Auditor Report of Shree Hanuman Sugar & Industries Ltd.

Mar 31, 2024

We have audited the accompanyingFinancial Statementsof “M/S. SHREE HANUMAN SUGAR &
INDUSTRIES LTD” (the “Company”), which comprise of the Balance Sheet as at 31^st March, 2024, the
related Statement of Profit and Loss(including Other Comprehensive Income), and the Cash Flow Statement
for the year ended and the statement of changes in equity for the year then ended, and a summary of
significant accounting policies and other explanatory information which we have signed under reference to
this report.

In our opinion and to the best of our information and according to the explanations given to us, except for the
effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid Ind AS
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 Ind AS and accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2024, and profit/loss, total comprehensive income, the changes in
equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

a) TDS Compliance

Non Compliance of sections 192 and 194 of The Income Tax Act’1961 with respect to TDS.The
company has neither deducted tax nor provided liability or deposited to the credit of the Central
Governmentupto Mar 2022.

b) Ind AS 19

Company has not complied with Ind AS 19 for accounting of Gratuity, Leave Liabilities and other
retirement benefits towards employees in preparation of the financial statements. Although, liabilities
agreed upon during one time settlement with Labour Union on 18.12.18 has been provided for.

c) Provision of Depreciation on its Fixed Assets:

The company has not provided for depreciation on Fixed Assets since 2014, including the period
covered under this audit.

d) Interest Non provision

The company has not provided for interest expense onborrowingsand advances received from parties.
The company has also not charged any interest on loans and advances given. This has also resulted in
non compliance of Sec 73 to Sec 76 of Companies Act 2013.

e) Non confirmation of Balances

The balance of Borrowings, Loans and Advances, Other Current Assets; Trade Payables and Other
Current Liabilites are taken as appearing in the books of accounts. In view of non-
reconciliation/confirmation and also in view of pending dispute with some of the parties (as informed

by the management),we are not in a position to comment on the correctness of the outstanding
balances and resultant impact on the financial statements for the period under audit.

The resultant impact if any arising out of the above observations which may have consequential effect
on the year’s profit/loss and net asset position of the company at the yearend has neither been
ascertained nor provided for and operating results for the year are overstated and/or understated to the
extent thereof.

f) Impairment of Fixed Assets

The Plant is inoperative since 2012-2013 and no physical verification of assets has taken place to
assess the condition of the assets since. In absence of the same, we are unable to comment upon the
need for impairment of assets on account of any permanent damage if any.

g) Contingencies, Commitments and Guarantees

Contingencies

List of legal matters as appearing in Contingent Liabilities Schedule in Financial Statements for the
year ended March 31,2021when we had taken over the Statutory Audit has been considered complete
with regard to all legal disputes of the company as of that date. We have been reviewing the status of
those cases since and also the cases, if any, arisen during the audit period. Any other legal case if
company is involved into, for past affairs, has not been brought to our information and we are unable
to comment upon the consolidated legal position of the company.

Commitments

The list of commitments as appearing in the Financial Statements for the year ended March 31, 2021
has been considered complete as of that date and have only been subsequently reviewed for any
changes. Any error or omission in that list has not been verified by us due to non-provision of any
additional information by the management for earlier period.

No new commitments have been made by the company due to Nil operational activity.

Guarantees

The list of guarantees and its related charge information as given in the financial statement for the
year ended March 31, 2021 has been considered to be complete as of that date. Any error or omission
in that list has not been verified by us due to non-provision of any additional information by the
management for earlier period.

h) Impairment of Stores & Spares

Management has done impairment on stores and spares in the year 2022-23 to the tune of Rs 45 lacs
but we have not been provided any reasonable basis for doing the same except the board resolution.
No valuation report for the remaining stores available has also not been provided

i) Write on and Write Off of liabilities and assets

Various payables have been written on and various receivables have been written off since the
beginning of our audit period in 2021-2022 with management approvals. We have not been given
reasonable information for doing the same. Only board resolution for the approval is provided.

j) Provision of expenses for earlier periods

Several provisions of expense and tax liabilities of prior period have been made since we took over the
audit, but we are unable to comment upon the completeness or the sufficiency of the accruals. We are
unable to comment if no other accruals will be made subsequently for earlier period.

k) Deferred Tax

No deferred Tax assets or liabilities are created by the company due to prolonged period of no
operations.

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

Material Uncertainty of Going Concern

The Company has ceased its operations from FY2012-13.Thereafter, the plant remained inoperative due to
technical problems as well as gap between the cost of production and its realization. The company has
incurred cash loss of Rs. 12.36 lacs in current year as compared to Rs.30.44 Lacs for the previous year. The
losses are very high on account of several write off of non recoverable advances, damaged inventory etc. We
are hereby of the view that the financial statements for the current year should be prepared on Non-Going
Concern Basis.

Key Audit Matters

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

The company is engaged in two segments 1) Sugar & 2) Construction .The company has ceased its operations
from FY2012-13.Thereafter, the plant remained inoperative due to technical problems as well as gap between
the cost of production and its realization. The company has incurred cash loss of Rs. 12.36 Lacs in current year
as compared to Rs30.44Lacs for the previous year.

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

The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Management Discussion and Analysis, Board’s Report
including Annexure to Board’s Report, Business Responsibility Report, Corporate Governance and
Shareholder’s Information, 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 in the audit or otherwise appears to be materially
misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have nothing to report
in this regard.

Responsibilities of Management and those charged with governance for the IndAS 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 Ind AS financial statements that give a true and
fair view of the financial position, financial performance including other comprehensive income, change in

equity and cash flows of the Company in accordance with the Indian Accounting Standards (Ind AS) and
accounting principles generally accepted in India, specified under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 implementation and maintenance of 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 Ind AS financial statement that give a
true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS 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 Ind AS Financial Statement

Our objectives are to obtain reasonable assurance about whether the Ind AS 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 Ind AS
financial statements.

AspartofanauditinaccordancewithSAs,weexerciseprofessionaljudgmentandmaintainprofessional
skepticism throughoutthe audit.Wealso:

• Identify and assess the risks of material misstatement of the Ind AS 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 a nd,
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 Ind AS 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 Ind AS financial statements, including
the disclosures, and whether the Ind AS financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.

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

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

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

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

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
AnnexureA, a statement on the matters specified in Paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Companies Act, 2013 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 appears from our examination of those books;

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

d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.

e) On the basis of written representations received from the directors , as on 31st March,2024, and
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
2024 from being appointed as a director in terms of sub-section (2) of Section 164 of the Companies
Act, 2013;

f) With respect to the adequacy of the internal financial controls over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate report in
“AnnexureB”;

g) With respect to the other matters to be included in the Auditors Report in accordance with the
requirements of section 197(16) of the Act as amended:

h) In our opinion and to the best of our information and according to the explanation given to us, the
remuneration paid by the Company to its directors during the year is in accordance with the
provision of Section 197 read with Schedule V of the Companies Act, 2013; and

i) With respect to the other matters 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 knowledge and
information and according to the explanation given to us:-

i) We are unable to give an opinion on the consolidated legal position and contingent liability of the company
in absence of appropriate information from management. Although, we confirm that any change in the legal
position since Apr 1, 2022, of the litigations as mentioned in the contingent liability schedule as of Mar 31,
2021 has been disclosed and itsthe impact onthe financial position has been taken in its Ind AS Financial
Statements.

ii) The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses.

iii) There has been no delay in transferring amounts, 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(which are
material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other
person or entity, including foreign entity (“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 (which are
material either individually or in the aggregate) have been received by the Company from any person or
entity, including foreign entity (“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;

(c) Based on the 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 there presentations under sub-clause (i) and
(ii) of Rule11(e), as provided under(a) and (b) above, contain any material misstatement.

(v). Based on our examination, which included test checks, the Company has used accounting software for
maintaining its books of account for the financial year ended March 31, 2024 which has a feature of recording
audit trial (edit log) facility but the same wasnot operational throughout the year. It was activated only from
December 14, 2023

For B D S & Co.

Chartered Accountants
Firm Registration No. 326264E

(Bharat D Sarawgee)

Partner

Membership No.: 061505

Place: Kolkata
Date:24/05/2024

UDIN: 24061505BJZYBR7310

---

Jun 30, 2014

1. We have audited the accompanying financial statements of SHREE HANUMAN SUGAR & INDUSTRIES LIMITED which comprises of the Balance Sheet as at 30th June, 2014, the statement of Profit & Loss and the Cash Flow Statement for the year then ended and a summary fo the 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 Section 211(3C) of the Companies Act, 1956 ("the Act") and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's 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 and 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 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 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 the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

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

Basis for Qualified Opinion

6. Non compliance of sections 194-A, 192, 194-I & 192-J, of Income Tax Act, 1961 with respect to TDS on interest other than interest on securities, salary, rent and fee for Professional & Technical services respectively. The TDS on above have not been deducted and/or deposited in time.

7. Non compliance of generally accepted accounting principles in accounting of Gratuity, Leave liabilities and other retirement benefits towards employees, Bonus, Professional Taxes, Trade License Fees, Interest and penalty on delayed deposit of various statutory dues & income from interest on securities and other deposits as they are accounted for on cash basis.

The possible loss if any, arising out of above which might have consequential effect on the year's Profit & Loss and Net Current Asset position of the Company at the year end, has neither been ascertained nor provided for in these accounts.

Qualified Opinion

8. In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph 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 30th June, 2014;

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

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

Report on Other Legal and Regulatory Requirements

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

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

a) Except for what have been stated in paragraph 6 & 7 under basis for qualified opinion, 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, Except for what have been stated in paragraph 6 & 7 under basis for qualified 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 Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in Section 211(3C) of the Act.

e) On the basis of the written representations received from the directors as on 30th June, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 30th June, 2013 from being appointed as a director in terms of Section 274(1)(g) of the Act.

Annexure to the Independent Auditors' Report (Referred to in paragraph 9 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

1. In respect of its fixed assets

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

b) The fixed assets have been physically verified by the management at the year-end and no material discrepancies have been noticed on such verification.

c) No disposal of a substantial part of the fixed assets of the Company has taken place during the reporting period.

2. In respect of its inventories

a) The inventories were 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 inventory followed by the Management were 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 no material discrepancies were noticed on physical verification.

3. The Company has neither granted nor taken any loans, secured or unsecured, to / from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

4. The Company has adequate internal control procedures commensurate with the size of the Company and nature of its business with regard to purchase of inventory and fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weakness in such internal control system.

5. According to the information & explanation given to us there is no contract or arrangement that's needs to be entered in the register required to be maintained under sec 301 of the Companies Act.

6. The company has not accepted any deposits within the meaning of section 58A, 58AA or any other relevant provisions of Act and the rules framed there under.

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

8. We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records in respect of sugar u/s 290(1)(d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed account and records have been maintained.

9. The Company is generally regular in depositing undisputed statutory dues, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other statutory dues with appropriate authority and no undisputed amount payable in respect of aforesaid dues were in arrears, as at 30th June, 2014 for a period of more than six months from the date they became payable.

10. According to the records of the Company, dues outstanding in respect of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty and Cess on account of any dispute are as follows:

Amount Forum where Name of the Statute Nature of Dues (Rs in lacs) Dispute is pending

Income Tax Act, 1961 Income Tax 129.78 Calcutta High Court

Income Tax Act, 1961 Disallowance of interest 192.12 Calcutta High Court

Income Tax Act, 1961 Order u/s 148 123.81 Calcutta High Court

Income Tax Act, 1961 Disallowance of 34.67 CIT(A) Nomination Charges

II. Undisputed

Gratuity 98.33

Provident Fund 117.59

Purchase Tax 5.67

Excise Duty 5.35

Zonal Development Council 1.91 Sales Tax 0.51

11. The Company has no accumulated losses and has not incurred any cash loss during the year covered by our audit or in the immediately preceding financial year.

12. The Company has not defaulted in payment of dues to financial institution or banks. The company has not issued any debentures.

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

14. In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual benefit fund/societies.

15. In our opinion and according to information and explanations given to us, the company is not dealing or trading in shares, securities, debentures and other investments and therefore the provisions of Clause 4(xiv) of the order are not applicable. The securities and other investments have been held by the company in its own name.

16. The Company has not given any guarantee for loans taken by others from Banks or Financial Institutions during the reporting period.

17. The Company has not raised any term loans, so the provisions are not applicable to the Company.

18. 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 investments.

19. The Company has not raised any moneys by public issue during the year covered by our audit report.

20. Based on the audit procedures adopted and information and explanations given to us by the management, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements materially mis-stated.

For Agarwal Gupta Nokari & Rustagi Associates Chartered Accountants F.R. No. 310041E CA Bhal Chandra Khaitan Place: Kolkata (Partner) Date:27th August, Membership No. 017387 2014

---

Jun 30, 2012

To the Members of Shree Hanuman Sugar & Industries Limited

We have audited the attached Balance Sheet of SHREE HANUMAN SUGAR & INDUSTRIES LIMITED as at 30th June, 2012 and also the Profit & Loss Account for the year ended on that date annexed here to and the Cash Flow Statement for the year ended on that date, which we have signed under reference to this report. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material mis-statement. 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis of our opinion.

1. As required by the Companies (Auditor''s Report) Order, 2003, as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 issued by Central Government of India, in terms of sub section (4A) of Section 227 of the Companies Act, 1956, and on the basis of the information and explanations given to us and the books and records examined by us in the normal course of our audit and to the best of our knowledge and belief, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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

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

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

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

d) In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956, subject to Note 7 with regard to the provision for Gratuity not done as prescribed in AS-15;

e) On the basis of written representations received from the individual directors and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 30th June, 2012 from being appointed as a director in terms of clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

3. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, the Profit & Loss Account and Cash Flow Statement gived the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: -

i) in the case of Balance sheet, of the state of affairs of the Company as at 30th June, 2012;

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

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

1) The Company has maintained proper records showing full particulars including quantitative details and situations of fixed assets. We are informed that all the fixed assets have been physically verified by the management at the year-end and no material discrepancies have been noticed on such verification. No disposal of a substantial part of the fixed assets of the Company has taken place during the reporting period.

(2) The Company has not taken unsecured loans from companies, firms or other parties listed in the register maintained under Section 301 of the Act, during the year.

(3) The Company has granted unsecured loan amounting to Rs.2284.60 Lacs, to companies, firms or other parties listed in the Register maintained under Section 301 of the Act, during the year.

(4) The Company has adequate internal control procedures commensurate with the size of the Company and nature of its business with regard to purchase of trading goods, raw materials including components, plant and machinery, equipment and other assets and also for the sale of goods. We have not come across any major weaknesses in internal control.

(5) Transactions that are required to be entered into the Register in pursuance of Section 301 of the Act have been so entered.

(6) The company has not accepted any deposits from the public.

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

(8) We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records in respect of sugar u/s 290( 1 )(d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed account and records have been maintained.

(9) The Company is generally regular in depositing undisputed statutory dues, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other statutory dues.

(10) According to the information and explanations given to us, no undisputed amount payable in respect of Income Tax, Wealth Tax, Dividend Tax, Service Tax, Sales Tax, Custom Duty, Excise Duty and Cess were in arrears, as at 30th June, 2012 for a period of more than six months from the date they became payable.

(11) According to the records of the Company, dues outstanding in respect of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty and Cess on account of any dispute are as follows:-

(12) The Company has neither accumulated losses till the immediately preceding Financial Year nor has incurred any cash loss during the current Financial Period and immediately preceding financial year under this Report.

(13) The Company has not defaulted in repayment of the secured loan from a Financial Institution.

(14) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(1 5) In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual benefit fund/societies.

(16) In our opinion and according to information and explanations given to us, the company is not dealing or trading in shares, securities, debentures and other investments and therefore the provisions of Clause 4(xiv) of the order are not applicable. The securities and other investments have been held by the company in its own name.

(17) The Company has not given any guarantee for loans taken by others from Banks or Financial Institutions during the reporting period.

(18) The Company has not raised any term loans, so the provisions are not applicable to the Company.

(19) 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 investments. No long term funds have been used to finance short term requirements.

(20) During the year the Company has not issued and allotted any preferential shares.

(21) The Company has not raised any money during the year through any public issue.

(22) Based on the audit procedures adopted and information and explanations given to us by the management, no fraud on or by the Company has been noticed or reported during the course of our audit.

For BHARAT D. SARAWGEE & CO. For JAINSARAWGEE & CO.

Chartered Accountants Chartered Accountant

Reg No. 326264E Reg.No. 306087E

Bharat D. Sarawgee D. K. Sarawgee

Partner Partner

Membership No. F061505 Membership No. 10089

Place: 32-A, Chittaranjan Avenue,

Kolkata-700 012 Date: 27th August, 2012

---

Jun 30, 2011

We have audited the attached Balance Sheet of SHREE HANUMAN SUGAR & INDUSTRIES LIMITED as at 30th June, 2011 and also the Profit & Loss Account for the year ended on that date annexed here to and the Cash Flow Statement for the year ended on that date, which we have signed under reference to this report. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material mis-statement. 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis of our opinion.

1. As required by the Companies (Auditor''s Report) Order, 2003, as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004 issued by Central Government of India, in terms of sub section (4A) of Section 227 of the Companies Act, 1956, and on the basis of the information and explanations given to us and the books and records examined by us in the norma! course of our audit and to the best of our knowledge and belief, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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

a) We have, subject to Note No. 13 on Schedule "K", 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, subject to Note No 1(f) on Schedule "K" regarding non-maintenance of certain accounts on accrual basis, proper books of accounts, as required by law, have been kept by the company so far as appears from our examination of those books;

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

d) In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956, subject to Note 7 with regard to the provision for Gratuity not done as prescribed inAS-15;

e) On the basis of written representations received from the individual directors and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 30th June, 2011 from being appointed as a director in terms of clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, the Profit & Loss Account and Cash Flow Statement read together with Note Nos. 3, 4, 5 & 7 in respect of maintenance of certain accounts on cash/acceptance basis and consequent non-provision of liability in respect of such accounts and other NOTES to Schedule "K" give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: -

i) in the case of Balance sheet, of the state of affairs of the Company as at 30th June, 2011;

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

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

REFERRED TO IN PARAGRAPH -1 OF THE AUDITORS'' REPORT

TO THE MEMBERS OF SHREE HANUMAN SUGAR & INDUSTRIES LIMITED

FOR THE YEAR ENDED 30™ JUNE, 2011.

(1) The Company has maintained proper records showing full particulars including quantitative details and situations of fixed assets. We are informed that all the fixed assets have been physically verified by the management at the year-end and no material discrepancies have been noticed on such verification. No disposal of a substantial part of the fixed assets of the Company has taken place during the reporting period.

(2) The Company has taken unsecured loans amounting Rs.2694.93 lacs from companies, firms or other parties listed in the register maintained under Section 301 of the Act, during the year.

(3) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties listed in the Register maintained under Section 301 of the Act, during the year.

(4) The Company has adequate internal control procedures commensurate with the size of the Company and nature of its business with regard to purchase of trading goods, raw materials including components, plant and machinery, equipment and other assets and also for the sale of goods. We have not come across any major weaknesses in internal control.

(5) Transactions that are required to be entered into the Register in pursuance of Section 301 of the Act have been so entered.

(6) The company has not accepted any deposits from the public.

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

(8) We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records in respect of sugar u/s 290(1 )(d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed account and records have been maintained.

(9) The Company is generally regular in depositing undisputed statutory dues, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other statutory dues.

(10) According to the information and explanations given to us, no undisputed amount payable in respect of Income Tax, Wealth Tax, Dividend Tax, Service Tax, Sales Tax, Custom Duty, Excise Duty and Cess were in arrears, as at 30th June, 2011 for a period of more than six months from the date they became payable.

(11) According to the records of the Company, dues outstanding in respect of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty and Cess on account of any dispute are as follows:-

Name of the Statute Nature of Dues Amount Forum where (Rs in lacs) Dispute is pending

Income Tax Act, 1961 Income Tax 129.78 Calcutta High Court

(12) The Company has neither accumulated losses till the immediately preceding Financial Year nor has incurred any cash loss during the current Financial Period and immediately preceding financial year under this Report.

(13) The Company has not defaulted in repayment of the secured loan from a Financial Institution.

(14) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(15) In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual benefit fund/societies.

(16) In our opinion and according to information and explanations given to us, the company is not dealing or trading in shares, securities, debentures and other investments and therefore the provisions of Clause 4(xiv) of the order are not applicable. The securities and other investments have been held by the company in its own name.

(17) The Company has not given any guarantee for loans taken by others from Banks or Financial Institutions during the reporting period.

(18) The Company has not raised any term loans, so the provisions are not applicable to the Company.

(19) 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 investments. No long term funds have been used to finance short term requirements.

(20) During the year the Company has not issued and allotted any preferential shares.

(21) The Company has not raised any money during the year through any public issue.

(22) Based on the audit procedures adopted and information and explanations given to us by the management, no fraud on or by the Company has been noticed or reported during the course of our audit.

For BHARAT D. SARAWGEE & CO. For JAINSARAWGEE & CO.

Chartered Accountants Chartered Accountant

Reg No. 326264E Reg.No. 306087E

Bharat D. Sarawgee D. K. Sarawgee

Partner Partner

Membership No. F061505 Membership No. 10089

Place: 32-A, Chittaranjan Avenue,

Kolkata-700 012 Date: 27th August, 2011