Auditor Report of Khandelwal Extractions Ltd.

Mar 31, 2024

We have audited the financial statements of KHANDELWAL EXTRACTIONS LIMITED ("the
Company”), which comprise the balance sheet as at 31st March 2024, and the statementof Profit
and Loss, statementof changes in equity and statement of cash flows for the year then ended, and
notes to the financial statements, including a summary of material accounting policies and other
explanatory information.

Inouropinion and tothebestofourinfbrmation and accordingtotheexplanationsgrventous.the
aforesaid financial statements givethe information required by the Act in the manner so required
andgveatrueandfairviewin conformity with t he I rvd ia n Account i ng Standa rds pres crib ed u nde r
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 profit, changes in equity and its cashflows for the
yearendedon that date.

Basis for Opinion

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 inthe Auditor''s Responsibilities for the Audit ofthe Financial Statemerts section
of our re port. We a re i nde pende nt of the Compa ny i n accorda nee with the Code of Ethics is sued by
the Institute of Quartered Accountants of India together with the ethical requirements that are
re leva nt to our audit cf the f ina ntia I state me nts under the provis ion s of the Compan ies Act, 2013
and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance
with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtainedissufficientandappropriatetoprovideabasisfor ouropinion.

Other Information

The Company''s managemert and Board of Directors are responsible for the other information.
The other information comprises the information induded in the Company''s annual report, but
does not include the financial statements and our auditors''report thereon. The annual report is
expectedtobe made avail able to us after the date of this auditors'' report
Our opinion on the financial statements does not cover the other information and we do not
express any form of ass urance cone I us ion thereon.

In connection with our audit ofthe financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the
other information is materialy inconsistent with the financial statements or our knowledge
obtainedintheauditorothe rwis eappearstobemateriallymisstated.

When we read theannual report, if we conclude that there is a material misstatement therein, we
are required to communicate the matter to those charged with governance and take necessary
act ions, as applicable under the relevant laws and regulations.

Responsibility of Management for Financial Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) ofthe
CompaniesAct, 2013 ("the Act”) with res pea tothe preparation of thesef inancial statements that
give a true and fair view of the financal position, financial performance, changes in equity and
cash flows of the Companyin accordance with the Ind AS andotheraccourting principles generally
accepted in India. This responsibilityalso includes maintenance of adequate accounting records in
accordance with the provisions of the Aa for safeguardingof the assets of the Company and for
preventing and deteaingfrauds and other irregParities; 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 cortrols, that were
operating effeaively for ensuring the accuracy and completeness ofthe accounting records,
relevant to the preparation and presertation ofthe financial statement that give a true and fair
view and a re free from material misstatement, whether duetofraud orerror.

In preparing the financial statemerts, 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 ether intends to liquidate
the Company orto cease operations, orhasnorealisticaltemative buttodoso.

The Board of Direaors are also responsible for overseeing the company''s financial reporting
process.

Auditor''s Responsibiitiesforthe Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a
whde are free from material misstatement, whether due to fraud or error and to issue an
auditor''s reportthat indudes our opinion. Reasonableassuranceisahigh level of assurance, but is
not a guarantee that an audit conducted in accordance with SAs will always detea 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 expeaed to influence the
economic dec sons ofusers taken on the basis ofthesefmancial statements.

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

• Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audt procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a bass for our
opinion. The riskof not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional
omiss io ns, misre presentations, or the ove rride of internal control.

• Obtain an understanding of internal control relevant tothe audit in order to desgn audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) ofthe
Companies Aa, 2013, we a re a Iso responsible for expressing ouropinion on whether the
company has adequate internal financial controls system in place and the operating
effectiveness of such control s.

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

• Conclude on the appropriateness of management''s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Company''s
ability to cortinueas agoing concern If we conclude thata material uncertaintyexists, 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
continueas agoing concern.

• Evaluate the overall presentation, struaure and content of the financial statements,
including thedisclosu res,and whetherthe financial statements rep resent the underlying
transaaions andevents ina mannerthat achieves feirpresentation.

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 ouraudit

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.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor''s Report) Order, 2020 ("the Order"), issued by the Central
Governmert of India in terms of sub-section (11) of seaion 143 ofthe Companies Aa, 2013, we
giveinthe"Annexure A’ a statement on the matters specified in paragraphs 3 and 4 of the Order,
tothe extent appli cab le.

As req uiredby Seaion 143(3) ofthe Act, we report that:

a. We have sought and obtained all the information and explanations which to the bestof our
knowledge and belief were necessary for the purposes of ouraudit.

b. In ouropinion, proper books of accountas required by law have been kept by the Company
so far as it appears f romour exa mination of those books.

c. The Balance Sheet, the Statement of Profit and Loss including other comprehensive
income, statement of changes in Equity and the Cash Flow Statement dealt with by this
Report are in agreement with the books ofaccount

d In ouropinion, the aforesaid Ind AS finandal statements comply with the Accounting
Standard specified under Seaion 133 of the Aa, read with Companies (Indian Accounting
Standard) Rules 2015 as a mended.

e. On the basis of the written representations received from the direaors as on 31st March,
2024 taken on record by the Board of Direaors, none of the direaors is disqualified as on
31stMarch, 2024from being appointed as a direaorin terms ofSection 164(2) of the Aa

f. With res pea to the adequacy of the interna I financial controls over financial reporting of
the Company and the ope rating effectiveness of such controls, refer to our separate Report
in AnnexireB.

g. With respeato the other matters to be induded in the Auditor''s Report in accordance with
therequiremertsof Seaion 197(16) of the Act, as amended:

In our opinion and tothe bestof our information and according tothe explanations
given to us, the remuneration paid by the Company to its direaors during the year is in
accordance with the provisions of seaion 197 of the Aa

h. With respeato the other matters to be induded in the Auditor''s Report in accordance with
Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of
our information and accordingtotheexplanationsgiven tous:

i. The Company has disclosed the impaa of pending litigations on its finandal position in its
financial statements-Refer note no.29 to thefinandal statemerts

ii The Company did not have any long termcontracts in duding derivative cortraas forwhich
there were a ny material foneseea ble losses.

iii. There were no amounts which were required to be transferred to the Investor Education
and Proteaion Fund bytheCompany.

iv (a) The Management has represented that, to the best of it''s knowledge and belief, as
disclosed in the note no.6.1tothe accounts, no funds have been advanced or loaned or
invested (either from bor rowed funds or share premium or any other sources or kind of
funds) by the Company toor in any other person(s) or entity(ies), including foreign entities
("Intermediaries”), with the understanding, whether recorded in writing orotherwise, that
the Intermediary shall, direaly 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.

iv (b) The Management has represented, that, to the best of it''s knowledge and belief, other
than as dsdosed in the note no. 14. lto the accounts, no funds have been receved by the
Company from any person(s)orentity(ies), induding foreign entities (‘Funding Parties"),
with the understanding, whether recorded in writing or otherwise, that the Company shall,
direaly or indireaiy, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf ofthe Funding Party ("Ultimate Bervefiaaries") or provide any
guarantee, securityorthe likeon behalf of the Ultimate Beneficiaries

Based on such audit procedures we have considered reasonable and appropriate the
drcumstances; nothing has come to our notice that has caused us to believe that the
representations under sub-clause (iv)(a) and (iv) (b) above contain any material
misstatement

v The company has not declared o r pai d any div ide nd du n ng the year.

vi Based on our examination which included test checks, the company has used accounting
software for maintaining its books of account but audit trail feature of accounting
software used bythecompa ny is stil I under i mDlementatio n as on 31^T Ma rch 2024.

For P. L Tandon & Co.

Chartered Accountants
Firm''s Registration No.- 000186C

Place: Kanpur P.P.SNGH

Date: 27-05-2024 (Partner)

(Membership No.- 072754)
UDIN 24072754BKCRZH8162

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Mar 31, 2015

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

Management's Responsibility for the Standalone Financial Statements

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

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

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

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

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

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

Opinion

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order ,2015 ("the Order"), issued by the Central Government of India in terms of sub - section (11) of section 143 of the Companies Act,2013, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the order, to the extent applicable.

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

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

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

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

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

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

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

(i) The Company has disclosed the impact of pending litigations as at March 31, 2015 on its financial position in its financial statements - Refer Note 28 to the financial statements

(ii) The Company does 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.

The Annexure referred to in our Independent Auditors' Report to the members of the Company on the standalone financial statements for the year ended 31st March, 2015, We report that:

i. In respect of its Fixed Assets:

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

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

ii. In respect of its Inventories:

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

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

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and discrepancies noticed on verification between physical stocks and the book records were not material.

iii. In respect of loans, secured or unsecured, granted by the Company to Companies, firms or other parties covered in the register maintained under section 189 of the Companies Act 2013, according to the information and explanations given to us

(a) The Company has not granted any loan to Companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.Therefore the provisions clause (iii) of the Companies (Auditor's Report ) order, 2015, are not applicable to the company.

iv. In our opinion and according to the information and explanations given to us, there are adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases 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 to correct major weaknesses in internal control system of the Company.

v. In our opinion and according to information and explanations given to us, the company has complied with the provisions of sections 73 to 76 or any other provisions of the Companies Act and the rules framed there under .

vi. In our opinion and according to the information and explanations given to us , the Central Government has not prescribed maintenance of cost records under sub- section (1) of section 148 the Companies Act, 2013 for the products of the company.

vii. According to the information and explanations given to us, in respect of statutory and other dues:

(a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, duty of custom , duty of excise, value added tax , cess and any other statutory dues applicable to it.

According to the information and explanations given to us, no undisputed amounts payable in respect of Provident fund , Employees State Insurance , Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Custom, Duty of Excise, Value Added Tax, Cess and other Statutory dues were in arrear as at 31st March, 2015 for a period more than six months from the date they became payable.

(b) According to the information and explanations given to us , there is no dues of income tax, sales tax, wealth tax, service tax, duty of custom, duty of excise duty or value added tax and cess which have not been deposited on account of any dispute.

(c) According to the information and explanations given to us there were no amounts which were required to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act , 1956 (1 of 1956) and rules made there under.

viii. The Company does not have accumulated losses at the end of the financial year. The company has incurred cash losses during the financial year covered by our audit but has not incurred cash losses in the immediately preceding financial year.

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

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

xi. The company has not obtained any term loan during the year. Therefore the provisions of clause (xi) of the Companies (Auditor's Report) Order 2015 are not applicable to the company.

xii. 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 P.L. TANDON &CO Chartered Accountants Registration Number: 000186C

GIRISH KUMAR MITTAL (PARTNER) Membership Number 511729

Place: KANPUR Date:26.05.2015

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Mar 31, 2014

We have audited the accompanying financial statements of Khandelwal Extractions 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 Standards notified under the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

We believe that the audit evidence we have obtained is sufficient 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 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, 2014;

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("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, 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 the Accounting Standards notified under the Companies Act,1956 read with the General Circular 15/2013 dated 13th September 2013 of Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013

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

ANNEXURE TO THE AUDITORS'' REPORT

Re : KHANDELWAL EXTRACTIONS LIMITED

Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date

I. In respect of its Fixed Assets:

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

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the company has not made any substantial disposal during the year.

II. In respect of its Inventories :

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the company has maintained proper records of its inventories and discrepancies noticed on verification between physical stocks and the book records were not material.

III. In respect of loans, secured or unsecured, granted or taken by the Company to or from Companies, Firms or other Parties covered in the register maintained under section 301 of the Companies Act, 1956, according to the information and explanations given to us :-

(a) The Company has not granted any loan to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. As the Company has not granted any loans secured or unsecured to parties listed in the register maintained under section 301 of the Companies Act, 1956, the paragraphs 4 (iii) (b), (c) and (d) of the Companies (Auditor''s Report) Order, 2003 are therefore, not applicable to the Company .

(e) Company had/has taken unsecured loans from twelve parties covered in the Register maintained under section 301 of the Companies Act,1956. The maximum balance involved during the year was Rs. 83.75lacs and the year end, balance was Rs.80.25 lacs.

(f) The rate of interest and other terms and conditions on which loans have been taken from parties listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie prejudicial to the interest of the Company.

(g) There is no overdue amount of such loans.

IV. In our opinion and according to the information and explanations given to us, there exists an adequate internal control system 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 to correct major weaknesses in internal control system of the Company.

V. In respect of transactions entered in the register maintained in pursuance of 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 all contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, 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 Rs. five lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

VI. In our opinion and according to the information and explanations given to us, the company has complied with the provisions of sections 58A and 58AA and other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted.

VII. In our opinion, the company has an adequate 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 maintenance of cost records under section 209 (1)(d) of the Companies Act,1956 and we are of the opinion that prima-facie the prescribed accounts and records have been made and maintained.

IX. According to the information and explanations given to us, in respect of statutory and other dues.

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

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were in arrears as at 31st March, 2014 for a period more than Six months from the date they became payable.

(c) According to the information and explanations given to us, there are no dues of Income tax, Sales Tax, Wealth Tax, Service Tax, Custom duty, Excise Duty which have not been deposited on account of any dispute.

X. The Company does not have accumulated losses at the end of the financial year and has not incurred cash losses during the 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 banks.

XII. As explained to us, the company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or any other securities.

XIII. The nature of Company''s business / activities during the year is such that provision of Clause 4 (xiii) of Companies (Auditor''s Report) Order, 2003 is not applicable to the Company.

XIV. In our opinion, the Company is not dealing in or trading in shares, securities and debentures and other investments.

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

XVI. The Company has not obtained any term loan during the year.

XVII. According to the information and explanations given to us and on an 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.

XVIII. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

XIX. As the Company has no debenture outstanding at any time during the year, provision of Clause 4 (xix) of the Companies (Auditors Report) Order, 2003 are therefore, not applicable to the Company.

XX. The Company has not raised any money by Public issue during the year.

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 P. L. TANDON & CO. Chartered Accountants Registration No. 000186C

(P. P. SINGH) PLACE : KANPUR PARTNER DATED : 27-05-2014 Membership No. 72754

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Mar 31, 2012

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

2. We conducted our audit in accordance with 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 statements presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

4. 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;

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

d) In our opinion, the Balance Sheet, the Statement of Profit & Loss and the 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. However liability for leave encashment has been provided on the basis of actual liability determined by the management as on 31.03.2012.

e) On the basis of written representations received from the directors, as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2012 from being appointed as a director in terms of clauses (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 Accounting Policies and 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:

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012.

(b) In the case of the Statement of Profit & Loss of the Profit 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.

ANNEXURE TO THE AUDITORS' REPORT

Re: KHANDELWAL EXTRACTIONS LIMITED

(Referred to in Paragraph (3) of our report of even date)

I. In respect of its Fixed Assets:

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

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the company has not made any substantial disposal during the year.

II. In respect of its Inventories :

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the company has maintained proper records of its inventories and discrepancies noticed on verification between physical stocks and the book records were not material.

III. In respect of Loans, Secured or Unsecured, granted or taken by the Company to or from Companies, Firms or other Parties covered in the Register maintained under section 301 of the Companies Act, 1956, according to the information and explanations given to us :-

(a) The Company has not granted any loan to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. As the Company has not granted any loans secured or unsecured to parties listed in the register maintained under section 301 of the Companies Act, 1956, the paragraphs 4 (iii) (b), (c) and (d) of the Companies (Auditor's Report) Order, 2003 are therefore, not applicable to the Company.

(e) Company had/has taken unsecured loans from twelve parties covered in the Register maintained under section 301 of the Companies Act, 1956. The maximum balance involved during the year was Rs. 95.25 Lacs and the year end, balance was Rs. 79.40 Lacs.

(f) The rate of interest and other terms and conditions on which loans have been taken from parties listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie prejudicial to the interest of the Company.

(g) There is no stipulation for the repayment in two cases and in ten cases loans are not due for repayment during the year.

IV. In our opinion and according to the information and explanations given to us, there exists an adequate internal control system 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 to correct major weaknesses in internal control system of the Company.

V. In respect of transactions entered in the register maintained in pursuance of 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 all ' contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, 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 Rs. five Lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

VI. In our opinion and according to the information and explanations given to us, the company has complied with the provisions of sections 58A and 58AA and other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted.

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

VIII. The Central Government has not prescribed maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for the products of the company.

IX. According to the information and explanations given to us, in respect of statutory and other dues.

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

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were in arrears as at 31st March, 2012 for a period more than six months from the date they became payable. (c) According to the information and explanations given to us, there are no dues of Income tax, Sales Tax, Wealth Tax, Service Tax, Custom duty, Excise Duty which have not been deposited on account of any dispute.

X. The Company does not have accumulated losses at the end of the financial year and has not incurred cash losses during the 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 banks.

XII. As explained to us, the company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or any other securities.

XIII. The nature of Company's business/activities during the year is such that provision of Clause 4 (xiii) of Companies (Auditor's Report) Order, 2003 is not applicable to the Company.

XIV. In our opinion, the Company is not dealing in or trading in shares, securities and debentures and other investments.

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

XVI. The Company has not obtained any term loan during the year.

XVII. According to the information and explanations given to us and on an 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.

XVIII. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

XIX. As the Company has no debenture outstanding at any time during the year, provision of Clause 4 (xix) of the Companies (Auditors Report) Order, 2003 are therefore, not applicable to the Company.

XX. The Company has not raised any money by Public issue during the year.

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 P. L. TANDON & CO. Chartered Accountants Registration No. 000186C

(P. P. SINGH) PARTNER Membership No. 72754

Place : Kanpur Date : 30-05-2012

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Mar 31, 2010

1. We have audited the attached Balance Sheet of KHANDELWAL EXTRACTIONS LIMITED as at31st March, 2010,- Profit and Loss Account and also the Cash Flow Statement of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with 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 statements presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

4. 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;

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

d) In our opinion, the Balance Sheet, the Profit & Loss Account and the 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. However liability for leave encashment has been provided on the basis of actual liability determined by the management as on 31.03.2010.

e) On the basis of 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 clauses (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 with notes on accounts 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:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010.

(b) in the case of the Profit & Loss Account of the Profit 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.



ANNEXURE TO THE AUDITORS REPORT

I. In respect of its Fixed Assets:

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

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the company has not made any substantial disposal during the year.

II. In respect of its Inventories :

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the company has maintained proper records of its inventor -ies and discrepancies noticed on verification between physical stocks and the book records were not material.

II.In respect of Loans, Secured or Unsecured, granted or taken by the Company to or from Companies, Firms or other Parties covered in the Register maintained under section 301 of the Companies Act, 1956, according to the information and explanations given to us :-

(a) The Company has not granted any loan to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. As the Company has not granted any loans secured or unsecured to parties listed in the register maintained under section 301 of the Companies Act, 1956, the paragraphs 4 (iii) (b), (c) and (d) of the Companies (Auditors Report) Order, 2003 are therefore, not applicable to the Company .

(e) Company had/has taken unsecured loans from thirteen parties covered in the Register maintained under section 301 of the Companies Act, 1956. The maximum balance involved during the year was Rs.64.70 Lacs and the year end balance was Rs. 49.20 Lacs.

(f) The rate of interest and other terms and conditions on which loans have been taken from parties listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie prejudicial to the interest of the Company.

(g) There is no stipulation for the repayment in two cases and in twelve cases loans are not due for repayment during the year.

IV In our opinion and according to the information and explanations given to us, there exists an adequate internal control system 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 to correct major weaknesses in internal control system of the Company.

V In respect of transactions entered in the register maintained in pursuance of 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 all contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, no transactions exceeding the value of Rs. five Lacs has been made in pursuance of contracts or arrangements required to be entered in the register maintained under section 301 of the Companies Act, 1956.

VI In our opinion and according to the information and explanations given to us, the company has complied with the provisions of sections 58A and 58AA and other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from other than Public.

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

VIII The Central Government has not prescribed maintenance of cost records under section 209 (i) (d) of the Companies Act, 1956 for the products of the company.

IX According to the information and explanations given to us, in respect of statutory and other dues.

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

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were in arrears as at 31st March, 2010 for a period more than Six months from the date they became payable.

(c) According to the information and explanations given to us, there are no dues of Income tax, Sales Tax, Wealth Tax, Service Tax, Custom duty, Excise Duty which have not been deposited on account of any dispute.

X The Company does not have accumulated losses at the end of the financial year and has not incurred cash losses during the 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 banks.

XII As explained to us, the company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or any other securities.

XIII The nature of Companys business/ activities during the year is such that provision of Clause 4 (xiii) of Companies (Auditors Report) Order, 2003 is not applicable to the Company .

XIV In our opinion, the Company is not dealing in or trading in shares, securities and debentures and other investments.

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

XVI The Company has not obtained any term loan during the year.

XVII According to the information and explanations given to us and on an 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.

XVIII. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

XIX As the Company has no debenture outstanding at any time during the year, provision of Clause 4(xix) of the Companies (Auditors Report) Order, 2003 are therefore, not applicable to the Company.

XX The Company has not raised any money by Public issue during the year.

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 P.L. TANDON&CO.

Chartered Accountants

Registration No. O00186C

Place : Kanpur (RAJENDRAGUPTA)

Date: 29-05-2010 PARTNER

Membership No. 73250