Auditor Report of Polytex India Ltd.

Mar 31, 2024

We have audited the Standalone Financial Statements of POLYTEX INDIA
LIMITED (“the Company”), which comprise the balance sheet as at 31^st March 2024,
and the statement of Profit and Loss (including Other Comprehensive Income), the
Statement of Changes in Equity, the Statement of Cash Flows and notes to the
standalone Ind AS financial statements, for the year ended on that date, and a summary
of the significant accounting policies and other explanatory information (hereinafter
referred to as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations
given to us, our report the aforesaid financial statements give the information required
by the Companies Act 2013 as amended (“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 March31 2024 its profit including
other comprehensive income its cash flows and the changes in equity for the year ended
on that date.

Basis for Opinion

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

statements under the provisions of the Companies 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
obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter;

1. Valuation of the unquoted investment (as per IND AS 109) are subject to the
valuation by independent valuer. As per management explanation, they are
under process to carry out fair valuation from registered valuer. Due to not
availability of valuation report, we are not able to comment on the same.

2. Company is not complied the provision of IND AS -19 for Employee benefit.
As per management opinion company having only one employee during the
year and who is also not completed five years.

Our opinion is not modified in respect on this matter,

Material uncertainty related to Going concern

Company is not having any income from operations during the year and Current
liabilities is more than the current assets further due to non-recovery from NPA
accounts. Hence, these event or conditions indicate that a is material uncertainty exists
that may cause significant doubt in the company’s ability to continue as a going
concern. However, the standalone financial of the company have been prepared on a
going concern basis for as reason stated on the said note.

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. We have not determined the any matters to described
to be the key audit matters.

Information other than the financial statements and auditors’ report thereon

The Company’s board of directors is responsible for the preparation of the other
information. The other information comprises the information included in the Board’s
Report including Annexures to Board’s Report but does not include the financial
statements and our auditor’s report thereon.

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

In connection with our audit of the financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained during the course
of our audit or otherwise appears to be materially misstated.

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

Responsibilities of Management and Those Charged with Governance for the
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
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 (AS)
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 statements that give
a true and fair view and are free from material misstatement, whether due to fraud or
error.

In preparing the financial statements, 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 Board of Directors are also responsible for overseeing the Company’s financial
reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

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

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

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

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

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

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

? Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.

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.

Report on Other Legal and Regulatory Requirements

1. 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.

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 financial statements comply with the
Accounting Standards (AS) 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 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 with
reference to financial statements of the Company and the operating
effectiveness of such controls, refer to our separate Report in ‘Annexure
B’.

g) With respect to the matter to be included in the Auditor’s Report under
section 197(16), In our opinion and according to the information and
explanations given to us, the remuneration paid by the Company to its
directors during the current year is in accordance with the provisions of
section 197 of the Act. The remuneration paid to any director is not in
excess of the limit laid down under section 197 of the Act. The Ministry
of Corporate Affairs has not prescribed other details under section
197(16) which are required to be commented upon by us.

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.

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

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

(c) Based on such audit procedures that have been considered
reasonable and appropriate in the circumstances, nothing has come to
our notice that has caused us to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above,
contain any material mis-statement.

v. No dividend have been declared or paid during the year by the company.

vi. Based on our examination, which included test checks, the Company has
used accounting software’s which did not had a features of recording
audit trail (edit log) facility.

For Agrawal Jain & Gupta

Chartered Accountants

Firm Reg. No. 013538C

Sarwan Kumar Prajapati

Partner

Membership No. 199969

UDIN: 24199969BKAKKU4602

Date: 30^th May, 2024

Place: Mumbai

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Mar 31, 2015

1. We have audited the accompanying financial statements of Polytex India Limited ("the Company"), which comprise the Balance Sheet as at March 31,2015, the Statement of Profit and Loss and the Cash Flow Statement for the year ended 31st March,2015 and a Summary of Significant Accounting Policies and other Explanatory information. Management's Responsibility for the Financial Statements

2. The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including 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 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 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.

Auditors Responsibility

3. Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and 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 to perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

4. 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 financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of 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.

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

Opinion

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

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

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

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

Report on other Legal and Regulatory Requirements

7. As required by Companies (Auditors Report) Order 2015("the Order") as amended and issued by the Central Government of India in terms of Sub (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.

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

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

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

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

d) In our opinion, the Balance Sheet and Statement of Profit and Loss 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 written representations received from the directors as on March 31,2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2015, from being appointed as a director in terms of Section 164(2) of the Companies Act, 2013.

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

i) The Company has disclosed the impact of pending litigations on its financial position in its financial statements as of March 31,2015.

ii) The Company has made provisions, as required under applicable law or accounting standards, for material foreseeable losses, if any and as required on long-term contracts including derivative contracts.

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

ANNEXURE TO INDEPENDENT AUDITOR'S REPORT

Referred to in paragraph under Report on Other Legal and Regulatory Requirements section of our Report of even date.

I. a) The Company has maintained the proper records showing full particulars including quantitative details and situation of Fixed Assets.

b) Physical verification of Fixed Assets is carried out by the management with a planned programme of verification, which in our opinion, provides for physical verification of all Fixed Assets at reasonable intervals. The physically verified assets have been compared with the book records and discrepancies noticed on such verification were not material and have been properly dealt with in books of accounts.

c) The Company has not disposed off substantial part of its fixed assets during the year.

ii. The Company has no inventory during the year as it is Service Company. Hence this clause is not applicable and as such there are no comments on sub clauses (a) to (c).

iii. a) In our opinion and according to the information and explanations given to us, the Company has neither granted nor taken any Loan, secured or unsecured, to or from Companies, Firms or other parties covered in the register maintained under Section 189 of the Companies Act,2013 .

has not granted or taken any loan, secured or unsecured from companies, firms or other parties covered in the register maintained under section 189 of the Act consequently, sub clause(a) and (b) are not applicable to the Company for the year under report.

iv. In our opinion and according to the information and explanations given to us, the internal control procedure of the Company are commensurate with the size of the Company and the nature of its business, for the purchase of Fixed Assets and for the sale of services and we have neither come across nor have we been informed of any major weakness in internal control procedures.

v. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public during the year. Therefore, the provisions of clause 3(v) of the Order are not applicable to the Company.

vi. The provisions of clause 3(vi) of the order are not applicable to the Company as the respective entities are not covered by the Companies(Cost Records and Audit) Rules,2014.

vii. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees' State insurance, Income-Tax, Sales Tax, Wealth-Tax, Customs Duty, Excise Duty, cess and other statutory dues, if any, with the appropriate authorities as at 31st March, 2015 for a period of more than six months from the date they become payable.

(b) As explained to us, there are no disputed dues relating to income tax, customs duty, wealth tax and cess, which have not been deposited as at 31st March, 2015.

(c) According to the information and explanations given to us, the 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 there under has been transferred to such fund within time.

viii. The Company does not have accumulated losses as at 31st March, 2015, and also has not incurred any cash losses during the current financial year ended on 31st March, 2015.

ix. In our opinion and According to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks or debenture holders during the year. Therefore, the provisions of clause 3(ix) of the Order are not applicable to the Company.

x. As explained to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof, are prejudicial to the interest of the Company.

xi. The Company has not taken any Loans from the Bank or any financial institutions during the year & therefore application of the same do not arise.

xii. Based on the Audit Procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the Company has been reported or noticed during the course of our audit

For R Sundaresan Aiyar & Co Chartered Accountants Firm Reg No: 110564W

R Sundaresan Aiyar Proprietor M No: 043946

Mumbai, 12 th May, 2015

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Mar 31, 2014

1. We have audited the accompanying financial statements of Polytex India Limited ("the Company"), which comprise the Balance Sheet as at March 31,2014, the Statement of Profit and Loss and the Cash Flow Statement for the year ended 31st March,2014 and a Summary of Significant Accounting Policies and other Explanatory information.

Management''s Responsiblilty for the Financial Statements

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

Auditors Responsibility

3. 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 to perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

4. 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 and the reasonableness of the accounting estimates made by the management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

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

b) In the case ofthe Statement of Profit and Loss, ofthe profit for the year ended on that date.

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

Report on other Legal and Regulatory Requirments

7. As required by Companies (Auditors Report) Order 2003, issued by the Government of India in terms of Sub (4A) of Section 227 ofthe Companies Act, 1956, and on the basis of such checks as we considered appropriate and according to information and explanations given to us we set out in the annexure a statement on the matters specified in paragraph 4 & 5 as applicable, of the said order.

8. 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 ofthose books;

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

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

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 INDEPENDENT AUDITOR''S REPORT

Referred to in paragraph 7 of Independent Auditor''s report of even date to the members of Polytex India Limited on the financial statements as of and for the year ended March 31, 2014.

i. a) The Company has maintained the proper records showing full particulars including quantitative details and situation of Fixed Assets.

b) Physical verification of Fixed Assets is carried out by the managment with a planned programme of verification, which in our pinion, provides for physical verification of all Fixed Assets at reasonable intervals. The physically verified assets have been compared with the book records and discrepancies noticed on such verification were not material and have been properly dealt with in books of accounts.

c) The Company has not disposed off substantial part of its fixed assets during the year.

ii. The Company does not carry any inventory and as such there are no comments on sub clauses (a) to (c).

iii. a) In our opinion and according to the information and explanations given to us, the Company has neither granted nor taken any Loan, secured or unsecured, to or from Companies, Firms or other parties covered in the register maintained under Section 301of the Act.

b) As the Company has not granted or taken any loan, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Act paragraph iii(b), iii(c) and iii(d) are not applicable.

iv. In our opinion and according to the information and explanations

given to us, the internal control procedure of the Company relating to the purchase of Shares and sale of Shares are commensurate with the size of the Company and the nature of its business and we have neither come across nor have we been informed of any major weakness in internal control procedures.

v. (a)As explained to us and according to the information and explanations given to us, the transactions that need to be entered in the register in pursuance of Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of each party during the year have been entered in the Register.

(b) In our opinion and according to the information and explanations given to us, the aforesaid transactions have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public, as specified under the provisions of section 58-A and 58AA of the Companies Act, 1956 and therefore the Directives issued by the Reserve Bank of India and the provisions of section 58-A and 5 8AA of the Companies Act, 1956 and rules framed there under is not applicable. As explained to us, the Company has not received any order from the Company Law Board.

vii. As per the information and explanations given to us, during the year under audit, the Company did not have an Internal Audit System but had an efficient system for accounting and internal controls.

viii. As per the information and explanations given to us, the Central Government has not prescribed the maintenance of costs records under Section 209(l)(d) ofthe Companies Act, 1956 for the Companies procedures.

ix. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees’ State insurance, Income-Tax, Sales Tax, Wealth-Tax, Customs Duty, Excise Duty, cess and other statutory dues, if any, with the appropriate authorities as at 31st March 2014.

x. As explained to us, there are no disputed dues relating to income tax, customs duty, wealth tax and cess, which have not been deposited as at 31st March 2014.

March 2014, and also has not incurred any cash losses during the current March 2014.

xii. In our opinion and According to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks or debenture holders during the year.

xiii. The Company has granted Loans and Advances without securities as an inter-corporate deposit during the period under review.

xiv. As per the information and explanation given to us, the provisions of Special Statutes applicable to Chit fund, Nidhi or Mutual benefit society are not applicable to the Company.

xv. The Company is engaged in the business of lending & borrowing, for which the Company has maintained the full records of all transactions entered and timely entries has been made in the register. All the Shares and securities and other investments held by the Company is in it''s own name except to the extent ofthe exemption, if any granted U/s 49 ofthe Companies Act, 1956.

xvi. As explained to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof, are prejudicial to the interest ofthe Company.

xvii. The Company has not taken any Loans from the Bank or any financial institutions during the year & therefore application of the same do not arise.

xviii. According to the information and explanations given to us and on an overall examination of the Balance Sheet & cash flow statement of the Company, in our opinion, there are no funds raised on short term basis which have been used for long term investments and vice versa.

xix. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 ofthe Companies Act, 1956.

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

xxi. According to the information and explanations given to us, the Company has not issued any debentures during the year under review.

xxii. The Company has not raised any money by way of public issue during the year.

xxiii. Based on the Audit Procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the Company has been reported or noticed during the year.

For R Sundaresan Aiyar & Co Chartered Accountants Firm Reg No: 110564W

Place: Mumbai R Sundaresan Aiyar Date: 27.05.2014 Proprietor

M No:043946

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Mar 31, 2013

Report on the Financial Statements

1. We have audited the accompanying financial statements of Polytex India Limited ("the Company"), which comprise the Balance Sheet as at March 31,2013, the Statement of Profit and Loss and the Cash Flow Statement for the year ended 31 st March,2013 and a Summary of Significant Accounting Policies and other Explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditors Responsibility

3. 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 to perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

4. 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 and the reasonableness of the accounting estimates made by the management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

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

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

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

Report on other Legal and Regulatory Requirements

7. As required by Companies (Auditors Report) Order 2003, issued by the Government of India in terms of Sub (4 A) of Section 227 of the Companies Act, 1956, and on the basis of such checks as we considered appropriate and according to information and explanations given to us we set out in the annexure a statement on the matters specified in paragraph 4 & 5 as applicable, of the said order.

8. 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 and Statement of Profit and Loss dealt with by this Report are in agreement with the books of account;

d) In our opinion, the Balance Sheet and Statement of Profit and Loss 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(l) of section 274 of the Companies Act, 1956.

i. a) The Company has maintained the proper records showing full particulars including quantitative details and situation of Fixed Assets.

b) Physical verification of Fixed Assets is carried out by the management with a planned programme of verification, which in our pinion, provides for physical verification of all Fixed Assets at reasonable intervals. The physically verified assets have been compared with the book records and discrepancies noticed on such verification were not material and have been properly dealt with in books of accounts.

c) The Company has not disposed off substantial part of its fixed assets during the year.

ii. The Company does not carry any inventory and as such there are no comments on sub clauses (a) to (c).

iii. a) In our opinion and according to the information and explanations given to us, the Company has neither granted nor taken any Loan, secured or unsecured, to or from Companies, Firms or other parties covered in the register maintained under Section 301 of the Act.

b) As the Company has not granted or taken any loan, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Act paragraph iii(b), iii(c) and iii(d) are not applicable.

iv. In our opinion and according to the information and explanations

given to us, the internal control procedure of the Company relating to the purchase of Shares and sale of Shares are commensurate with the size of the Company and the nature of its business and we have neither come across nor have we been informed of any major weakness in internal control procedures.

v. (a)As explained to us and according to the information and explanations given to us, the transactions that need to be entered in the register in pursuance of Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of each party during the year have been entered in the Register.

(b) In our opinion and according to the information and explanations given to us, the aforesaid transactions have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public, as specified under the provisions of section 5 8-A and 5 8 AA of the Companies Act, 1956 and therefore the Directives issued by the Reserve Bank of India and the provisions of section 5 8-A and 5 8 AA of the Companies Act, 1956 and rules framed there under is not applicable. As explained to us, the Company has not received any order from the Company Law Board.

vii. As per the information and explanations given to us, during the year under audit, the Company did not have an Internal Audit System but had an efficient system for accounting and internal controls.

viii. As per the information and explanations given to us, the Central Government has not prescribed the maintenance of costs records under Section 209(1 )(d) of the Companies Act, 1956 for the Companies procedures.

ix. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees'' State insurance, Income-Tax, Sales Tax, Wealth-Tax, Customs Duty, Excise Duty, cess and other statutory dues, if any, with the appropriate authorities as at 31st March, 2013 for a period of more than six months from the date they become payable.

x. As explained to us, there are no disputed dues relating to income tax, customs duty, wealth tax and cess, which have not been deposited as at 31 st March, 2013.

xi. The Company do not have accumulated losses as at 31st March, 2013, and also has not incurred any cash losses during the current financial year ended on 31 st March, 2013.

xii. In our opinion and According to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks or debenture holders during the year.

xiii. The Company has granted Loans and Advances without securities as an inter-corporate deposit during the period under review.

xiv. As per the information and explanation given to us, the provisions of Special Statutes applicable to Chit fund, Nidhi or Mutual benefit society are not applicable to the Company.

xv. The Company is engaged in the business of lending & borrowing, for which the Company has maintained the full records of all transactions entered and timely entries has been made in the register. All the Shares and securities and other investments held by the Company is in it''s own name except to the extent of the exemption, if any granted U/s 49 of the Companies Act, 1956.

xvi. As explained to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof, are prejudicial to the interest of the Company.

xvii.The Company has not taken any Loans from the Bank or any financial institutions during the year & therefore application of the same do not arise.

xviii. According to the information and explanations given to us and on an overall examination of the Balance Sheet & cash flow statement of the Company, in our opinion, there are no funds raised on short term basis which have been used for long term investments and vice versa.

xix. 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.

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

xxi. According to the information and explanations given to us, the Company has not issued any debentures during the year under review.

xxii. The Company has not raised any money by way of public issue during the year.

xxiii. Based on the Audit Procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the Company has been reported or noticed during the year.

For R Sundaresan Aiyar & Co

Chartered Accountants

Firm Reg No: 110564W

Place: Mumbai R Sundaresan Aiyar

Date: 23.05.2013 Proprietor

M No: 043946

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Mar 31, 2012

We have audited the attached Balance Sheet & Profit & Loss Account of POLYTEX INDIA LIMITED as at 31st March, 2012 and the Statement of Profit and Loss of the Company and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) of the Companies Act, 1956, We enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said Order.

2. Further to our comments in the Annexure referred to in paragraph 1 above, We state 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 it appears from our examination of those books.

c) The Balance Sheet and the Statement of Profit & Loss and the Cash Flow statement dealt referred to in this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet and the Statement of Profit & Loss and the Cash Flow statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956 to the extent applicable.

e) On the basis of written representations received from Directors as on 31st March, 2012, and taken on record by the Board of Directors, we report that none of the Directors of the Company is disqualified as on 31st March, 2012 from being appointed as 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, they said accounts read together with the Significant Accounting Policies and the Notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2012 and

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

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

ANNEXURE TO THE AUDITOR'S REPORT FOR THE PERIOD ENDED 31st MARCH, 2012:

(Referred to in paragraph 1 of our report of even date)

1. (a) The Company has maintained the proper records showing full particulars including quantitative details and situation of Fixed Assets.

(b) All the assets have been physically verified by the management during the year and in our opinion it 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, the Company has not disposed off a substantial part of Fixed Assets during the year and therefore paragraph 4(i)(c) of the Companies (Auditor's Report) order, 2003 (hereinafter referred to as order) is not applicable.

2. (a) Shares in custody of the Company have been physically verified by the management at reasonable intervals. For shares held with the custodian and depository participant, statements from them have been obtained on a regular basis.

(b) In our opinion, the procedures of 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) The Company is maintaining proper records of inventory and the valuation of stocks has been done on the basis of physically verified quantity. Therefore, shortage/ excess automatically get adjusted and the same is properly dealt in the books of account.

3. (a) During the year the Company has not given Loans to the Companies, Firms or other parties listed in the register maintained under Section 301 and to the Companies under the same management as defined in Sub-Section (1B) of Section 370 of the Companies Act, 1956.

(b) During the year, the Company has not taken any loans in the nature of current account secured or unsecured from Companies, Firms or other parties listed in the register maintained under Section 301 of the Act.

(c) Since, the Company has not given any loans to the Companies, Firms or other parties listed in the register maintained under Section 301 and to the Companies under the same management, the question of repayment of Principal & payment of Interest does not arise.

4. In our opinion and according to the information and explanations given to us, the internal control procedure of the Company relating to the purchase of Shares and sale of Shares are commensurate with the size of the Company and the nature of its business and we have neither come across nor have we been informed of any major weakness in internal control procedures.

5. (a) As explained to us and according to the information and explanations given to us, the transactions that need to be entered in the register in pursuance of Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of each party during the year have been entered in the Register.

(b) In our opinion and according to the information and explanations given to us, the aforesaid transactions have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public, as specified under the provisions of section 58-A and 58AA of the Companies Act, 1956 and therefore the Directives issued by the Reserve Bank of India and the provisions of section 58-A and 58AA of the Companies Act, 1956 and rules framed there under is not applicable. As explained to us, the Company has not received any order from the Company Law Board.

7. As per the information and explanations given to us, during the year under audit, the Company did not have an Internal Audit System but had an efficient system for accounting and internal controls.

8. As per the information and explanations given to us, the Central Government has not prescribed the maintenance of costs records under Section 209(1)(d) of the Companies Act, 1956 for the Companies procedures.

9. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees' State insurance, Income- Tax, Sales Tax, Wealth-Tax, Customs Duty, Excise Duty, cess and other statutory dues, if any, with the appropriate authorities as at 31st March, 2012 for a period of more than six months from the date they become payable.

(b) As explained to us, there are no disputed dues relating to income tax, customs duty, wealth tax and cess, which have no been deposited as at 31st March, 2012.

10. The Company do not have accumulated losses as at 31st March, 2012, and also has not incurred any cash losses during the current financial year ended on 31st March, 2012.

11. In our opinion and According to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks or debenture holders during the year.

12. The Company has granted Loans and Advances without securities as an inter-corporate deposit during the period under review.

13. As per the information and explanation given to us, the provisions of Special Statutes applicable to Chit fund, Nidhi or Mutual benefit society are not applicable to the Company.

14. The Company is engaged in the business of lending & borrowing, for which the Company has maintained the full records of all transactions entered and timely entries has been made in the register. All the Shares and securities and other investments held by the Company is in it's own name except to the extent of the exemption, if any granted U/s 49 of the Companies Act, 1956.

15. As explained to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof, are prejudicial to the interest of the Company.

16. The Company has not taken any Loans from the Bank or any financial institutions during the year & therefore application of the same do not arise.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet & cash flow statement of the Company, in our opinion, there are no funds raised on short term basis which have been used for long term investments and vice versa.

18. 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.

19. According to the information and explanations given to us, the Company has not issued any debentures during the year under review.

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

21. Based on the Audit Procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the Company has been reported or noticed during the year.

FOR NAVIN NISHAR & ASSOCIATES

FIRM REGN. NO. 116503W

CHARTERED ACCOUNTANTS

CA. NAVIN K. NISHAR

Dated : 30th May, 2012. (PROPRIETOR)

Place : Mumbai Membership No. 101443

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Mar 31, 2010

We have audited the attached Balance Sheet & Profit & Loss Account of POLYTEX INDIA LIMITED as at 31st March, 2010 and the Profit and Loss Account of the Company and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of Section 227 (4A) of the Companies Act, 1956, We enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said Order.

2. Further to our comments in the Annexure referred to in paragraph 1 above, We state 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 the Companies Act, 1956 have been kept by the Company, so far as it appears from our examination of books.

i

c) The Balance Sheet and Profit and Loss Account and the Cash Flow statement dealt referred to in this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet and the Profit and Loss Account and the Cash Flow statement dealt with by this report have been prepared in compliance with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956 to the extent applicable.

e) On the basis of written representations received from Directors as on 31st March, 2010, and taken on record by the Board of Directors, we report that none of the Directors of the Company are disqualified as on 31st March, 2010 from being appointed as Directors of the Company under 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 Balance Sheet and Profit and Loss Account read together with the Significant Accounting Policies and the Notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view :

(i) in so far as it relates to Balance Sheet, of the state of affairs of the Company as at 31st March 2010 and

(ii) in so far as it relates to Profit and Loss Account, of Profit of the Company for the year ended on that date.

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

ANNEXURE TO THE AUDITORS REPORT FOR THE PERIOD ENDED 31st MARCH, 2010: (Referred to in paragraph 1 of our report of even date)

1. The Company does not have any fixed assets and hence the question of maintaining records, physical verification and the disposal of the same does not arise.

2. (a) Shares in custody of the Company have been physically verified by the management at reasonable intervals. For shares held with the custodian and depository participant, statements from them have been obtained on a regular basis.

(b) In our opinion, the procedures of 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) The Company is maintaining proper records of inventory and the valuation of stocks has been done on the basis of physically verified quantity. Therefore, shortage/ excess automatically get adjusted and the same is properly dealt in the books of account.

3. (a) During the year the Company has not given Loans to the Companies, Firms or other parties listed in the register maintained under Section 301 and to the Companies under the same management as defined in Sub-Section (IB) of Section 370 of the Companies Act, 1956.

(b) During the year, the Company has not taken any loans in the nature of current account secured or unsecured from Companies, Firms or other parties listed in the register maintained under Section 301 of the Act.

(c) Since, the Company has not given any loans to the Companies, Firms or other parties listed in the register maintained under Section 301 and to the Companies under the same management, the question of repayment of Principal & payment of Interest does not arise.

4. In our opinion and according to the information and explanations given to us, the internal control procedure of the Company relating to the purchase of Shares and sale of Shares are commensurate with the size of the Company and the nature of its business and we have neither come across nor have we been informed of any major weakness in internal control procedures.

5. (a) As explained to us and according to the information and explanations given to us, the transactions that need to be entered in the register in pursuance of Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of each party during the year have been entered in the Register.

(b) In our opinion and according to the information and explanations given to us, the aforesaid transactions have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public, as specified under the provisions of section 58- A and 58AA of the Companies Act, 1956 and therefore the Directives issued by the Reserve Bank of India and the provisions of section 58-A and 58AA of the Companies Act, 1956 and rules framed there under is not applicable. As explained to us, the Company has not received any order from the Company Law Board.

7. As per the information and explanations given to us, during the year under audit, the Company did not have an Internal Audit System but had an efficient system for accounting and internal controls.

8. As per the information and explanations given to us, the Central Government has not prescribed the maintenance of costs records under Section 209(l)(d) of the Companies Act, 1956 for the Companies procedures.

9. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees State insurance, Income-Tax, Sales Tax, Wealth-Tax, Customs Duty, Excise Duty, cess and other statutory dues, if any, with the appropriate authorities as at 31st March, 2010 for a period of more than six months from the date they become payable.

(b) As explained to us, there are no disputed dues relating to income tax, customs duty, wealth tax and cess, which have not been deposited as at 31st March, 2010.

10. The Company have accumulated losses of Rs. 12,73,362/- as at 31st March, 2010. The Company has not incurred any cash losses during the current financial year ended on 31st March, 2010.

11. In our opinion and According to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks or debenture holders during the year.

12. The Company has granted Loans and Advances on the basis of security by way of pledge of shares, debentures and other securities during the period under review.

13. As per the information and explanation given to us, the provisions of Special Statutes applicable to Chit fund, Nidhi or Mutual benefit society are not applicable to the Company.

14. The Company is engaged in the business of lending & borrowing and also Trading in Shares and Securities, for which the Company has maintained the full records of all transactions entered and timely entries has been made in the register. All the Shares and securities and other investments held by the Company is in its own name except to the extent of the exemption, if any granted U/s 49 of the Companies Act, 1956.

15. As explained to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof, are prejudicial to the interest of the Company.

16. The Company has taken Line of Credit against Marketable securities from ECL Finance Ltd amounting to Rs. 18.75 Crores and from Birla Global Finance Ltd. Rs. 5 Cores for Investment & business purpose during the year and same has been applied for the purpose for which it has taken.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet & cash flow statement of the Company, in our opinion, there are no funds raised on short term basis which have been used for long term investments and vice versa.

18. The Company has made preferential allotment of shares by conversion of warrants to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956 to the tune of Rs. 530 Lacs.

19. According to the information and explanations given to us, the Company has not issued any debentures during the year under review.

20. The Company has not raised any money by way of public issue during the year. However, it has raised the money by way of issue of shares by conversion of Preferential Convertible Warrants amounting to Rs. 361 Lacs.

21. Based on the Audit Procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the Company has been reported or noticed during the year.

FOR NAVIN NISHAR & ASSOCIATES CHARTERED ACCOUNTANTS

CA. NAVIN K. NISHAR (PROPRIETOR) Membership No. 101443.

Dated : 31s( May, 2010 Place : MUMBAI