frontline Corporation Ltd.

Mar 31, 2025

We have audited the standalone financial statements of FRONTLINE CORPORATION LIMITED ("the
Company”), which comprise the Balance Sheet as at 31st March 2025, and the Statement of Profit and
Loss, Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to
the Financial Statements, including a summary of Significant Accounting Policies and other Explanatory
Information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone Ind AS 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 the 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, and its profit, total comprehensive income, changes in equity
and its cash flows for the year ended on that date.

Basis for Qualified Opinion

2. Notes to the standalone financial results, regarding Non provision of interest of Rs. 671.98 Lacs on NPA
accounts for the year under consideration The exact amounts of the said non provisions of interest are not
determined and accounted for by the Company and to that extent Bankers loan liabilities are under stated
and profit is overstated to the extent of non-provisions of interest.

3. Notes to the standalone financial statements regarding taking physical and/ or symbolical possession
and initiating auction process on various assets by lenders; however the company has received stay order
against these proceedings and matter is sub-judicial till date. The management has not performed any
impairment assessment for these assets. Accordingly we are unable to ascertain the appropriateness of the
carrying value of these assets and consequential impact if any on the accompanying standalone financial
statements. Our audit opinion on the standalone financial statements for the year ended 31st March, 2025
was also qualified in respect of this matter.

4. Due to uncertain consequence in this matter we are unable to identify impact if any on standalone
financial statement, our audit opinion is qualified.

In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards
prescribed under section 133 of the Act, read with rule 3 of the Companies (Indian Accounting Standards)
Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016;

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the
Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 2013 and the Rules 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 opinion.

Emphasis of Matter

Your attention is drawn to the following matters in the notes to the financial statements as fully described
therein:

• Regarding notices issued by lenders under prescribed provisions of the Securitization and
Reconstruction of Financial Assets and Enforcement of Security Interest (SARFAESI) Act 2002 for non¬
payment of principal and interest thereon after the due date by the company and therefore those loan
accounts became Non Performing Assets effective from respective dates mentioned in such notice. We are
informed that the company has challenged the notices and the Bank’s action to sale these properties of the
company by filing a Securitization Application in the Debts Recovery Tribunal, Calcutta, which is pending.

The lender has also filed an Original Application in the Debts Recovery Tribunal, Calcutta, which is pending.
The Company filed a Civil Suit (CS) no.217 of 2013 in Hon’ble Kolkata High Court against Punjab & Sind
Bank in regard to Specific Performance of Agreement related to 8 Old Court House property which Punjab &
Sind Bank intended to sale. Matter stayed by the Hon’ble High Court and The Bank preferred to file an
appeal at the Supreme Court against the order of Calcutta High Court. The order of Special Leave Petition
was given against the Company by setting aside the High Court Division Bench order. The Company had
file Miscellaneous Application, the said miscellaneous application has been heard and Apex Court had
passed an order in favour of the Company for allowing the Civil Court to proceed the Suit on Merit in the
Hon’ble Calcutta High Court and towards same the Commission for Cross Examination is in process as per
order of High Court.

• We draw attention to Note of the standalone financial statements, which describes the matter relating to
Fairdeal Supplies Limited, a company in which the promoter-directors of the Company are also directors and
promoters. Fairdeal Supplies Limited has been admitted to the Corporate Insolvency Resolution Process
(CIRP) under the Insolvency and Bankruptcy Code, 2016, pursuant to the order dated March 19, 2024,
passed by the Hon’ble National Company Law Tribunal, Kolkata Bench.

The Company had extended corporate guarantees for certain financial facilities availed by Fairdeal Supplies
Limited. The matter was contested by the suspended management of Fairdeal Supplies Limited up to the
Hon’ble Supreme Court of India, where the appeal has since been dismissed, thereby upholding the
initiation of CIRP.

As stated in the aforesaid note, the outcome may have implications on the financial position of the
Company, depending on the claims admitted and recoverability. The ultimate outcome and consequential
financial impact, if any, is presently not determinable.

• We draw attention to Note 24 to the financial statements, which describes that certain dues to Micro,
Small and Medium Enterprises (MSMEs) have been outstanding. However, interest on such delayed
payments, as required under the MSMED Act, 2006, has not been provided for as the company has not

received any claim for interest from any supplier under the said act. The financial impact of the same
remains unquantified.

• Non Availability of balance confirmation from some of the suppliers and loans & Advances.

Our opinion is not modified with respect to the above matters as listed under Emphasis of Matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.

Information Other than the Standalone Financial Statements and Auditor’s Report thereon (Other
Information)

The Company’s Board of Directors is responsible for the other information. The other information comprises
the information included in the Corporate Overview, Board’s Report, Management Discussion and Analysis
Report and Report on Corporate Governance in the Annual Report of the Company for the financial year
2024-25, but does not include the standalone financial statements and our auditor’s report thereon.

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

In connection with our audit of the standalone financial statements, our responsibility is to read the other
Information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the 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.

Responsibilities of Management and those charged with governance for the Standalone Ind AS
Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Companies
Act, 2013 ("the Act”) with respect to the preparation of these standalone financial statements that give a true
and fair view of the financial position, financial performance, changes in equity 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. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding of the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial statement that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

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

Those charged with governance are also responsible for overseeing the Company’s financial reporting
process.

Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements

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

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

We also:

(a) 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.

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

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

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

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

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

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

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

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2020 ("the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the
“Annexure - A”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent
applicable.

As required by Section 143(3) of the Act, based on our audit 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 including Other Comprehensive Income, Statement
of Changes in Equity and the Statement of Cash Flows 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 Companies (Indian Accounting Standards) Rules, 2015, as
amended.

(e) On the basis of the written representations received from the directors as on 31^st March, 2025 taken on
record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2025 from being
appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in “Annexure - B”. Our report
expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal
financial controls over financial reporting.

(g) With respect to the other matters to be included in the Auditor’s Report in accordance with the
requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information
and according to the explanations given to 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 other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us:

(i) The Company does not have any pending litigations which would impact its financial position in its
Standalone Ind AS 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 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 or entity, 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 have been
received by the Company from any person or entity, 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 were 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 (a)
and (b) contain any material misstatement.

(v) The Company has not declared or paid any dividend during the year ended 31 March 2025.

(vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use
accounting software for maintaining their books of account, to use such an accounting software which has a
feature of audit trail. Based on our examination which included test checks, the company has used an
accounting software for maintaining its books of account which have a feature of audit trail (edit log) facility.

For Paresh Thothawala & Co
Chartered Accountants
Firm Registration No: 114777W

Paresh K Thothawala
Partner

Membership No: 048435

Date: 30^th May, 2025
Place: Ahmedabad

UDIN: 25048435BMJAVH2834

---

Mar 31, 2024

We have audited the standalone financial statements of FRONTLINE CORPORATION LIMITED ("the
Company"), which comprise the Balance Sheet as at 31st March 2024, and the Statement of Profit and Loss,
Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the
Financial Statements, including a summary of Significant Accounting Policies and other Explanatory
Information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone Ind AS 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 the 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, and its profit, total comprehensive income, changes in equity and its
cash flows for the year ended on that date.

Basis for Qualified Opinion

1. Notes to the standalone financial results, regarding Non provision of interest of Rs. 671.98 Lacs on NPA
accounts for the year under consideration The exact amounts of the said non provisions of interest are
not determined and accounted for by the Company and to that extent Bankers loan liabilities are under
stated and profit is overstated to the extent of non-provisions of interest.

2. Notes to the standalone financial statements regarding taking physical and/ or symbolical possession
and initiating auction process on various assets by lenders; however the company has received stay
order against these proceedings and matter is sub-judicial till date. The management has not performed
any impairment assessment for these assets. Accordingly we are unable to ascertain the appropriateness
of the carrying value of these assets and consequential impact if any on the accompanying standalone
financial statements. Our audit opinion on the standalone financial statements for the year ended 31st
March, 2024 was also qualified in respect of this matter.

3. Due to uncertain consequence in this matter we are unable to identify impact if any on standalone
financial statement, our audit opinion is qualified.

In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards
prescribed under section 133 of the Act, read with rule 3 of the Companies (Indian Accounting Standards)
Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016;

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10)
of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor''s
Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India
(ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under
the provisions of the Companies Act, 2013 and the Rules 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 opinion.

Emphasis of Matter

Your attention is drawn to the following matters in the notes to the financial statements as fully described
therein:

• Regarding notices issued by lenders under prescribed provisions of the Securitization and
Reconstruction of Financial Assets and Enforcement of Security Interest (SARFAESI) Act 2002 for
non-payment of principal and interest thereon after the due date by the company and therefore
those loan accounts became Non Performing Assets effective from respective dates mentioned in
such notice. We are informed that the company has challenged the notices and the Bank''s action to
sale these properties of the company by filing a Securitization Application in the Debts Recovery
Tribunal, Calcutta, which is pending. The lender has also filed an Original Application in the Debts
Recovery Tribunal, Calcutta, which is pending. The Company filed a Civil Suit (CS) no.217 of 2013 in
Hon''ble Kolkata High Court against Punjab & Sind Bank in regard to Specific Performance of
Agreement related to 8 Old Court House property which Punjab & Sind Bank intended to sale. Matter
stayed by the Hon''ble High Court and The Bank preferred to file an appeal at the Supreme Court
against the order of Calcutta High Court. The order of Special Leave Petition was given against the
Company by setting aside the High Court Division Bench order. The Company had file Miscellaneous
Application. The said Miscellaneous application has been heard and Apex Court had passed an order
in favour of the Company for allowing the Civil Court to proceed the Suit on Merit in the Hon''ble
Calcutta High Court.

• Non Availability of balance confirmation from some of the suppliers and loans & Advances.

Our opinion is not modified with respect to the above matters as listed under Emphasis of Matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.

Information Other than the Standalone Financial Statements and Auditor''s Report thereon
(Other Information)

The Company''s Board of Directors is responsible for the other information. The other information comprises
the information included in the Corporate Overview, Board''s Report, Management Discussion and Analysis
Report and Report on Corporate Governance in the Annual Report of the Company for the financial year
2023-24, but does not include the standalone financial statements and our auditor''s report thereon.

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

In connection with our audit of the standalone financial statements, our responsibility is to read the other
Information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the 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.

Responsibilities of Management and those charged with governance for the Standalone Ind AS
Financial Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Companies
Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a
true and fair view of the financial position, financial performance, changes in equity 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. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding of the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial statement that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

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

Those charged with governance are also responsible for overseeing the Company''s financial reporting
process.

Auditor''s Responsibilities for the Audit of the Standalone Ind AS Financial Statements

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

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

We also:

(a) 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.

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

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

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

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

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

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

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

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor''s Report) Order, 2020 ("the Order"), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the
"Annexure - A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent
applicable.

As required by Section 143(3) of the Act, based on our audit 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 including Other Comprehensive Income, Statement
of Changes in Equity and the Statement of Cash Flows 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 Companies (Indian Accounting Standards) Rules, 2015, as
amended.

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

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in "Annexure - B". Our report
expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal
financial controls over financial reporting.

(g) With respect to the other matters to be included in the Auditor''s Report in accordance with the
requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information
and according to the explanations given to 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 other matters to be included in the Auditor''s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us:

(i) The Company does not have any pending litigations which would impact its financial position in its
Standalone Ind AS 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
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 or entity, 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
have been received by the Company from any person or entity, 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 were 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 (a) and (b) contain any material misstatement.

(v) The Company has not declared or paid any dividend during the year ended 31 March 2024.

(vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use
accounting software for maintaining their books of account, to use such an accounting software
which has a feature of audit trail. Based on our examination which included test checks, the
company has used an accounting software for maintaining its books of account which have a feature
of audit trail (edit log) facility.

For S M Pansuriya & Co.

Chartered Accountants
Firm Registration No: 126729W

Snehal M Pansuriya
Proprietor

Membership No. 121039

UDIN:24121039BKASZH9409

Place: Ahmedabad
Date: 30-05-2024

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Mar 31, 2014

Report on the Financial Statements

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

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting Stan- dards notified under the Companies Act, 1956(the Act) read with the General Circular 15/2013 dated 13th Septem- ber,2013 of Ministry of Corporate Affairs in respect of Section 133 of the Companies Act,2013 and in accordance with the accounting principles generally accepted in India. 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 Stan- dards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assur- ance about whether the financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers 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 appro- priateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

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

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

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

Emphasis of Matter:

We draw attention to

1. Note no. 10.2 regarding properties given as collateral security to UCO Bank to secure various credit facilities enjoyed by M/s Fairdeal Supplies Limited (Group Company) and these properties have been symbolically possessed by UCO Bank.

2. Note no. 10.3 regarding symbolic possession of leased property situated at Gandhinagar taken by Punjab and Sind Bank toward recovery of amount due.

3. Note No. 14.1 regarding physical possession of property situated at Kolkata taken by Punjab and Sind Bank and the bank in the process of auction of said property.

Report on Other Legal and Regulatory Requirements

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

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

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

b. In our opinion, proper books of 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, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with Accounting Standards notified under 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.

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

Annexure to Independent Auditor''s Report

(Referred to in paragraph 1 Under the Heading of "Report on other Legal & Regulatory Requirements" of our report of even date)

(i) In respect of Fixed Assets:

(a) The Company is maintaining fixed assets register showing full particulars including quantitative details and situation of its fixed assets till 31st March 2014.

(b) Management of the company has carried physical verification of assets during the financial year 2013-14 and no material discrepancies were noticed on such verification.

(c) During the year, the Company has not disposed off major part of the fixed assets hence the question of affecting the going concern status of the Company does not arise.

(ii) In respect of Inventories:

(a) Inventories of Stock in trade have been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable. However the difference, if any, in actual receipts and issues, is accounted for suitably.

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

(c) According to the records produced for our verification, there were no material discrepancies noticed on physical verification of stocks in terms of quantity referred to in Para (ii) (a) above as compared to book records The shortages and excesses noticed on physical verification as mentioned in Para (ii) (a) above are not abnormal and material except as stated according to the nature of the business of the company.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

(a) The Company had taken loans from Three Party. The Maximum amount involved during the year was Rs. 82.03 Lacs and year-end balance of loans taken from such parties was Rs. 60.21 Lacs.

(b) In our opinion, the rate of interest where ever applicable and other terms and conditions, secured or unsecured on which loans have been taken / given from / to such parties are not, prima facie, prejudicial to the interest of the Company.

(c) In respect of loans taken by the Company, the principal amounts are repayable on demand and the interest payments are regular. In respect of loan given there is no stipulation as to the repayment and the interest is received regularly where ever applicable.

(d) Since there is no stipulation as to repayment on loan given, the question of over-due amounts does not arise.

(iv) In respect of Internal Controls:

In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure in correcting major weakness in internal controls systems. However the company needs to strengthen internal controls over generation and disposal of scrap

(v) In respect of transactions covered under section 301 of the Companies Act, 1956:

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section. Total income/expenses amounting to Rs. 777.35 Lac has been generated during the year from these parties.

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

(vi) In our opinion and according to the information and explanation provided to us during the year company has not accepted the public deposit within the meaning of Section 58A of The Indian Companies Act, 1956.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its busi- ness.

(viii) According to the information and explanation provided to us, the Central Government has not prescribed for the maintenance of cost records under Section 209(1)(d) of the Companies Act, 1956 for any of the products of the company.

(ix) In respect of statutory dues:

(a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, customs duty, excise duty, service tax, cess and other material statutory dues applicable to it though there was a slightly delay in case of Service Tax, Professional Tax and Tax Deducted at Source except service tax and tds were not deposited regularly. It is informed by the company that the ESI is not applicable to the Com- pany. The company has not provided and deposited vat on fixed assets sold during the year.

(b) According to the information and explanations given to us, no disputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty, service tax and cess were in arrears as at 31st March, 2014 for a period of more than six months from the date they become payable except for the dues details given below which was outstanding for a period of more than six months from the date they became due for payment as at the last day of Financial Year:-

Particulars Amount

Service Tax 2,88,039/-

(c) According to the information and explanations given to us, the dues of income tax and excise duty which have not been deposited on account of disputes and the forum where dispute is pending are as under:

Name of Nature of Amount Period to which Forum Where the Statute Dues (Rs.) Amount Relates dispute is pending

Income Tax Act, Income Tax 10,38,853 A.Y. 2006-2007 ITAT 1961

Income Tax Act, Income Tax 5,03,879 A.Y. 2008-2009 ITAT 1961

Income Tax Act, Income Tax 42,10,480 A.Y. 2010-2011 CIT (A) 1961 (Section 156)

Guj. Value Added Tax VAT / CST 1,12,186 F.Y. 2009-10 Commissioner 2003 of Commercial Tax

(x) The Company does not have accumulated losses and cash loss in the current financial year covered by our audit however the company has incurred cash loss of Rs. 1,97,63,119/- in immediately preceding financial year.

(xi) The Company has defaulted in repayment of principal amounting to Rs. 2939.85 Lacs and interest amounting to Rs 1054.06 Lacs in respect of various loans taken from banks and financial institu- tions. Particulars of amount and period of defaults are as under:

Lender Concerned Period of Default Amount of Default (Rs. In Lac)

Shri Ram Finance Ltd (Including Interest of) 48 Months 53.27 Rs 19.94 Lac

Punjab and Sind Bank towards Principal 24months 2906.52

Punjab and Sind Bank towards Interest 24Months 1034.12

Total 3993.91

(xii) 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.

(xiii) 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 Companies (Auditor''s Report) Order 2003, are not applicable to the Company.

(xiv) According to the information and explanations given by the management, the Company is not dealing in or trading in shares, securities, debentures and other investments. However, the Company is holding certain investments in equity shares of companies as long term investments.

(xv) According to the information and explanation given to us, we are of the opinion that the terms and conditions of the guarantees given by the Company, during the year, for the loan taken by others from banks or financial institutions are, prima facie, prejudicial to the interest of the Company as the approval of Central government under section 295 of Companies Act, 1956 for Corporate Guarantee given to secure various credit facilities amounting to Rs. 318 Crore to M/s Fairdeal Supplies Limited Group Company not obtained.

(xvi) In our opinion, the term loans have been applied for the purpose for which they were raised.

(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment except loan given to Gateway Commodities Ltd. No long-term funds have been used to finance short-term assets.

(xviii) The Company has not made preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(xix) During the financial year, the Company did not issue any debentures. Hence, the provisions of clause 4(xix) of the Companies (Auditor''s Report) Order, 2003, regarding creation of security for debentures are not presently applicable to the Company.

(xx) The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Companies (Auditor''s Report) Order, 2003, on the end use of money are not presently applicable to the Company.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For, Paresh Thothawala & Co. Chartered Accountants FRN: 114777W

Paresh K. Thothawala Partner Ahmedabad, May 30, 2014 MembershipNo.48435

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Mar 31, 2013

To, The Members of Frontline Corporation Ltd.

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

Management''s Responsibility

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 in- cludes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. .

Auditor''s Responsibility

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

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

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

Opinion: .

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

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

b) in the case of the Statement of Profit and Loss, of the profit/ loss for the year ended on that date; and

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

Emphasis of Matter:

We draw attention to

1. Note no. 10.2 regarding properties given as collateral security to UCO Bank to secure various credit facilities enjoyed by M/s Fairdeal Supplies Limited (Group Company) and these properties have been symbolically possessed by UCO Bank.

2. Note no. 10.3 regarding symbolic possession of leased property situated at Gandhinagar taken by Punjab and Sind Bank toward recovery of amount due.

3. Note No. 14.1 regarding physical possession of property situated at Kolkata taken by Punjab and Sind Bank and the bank in the process of auction of said property.

4. Note No. 15.1 regarding inventory of Iron Ore worth& 2,55,89,520/- (7754.400 Mt) at Vizag Branch in Visakhapatnam has been sold off at 7,75,440/- due to inappropriate chemical composition as ap- proved by the technical test report of M/s Anatest & Maritime Consultants.

5. The company has incurred cash loss of IV 1,97,63,119/- covered by our audit and it has also incurred cash loss in immediately preceding financial year, however it has not affected the going concern status of the company.

Our opinion is not modified in respect of the matters stated above.

Other Matters:

We did not audit the financial statements of Kolkata Branch, whose financial statements reflect total assets (net) of '' 441420324 as at March 31, 2013 and total revenues (net) of '' 60081832 for the year ended on that date. These financial statements have been audited by Branch auditors whose reports have been furnished to us and our opinion, is based solely on the reports of the Branch auditors. Our opinion is not qualified in respect of this matter.

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 the purpose of our audit;

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

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

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

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

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.

Annexure to Auditor''s Report

(Referred to in paragraph 1 of our Report of even date to the members of FRONTLINE CORPORATION LIMITED)

(i) In respect of Fixed Assets :

(a) The Company is maintaining fixed assets register showing full particulars including quantitative details and situation of its fixed assets till 31 * March 2013.

(b) Management of the company has carried physical verification of assets during the financial year2012-13 and no material discrepancies were noticed on such verification.

(c) During the year, the Company has not disposed off major part of the fixed assets hence the question of affecting the going concern status of the Company does not arise.

(ii) In respect of Inventories:

(a) Inventories of Stock in trade have been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable. However the difference, if any, in actual receipts and issues, is accounted for suitably.

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

(c) According to the records produced for our verification, there were no material discrepancies noticed on physical verification of stocks in terms of quantity referred to in Para (ii) (a) above as compared to book records however the quality of stock in trade of iron ore amounting to Rs 255.89 Lac is contaminated with extraneous materials and the same has been sold atRs.7,75,440/ The shortages and excesses noticed on physical verification as mentioned in Para (ii) (a) above are not abnormal and material except as stated according to the nature of the business of the company.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

(a) The Company had taken loans from Three Party. The Maximum amount involved during the year was '' 200.90 Lacs and year-end balance of loans taken from such parties was Rs. 69.67 Lacs.

(b) In our opinion, the rate of interest where ever applicable and other terms and conditions, secured or unsecured on which loans have been taken / given from / to such parties are not, prima facie, prejudicial to the interest of the Company.

(c) In respect of loans taken by the Company, the principal amounts are repayable on demand and the interest payments are regular. In respect of loan given there is no stipulation as to the repayment and the interest is received regularly where ever applicable.

(d) Since there is no stipulation as to repayment on loan given, the question of over-due amounts does not arise.

(iv) In respect of Internal Controls:

In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure in correcting major weakness in internal controls systems. However the company needs to strengthen internal controls over generation and disposal of scrap

(v) In respect of transactions covered under section 301 of the Companies Act, 1956: -

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section. Total income/expenses amounting to ''1010.33 Lac has been generated during the year from these parties.

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

(vi) In our opinion and according to the information and explanation provided to us during the year company has not accepted the public deposit within the meaning of Section 58A of The Indian Companies Act, 1956.

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

(viii) According to the information and explanation provided to us, the Central Government has not prescribed for the maintenance of cost records under Section 209(1)(d) of the Companies Act, 1956 for any of the products of the company.

(ix) In respect of statutory dues:

(a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, customs duty, excise duty, service tax, cess and other material statutory dues applicable to it though there was a slightly delay in case of Service Tax, Professional Tax and Tax Deducted at Source except service tax and tds were not deposited regularly. It'' is informed by the company that the ESI is not applicable to the Company. The company has not provided and deposited vat on fixed assets sold during the year.

(b) According to the information and explanations given to us, no disputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty, service tax and cess were in arrears as at 31st March, 2013 for a period of more than six months from the date they become payable except for the dues details given below which was outstanding for a period of more than six months from the date they became due for payment as at the last day of Financial Year:-

Particulars Amount

Service Tax 2,05,870/-

Tax Deducted at Source 1,19,171/-

(c) According to the information and explanations given to us, the dues of income tax and excise duty which have not been deposited on account of disputes and the forum where dispute is pending are as under:

Name of Nature of Amount Period to which Forum Where the Statute Dues (Rs.) Amount Relates dispute is pending

Income Tax Act, 1961 Income Tax 35,72,862 A.Y. 2005-2006 CIT (A)

Income Tax Act, 1961 Income Tax 10,38,853 A.Y. 2006-2007 ITAT

Income Tax Act, 1961 Income Tax 5,03,879 A.Y. 2008-2009 ITAT

Income Tax Act, 1961 Income Tax 7,63,072 A.Y. 2006-2007 CIT (A) (Penalty u/s 271 C)

Income Tax Act, 1961 Income Tax 42,10,480 A.Y. 2010-2011 CIT (A) (Section 156)

Finance Act, 1994 Service Tax 26,34,837 F.Y. 2009-10 High Court Delhi and 2010-11

(x) The Company does not have accumulated losses and However the company has incurred cash losses of Rs.1,97,63,119 in the current financial year covered by our audit and the company has incurred cash loss in immediately preceding financial year.

(xi) The Company has defaulted in repayment of principal amounting to Rs. 3500.31 Lacs and interest amounting to Rs. 546.01 Lacs in respect of various loans taken from banks and financial institutions. Particulars of amount and period of defaults are as under:

Lender Concerned Period of Default Amount of Default (Rs. In Lac)

Shri Ram Finance Ltd (Including Interest of Rs 7.98 Lac) 36 Months 41.25

Punjab & Sindh Bank 12 Months 3467.04 Towards Principal

Punjab & Sindh Bank 12 Months 538.03 Towards Interest

TOTAL 4046.32

(xii) 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.

(xiii) 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 Companies (Auditor''s Report) Order 2003, are not applicable to the Company.

(xiv) According to the information and explanations given by the management, the Company is not dealing in or trading in shares, securities, debentures and other investments. However, the Company is holding certain investments in equity shares of companies as long term investments.

(xv) According to the information and explanation given to us, we are of the opinion that the terms and conditions of the guarantees given by the Company, during the year, for the loan taken by others from banks or financial institutions are, prima facie, prejudicial to the interest of the Company as the approval of Central government under section 295 of Companies Act, 1956 for Corporate Guarantee given to secure various credit facilities amounting to Rs. 318 Crore to M/s Fairdeal Supplies Limited Group Company not obtained.

(xvi) In our opinion, the term loans have been applied for the purpose for which they were raised.

(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long- term investment except loan given to Gateway Commodities Ltd. No long-term funds have been used to finance short-term assets.

(xviii) The Company has not made preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(xix) During the financial year, the Company did not issue any debentures. Hence, the provisions of clause 4(xix) of the Companies (Auditor''s Report) Order, 2003, regarding creation of security for debentures are not presently applicable to the Company.

(xx) The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Companies (Auditor''s Report) Order, 2003, on the end use of money are not presently applicable to the Company.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For, Paresh Thothawala & Co.

Chartered Accountants

FRN: 114777W

Paresh K. Thothawala

Proprietor

Ahmadabad, May. 31st 2013 Membership No.48435

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Mar 31, 2011

We have audited the attached Balance Sheet of FRONTLINE CORPORATION LIMITED as on 31st March 2011, the Profit and Loss Account and also 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.

We conducted our audit in accordance with the 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.

In accordance with the provisions of Section 227 of the Companies Act 1956, we report that:

1. As required by 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, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

2. Further to our comments in the annexure referred to above, we report that:

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

(b) In our opinion, proper books of 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 the branches not visited by us. The Report of Branch Auditors of Kolkata Division has been forwarded to us and has been appropriately dealt with;

(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 and with the audited reports from the Kolkata Division;

(d) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of the written representations received from the Directors, as on 31st March, 2011 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2011 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and give true and fair view in conformity; with the accounting principles generally accepted in India.

i) In the case of Balance Sheet, of the state of affairs of the company as at 31st March, 2011:

ii) In Case of Profit and Loss Account, of the profit for the year ended on that date: and

iii) In case of the Cash Flow Statement, of the cash flow for the year ended on that date.

Annexure to Auditor's Report

(Referred to in paragraph 1 of our Report of even date to the members of FRONTLINE CORPORATION LIMITED)

(i) In respect of Fixed Assets:

(a) The Company is maintaining fixed assets register showing full particulars including quantitative details and situation of its fixed assets till 31st March 2011.

(b) Management of the company has carried physical verification of assets during the financial year 2010-11 and no material discrepancies were noticed on such verification.

(c) During the year, the Company has not disposed off major part of the fixed assets hence the question of affecting the going concern status of the Company does not arise.

(ii) In respect of Inventories:

(a) Inventories of finished goods, stock in trade, raw materials and stores spares have been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable. In case of stocks of items like Refractory Bricks, due to the nature of the stock and the manner of its storage, the actual quantities of stocks cannot be measured on physical verification with substantial accuracy. However the difference, if any, in actual receipts and issues, is accounted for suitably.

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

(c) According to the records produced for our verification, there were no material discrepancies noticed on physical verification of stocks referred to in Para (ii) (a) above as compared to book records and the same have been properly dealt with in the books of account. The shortages and excesses noticed on physical verification as mentioned in Para (ii) (a) above are not abnormal and material according to the nature of the business of the company.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

(a) The Company had taken loans from One Party. The outstanding at year end was 22,11,907/- and Maximum amount outstanding during the year was 2,09,71,357. The Company has not granted any advance in the nature of loan to any party during the year.

(b) In our opinion, the rate of interest and other terms and conditions on which loans have been taken / given from / to such parties are not, prima facie, prejudicial to the interest of the Company.

(c) In respect of loans taken by the Company, the principal amounts are repayable on demand and the interest payments are regular. In respect of loan given there is no stipulation as to the repayment and the interest is received regularly.

(d) Since there is no stipulation as to repayment on loan given, the question of over-due amounts does not arise.

(iv) In respect of Internal Controls:

In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure in correcting major weakness in internal controls systems. However the company needs to strengthen internal controls over generation and disposal of scrap and accounting for fixed assets.

(v) In respect of transactions covered under section 301 of the Companies Act, 1956:

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section. Total income amounting to Rs. 10,88,04,251/- has been generated during the year from these parties.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time. According to the information and explanations given to us, in respect of transaction aggregating to Rs. 10,38,99,507/- with related parties approval of appropriate authority is pending as required u/s 297 of the Companies Act, 1956. However the approval for the same is awaited.

(vi) During the year company has not accepted the public deposit within the meaning of Section 58A of The Indian Companies Act, 1956.

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

(viii) We have broadly reviewed the books of account 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 Companies Act, 1956, and are of opinion that prima-facie, the prescribed accounts and records have been made and maintained.

(ix) In respect of statutory dues:

(a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, customs duty, excise duty, service tax, cess and other material statutory dues applicable to it though there was a slightly delay in case of Service Tax, Professional Tax and Tax Deducted at Source. However, the company has not deducted and paid the applicable ESI other than at Haldia Branch.

(b) According to the information and explanations given to us, no disputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty, service tax and cuss were in arrears as at 31st March, 2011 for a period of more than six months from the date they become payable except for professional Tax as under:

(v) In respect of transactions covered under section 301 of the Companies Act, 1956:

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section. Total Income amounting to Rs.26,89,429/- from Fairdale Supplies Ltd. and Rs.4,89,19,714/- from Falgun Export Limited, Income amounting to Rs.17,95,112/- from Centre for Advance Studies in Engineering, Income amounting to Rs.1,48,895/- from Neha Trade & Finance Private Limited, Income amounting to Rs.6,92,20,778/- from M/s. Fairdeal and Income amounting to Rs.1,34,83,246/- from Scientific Weighbridge & Auto Parts has been received during the year.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time. According to the information and explanations given to us, in respect of transaction aggregating to Rs. 13,16,23,738/- with three parties approval of appropriate authority is pending as required u/s 297 for the Companies Act, 1956. The company has already applied for approval of the same.

(vi) During the year the company has not accepted the public deposit within the meaning of section 58A of The Indian Companies Act, 1956. However the company has taken an interest free advances from one party shown under the head Deposits and Trade Advances in the Schedule 'D' Unsecured Loan, from a partnership firm against supply of material and outstanding balance at the year end of Rs. 5,59,09,504/-.

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

(viii) We have broadly reviewed the books of account 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 Companies Act, 1956, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

(ix) In respect of statutory dues:

(a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, customs duty, excise duty, service tax, cess and other material statutory dues applicable to it though there was a slight delay in case of Service Tax, Professional Tax and Tax Deducted at source. However, the company has not deducted and paid the applicable ESI other than at Haldia Branch in respect of Kolkata Division.

(b) According to the information and explanations given to us, no disputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty, service tax and cess were in arrears as at 31st March, 2010 for a period of more than six months from the date they become payable except for service tax, professional tax and Value Added Tax as under:

Nature of Tax Amount Period to Due Date of (Rs.) which the Dates Payment amount Relates

Professional Tax 6038/- April 10 to 15th of - August 10 Next Month

(c) According to the information and explanations given to us, the dues of income tax and excise duty which have not been deposited on account of disputes and the forum where dispute is pending are as under:

name of Nature of Amount Period to which Forum where dispute the Statute Dues (Rs.) mount relates is pending

Income Tax Act, 1961 Income Tax 35,72,862 A.Y. 2005-2006 CIT (A)

Income Tax Act, 1961 Income Tax 10,38,853 A.Y. 2006-2007 ITAT

Income Tax Act, 1961 Income Tax 5,03,879 A.Y. 2008-2009 ITAT

(x) The Company does not have accumulated losses and has not incurred cash losses in the current financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) 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.

(xiii) 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 Companies (Auditor's Report) Order 2003, are not applicable to the Company.

(xiv) According to the information and explanations given by the management, the Company is not dealing in or trading in shares, securities, debentures and other investments. However, the Company is holding certain investments in equity shares of companies as long term investments.

(xv) According to the information and explanation given to us, we are of the opinion that the terms and conditions of the guarantees given by the Company, during the year, for the loan taken by others from banks or financial institutions are, prima facie, not prejudicial to the interest of the Company.

(xvi) In our opinion, the term loans have been applied for the purpose for which they were raised.

(xvii)According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets.

(xviii)The Company has not made preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(xix) During the financial year, the Company did not issue any debentures. Hence, the provisions of clause 4(xix) of the Companies (Auditor's Report) Order, 2003, regarding creation of security for debentures are not presently applicable to the Company.

(xx) The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Companies (Auditor's Report) Order, 2003, on the end use of money are not presently applicable to the Company.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For, Paresh Thothawala & Co. Chartered Accountants FRN: 114777W

Paresh K. Thothawala

Proprietor

Ahmedabad, September 3, 2011 MembershipNo.48435

---

Mar 31, 2010

We have audited the attached Balance Sheet of FRONTLINE CORPORATION LIMITED as on 31st March 2010, the Profit and Loss Account and also 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.

We conducted our audit in accordance with the 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.

In accordance with the provisions of Section 227 of the Companies Act 1956, we report that:

1. As required by 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, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

2. Further to our comments in the annexure referred to above, we report that:

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

(b) In our opinion, proper books of 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 the branches not visited by us. The Report of Branch Auditors of Kolkata Division has been forwarded to us and has been appropriately dealt with;

(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 and with the audited returns from the Kolkata Division;

(d) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of the written representations received from the 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 in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

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

i. In the case of 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 for the year ended on that date; and iii. In the case of the Cash Flow Statement, of the cash flow for the year ended on that date.

Annexure to Auditors Report (Referred to in paragraph 1 of our Report of even date to the members of FRONTLINE CORPORATION LIMITED)

(i) In respect of Fixed Assets:

(a) The Company has not prepared Fixed Asset Register and instead has compiled only item wise lists of its Fixed Assets. However, these item wise lists have not been updated and the values shown by these lists have not been reconciled with the financial books and records.

(b) We are informed by the management that most of the Fixed Assets have been physically verified by the management during the year, however, no records have been produced for our verification in respect of the same. We are also informed that assets such as Furniture and Fixtures, and Office Equipments have not been physically verified by the management during the year.

(c) During the year, the Company has not disposed off major part of the fL jd assets hence the question of affecting the going concern status of the Company does not arise.

(ii) In respect of Inventories:

(a) Inventories of finished goods, stock in trade, raw materials and stores spares have been physically verified during the year by the management. In our opinion, the frequency of such verification is reasonable. Incase of stocks of items like Refractory Bricks, due to the nature of the stock and the manner of its ., storage, the actual quantities of stocks cannot be measured on physical verification with substantial accuracy. However the difference, if any, in actual receipts and issues, is accoutned for sutiably.

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

(c) According to the records produced for our verification, there were no material discrepancies noticed on physical verification of stocks referred to in Para (ii) (a) above as compared to book records and the same have been properly dealt with in the books of account. The shortages and excesses noticed on physical verification as mentioned in Para (ii) (a) above are not abnormal and material according to the nature of the business of the company.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

(a) The Company had taken loans from two parties. The maximum amount and outstanding at year end was Rs.2,24,29,582/-. The company has also granted and advance in the nature of loan to Two Parties. The maxmimum amount during the year was Rs.30,21,17,116/- and the oustanding as on 31.03.2010 was Rs.30,21,17,116/-.

(b) In our opinion, the rate of interest and other terms and conditions on which loans have been taken / given from / to such parties are not, prima facie, prejudicial to the interest of the Company.

(c) In respect of loans taken by the Company, the principal amounts are repayable on demand and the interest payments are regular. In respect of loan given there is no stipulation as to the repayment and the interest is received regularly.

(d) Since there is no stipulation as to repayment on loan given, the question of overdue amounts does not arise.

(iv) In respect of Internal Controls:

in our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure in correcting major weakness in internal controls systems. However the company needs to strengthen internal controls over generation and disposal of scrap and accounting for fixed assets.

(v) In respect of transactions covered under section 301 of the Companies Act, 1956:

(a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section. Total Income amounting to Rs.26,89,429/- from Fairdeal Supplies Ltd. and Rs.4,89,19,714/-from Falgun Export Limited, Income amounting to Rs. 17,95,1121- from Centre for Advance Studies in Engineering, Income amounting to Rs.1,48,895/- from Neha Trade & Finance Private Limited, Income amounting to Rs.6,92,20,778/- from M/s. Fairdeal and Income amounting to Rs.1,34,83,246/- from Scientific Weightbridge & Auto Parts has been received during the year.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time. According to the information and explanations given to us, in respect of transaction aggregating to Rs. 13,16,23,738/- with three parties approval of appropriate authority is pending as required u/s 297 for the Companies Act, 1956. The company has already applied for approval of the same.

(vi) During the year the company has not accepted the public deposit within the meaning of section 58A of The Indian Companies Act, 1956. However the company has taken an interest free advances from one party shown under the head Deposits and Trade Advances in the Schedule D Unsecured Loan, from a partnership firm against supply of material and outstanding balance at the year end of Rs. 5,59,09,504/-.

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

(viii) We have broadly reviewed the books of account 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 Companies Act, 1956, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

(ix) In respect of statutory dues:

(a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, customs duty, excise duty, service tax, cess and other material statutory dues applicable to it though there was a slight delay in case of Service Tax, Professional Tax and Tax Deducted at source. However, the company has not deducted and paid the applicable ESI other than at Haldia Branch in respect of Kolkata Division. (b) According to the information and explanations given to us, no disputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty, service tax and cess were in arrears as at 31st March, 2010 for a period of more than six months from the date they become payable except for service tax, professional tax and Value Added Tax as under:

Nature of Tax Amount Period to (Rs.) which the amount Relates

Service tax 9,373/- Jan09 to Feb09

Professional tax 480/- 2008-09 2080/- 2009-10



Nature of Tax Due Date of Dates Payment

Service tax 5th of Next -- Month

Professional tax 15th of Next -- Month

(c) According to the information and explanations given to us, the dues of income tax and excise duty which have been not been deposited on account of disputed and the forum where dispute is pending are as under:

Name of Nature of Amount Period to Forum where the Statute Dues (Rs.) which dispute is amount relates pending

Income Tax Act, 1961 Income Tax 11,04,183 A.Y. 2003-2004 ITAT

Income Tax Act, 1961 Income Tax 7,72,658 A.Y. 2004-2005 ITAT

Income Tax Act, 1961 Income Tax 35,72,862 A.Y. 2005-2006 CIT(A)

Income Tax Act, 1961 Income Tax 32,98,187 A.Y. 2006-2007 CIT(A)

(x) The Company does not have accumulated losses and has not incurred cash losses in the current financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) 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.

(xiii) 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 Companies (Auditors Report) Order 2003, are not applicable to the Company.

(xiv) According to the information and explanations given by the management, the Company is not dealing in or trading in shares, securities, debentures and other investments. However, the Company is holding certain investments in equity shares of companies as long term investments.

(xv) According to the information and explanation given to us, we are of the opinion that the terms and conditions of the guarantees given by the Company, during the year, for the loan taken by others from banks or financial institutions are, prima facie, not prejudicial to the interest of the Company.

(xvi) In our opinion, the term loans have been applied for the purpose for which they were raised.

(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets.

(xviii) The Company has not made preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Companies Act, 1956 during the year.

(xix) During the financial year, the Company did not issue any debentures. Hence, the provisions of clause 4(xix) of the Companies (Auditors Report) Order, 2003, regarding creation of security for debentures are not presently applicable to the Company.

(xx) The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Companies (Auditors Report) Order, 2003, on the end use of money are not presently applicable to the Company.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For Paresh Thothawala & Co.

Chartered Accountants

FRN:114777W

Paresh K. Thothawala

Date: September 3, 2010 Proprietor

Place: Ahmedabad Membership No. 48435