Auditor Report of Soma Papers & Industries Ltd.

Mar 31, 2025

We have audited the accompanying Ind AS financial statements of SOMA PAPERS & INDUSTRIES LIMITED
(“the Company”) which comprise the Balance Sheet as at March 31,2025, and the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes in Equity and Statement of Cash Flows for
the year ended on that date, and notes to the Ind AS financial statements, including a summary of significant
accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so
required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under
section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind
AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at
March 31,2025, and the Loss and total comprehensive income, changes in equity and its cash flows for the year
ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of
the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the
Audit of the Ind AS 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
Act and the Rules made 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 on the Ind AS financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, 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 in forming our opinion thereon, and we do not provide a separate
opinion on these matters.

Other information

The Company''s Board of Directors is responsible for the other information. The other information comprises the
Director''s Report including Annexures to Director''s Report, but does not include the Ind AS financial statements
and our auditor''s report thereon.

Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the Ind AS 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 Ind AS Financial
Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to
the preparation of these Ind AS financial statements that give a true and fair view of the financial position,
financial performance, total comprehensive income, changes in equity and cash flows of the Company in
accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also
includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding 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 Ind AS financial statements 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, the Board of Directors 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 the Board of Directors 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 Ind AS Financial Statements

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.

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 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 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 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 Ind AS financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a reasonably knowledgeable user of the Ind AS 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 Ind AS 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 adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

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

As required by Section 143(3) of the Act, 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 of the aforesaid Ind AS financial statements.

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid Ind AS
financial statements have been kept by the Company so far as it appears from our examination of those
books.

c) The company does not have any branches. Hence, the provisions of section 143(3)(c) is not applicable.

d) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the
Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement
with the books of account.

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

f) In our opinion there were no financial transactions or matters which have any adverse effect on the
functioning of the company.

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

h) There is no adverse remark relating to maintenance of accounts and other matters connected herewith.

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

j) In our opinion and to the best of our information and according to the explanations given to us, we report as
under 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 in the Notes to Financial Statement.

(ii) The Company did not have any long-term contracts including derivative contracts; as such the question of
commenting on any material foreseeable losses thereon does not arise.

(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 (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 the representations
under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material
misstatement.

(v) The Company has not declared or paid any dividend during the year. Thus the company does not attract
compliance with Section 123 of the Act.

(vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using
accounting software which has a feature of recording audit trail (edit log) facility is applicable to the
Company with effect from April 1,2023, and accordingly, the reporting under Rule 11(g) of Companies (Audit
and Auditors) Rule, 2014 is applicable from April 1,2023.

Based on our examination which included test checks, the company has used an accounting software for
maintaining its books of account which has a feature of recording audit trail (edit log) facility and the feature
of recording audit trail (edit log) facility was enabled throughout the year for all relevant transactions
recorded in the software or at the database level to log any direct data changes for the accounting soft wares
used for maintaining the books of account.

3. With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements
of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the company
has not paid any managerial remuneration to its directors during the year and hence provisions of section
197 of the Act are not applicable to the Company.

For GMJ & Co
Chartered Accountants
(FRN: 103429W)

Sd/-

(CA Sonia Didwania)
Partner

Place : Mumbai M.N_o._: 410461

Date : 29th May, 2025. UDIN: : 25410461BMKUIJ2502

---

Mar 31, 2024

We have audited the accompanying Ind AS financial statements of SOMA PAPERS & INDUSTRIES
LIMITED ("the Company’) which comprise the Balance Sheet as at March 31, 2024, and the Statement
of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and
Statement of Cash Flows for the year ended on that date, and notes to the Ind AS financial statements,
including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, 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 a true and fair view in conformity with the Indian Accounting
Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31, 2024, and the Loss and total comprehensive
income, changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

i. The bank has auctioned the Land, Factory Premises, Plant and Machinery, inventory and other
assets lying at Nasik in Financial Year 2007-08 which was approved by the Debt Recovery
Tribunal. Auction proceeds received by bank has been utilized to repay Bank Cash Credit
Liabilities, Debentures with interest, Electricity charges, deposit given to Labour court for
Labour settlement, SICOM Loans and other related expenses. The accounting of the above
transaction has been done in previous years on the basis of communication from bank. No
confirmation from banks, debenture holders, electricity department, Sales Tax Authority or
Labour court have been received against the proceeds distributed by Bank.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Ind AS 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 Act and the Rules made 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 qualified opinion on the Ind AS financial statements.

Emphasis of Matter

iii. The company had written off and written back various amounts in the previous years. However,
in the absence of any documentary evidence and limited information available to us, we are
unable to comment on such write offs and write back in the previous year’s financial
statements.

iv. The fact that the Company’s borrowings from various lenders have been settled in 2009-10.
However, as per records in MCA, the charges are still outstanding.

Our opinion is not modified in respect of these matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, 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 in
forming our opinion thereon, and we do not provide a separate opinion on these matters.

Except for the matter described in the Basis for Qualified Opinion section or Material
Uncertainty Related to Going Concern section, we have determined that there are no key audit
matters to communicate in our report.

Other information

The Company’s Board of Directors is responsible for the other information. The other information
comprises the Director’s Report including Annexures to Director’s Report, but does not include the Ind
AS financial statements and our auditor’s report thereon.

Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the Ind AS 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 Ind AS Financial
Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these Ind AS financial statements that give a true and fair view of the
financial position, financial performance, total comprehensive income, changes in equity and cash flows
of the Company in accordance with the Ind AS and other accounting principles generally accepted in
India. This responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding 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 Ind AS financial statements 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, the Board of Directors 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 the Board of Directors 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 Ind AS Financial Statements

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.

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 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
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 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 Ind AS financial statements that, individually or in
aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Ind
AS 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 Ind AS 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 adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

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

As required by Section 143(3) of the Act, 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 of the aforesaid Ind AS financial
statements.

b) Except for the effects of the matter described in the ‘Basis of qualified opinion’ paragraph above, in
our opinion, proper books of account as required by law relating to preparation of the aforesaid Ind
AS financial statements have been kept by the Company so far as it appears from our examination of
those books.

c) The company does not have any branches. Hence, the provisions of section 143(3)(c) is not
applicable.

d) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the
Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in
agreement with the books of account.

e) Except for the effects of the matter described in the ‘Basis of qualified opinion’ paragraph above, in
our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

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

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

h) In our opinion and to the best of our information and according to the explanations given to us, we
report as under 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 as referred
to Note 18 (A) to the Ind AS financial statement.

(ii) The Company did not have any long-term contracts including derivative contracts; as such the
question of commenting on any material foreseeable losses thereon does not arise.

(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
(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 the
representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above,
contain any material misstatement.

(v) The Company has not declared or paid any dividend during the year. Thus the company does not
attract compliance with Section 123 of the Act.

(vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of
account using accounting software which has a feature of recording audit trail (edit log) facility
is applicable to the Company with effect from April 1, 2023, and accordingly, the reporting
under Rule 11(g) of Companies (Audit and Auditors) Rule, 2014 is applicable from April 1,
2023.

Based on our examination which included test checks, the company has used an accounting
software for maintaining its books of account which has a feature of recording audit trail (edit
log) facility and the feature of recording audit trail (edit log) facility was not enabled throughout
the year for all relevant transactions recorded in the software or at the database level to log any
direct data changes for the accounting soft wares used for maintaining the books of account.

3. With respect to the other matters to be included in the Auditor’s Report in accordance with the
requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the
company has not paid any managerial remuneration to its directors during the year and hence provisions
of section 197 of the Act are not applicable to the Company.

For GMJ & Co
Chartered Accountants
(FRN: 103429W)

Sd/-

(CA Sonia Didwania)
Partner
M.No.: 410461
UDIN: 24410461BKDHTX9388

Place : Mumbai
Date : 27^th May, 2024

---

Mar 31, 2014

1. We have audited the accompanying financial statements SOMA PAPERS & INDUSTRIES LIMITED which comprise the Balance Sheet as at 31st March, 2014, the profit and loss account and cash flow statement for the year ended and 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") read with general circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India.. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

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.

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

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

Opinion

4. 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, subject our following observations:

i) paragraph 4(d)(i) regarding preparation of accounts on the basis of a ''going concern'' having consequential impact on the loss for the year, reserves and surplus and assets of the Company,

ii) non provision of interest on Sales Tax Loan (SICOM.), Security Deposit.(The amount remains unascertained. read together with Note no.16 regarding balances of Sundry debtors, Sundry Creditors, Balance with Bank and other advances being subject to confirmations/ reconciliation,

iii) and other notes appearing in the said Notes and those appearing elsewhere in the accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India,

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

(b) in the case of the Profit and Loss Account, of the loss for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

5. As required by Companies (Auditor''s report) (Amendment) Order ''2003 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks, as were considered appropriate, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

6. 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; except para 14 & 16 of Notes on Financial Statement;

b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches if any, not visited by us;

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

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

Policy regarding appropriateness of going concern assumption used for preparing these accounts because the net worth of the Company is fully eroded and the Company is a sick industrial company within the meaning of clause (O) of sub-section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA), the accounts do not include the adjustments that would arise if these assumption had not been used in preparing these accounts. (Para 13 of Notes to Accounts)

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.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

ANNEXURE TO THE AUDITORS'' REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE

1. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, the management has physically verified during the year certain fixed assets in accordance with a phased programmed of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its fixed assets. The discrepancies noticed by the management on such verification were not material and have been properly dealt with in the books of account.

c) As we observed, during the year, the Company has not disposed off substantial part of its fixed assets.

2. In respect of its inventories:

a) As informed to us, there is no inventory lying in the hands of the Company.

b) Since there no inventory no inventory verified.

c) No stock record is maintained since there is no inventory.

3. According to information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

a) The Company has given unsecured loans in previous year is Rs.NIL and repaid worth Rs.75,463. The Balance of loan taken as on 31.03.2014 is worth Rs.10,00,000.

b) The loan taken / given is interest free and other terms conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The interest free loan taken / given is repayable on demand.

d) As informed to us, there are no overdue amounts of more than Rs. one lakh in respect of such loan and as such clause 4(iii)(d) of the Companies (Auditor''s report) (Amendment) Order ''2004 is not applicable.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

5. a) In our opinion and according to the information and explanations given to us, the Company has not entered into any transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956.

b) As the company not entered in transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956, no comments are called in respect of clause 4(v)(b) of the Companies (Auditor''s report) (Amendment) Order '' 2004 .

6. According to information and explanations given to us, the Company has not accepted any deposit from the public during the year.

7. There was no internal audit system in the Company during the year.

8. As explained to us, the Central Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Act in the case of the Company.

9. a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and any other statutory dues, with the appropriate authorities, except the sales tax liability of different states worth Rs.16.46 and deferred sales tax liability along with interest due there on (Unascertained) as on 31/03/2014 outstanding for a period of more than six months from date it became payable.

b) According to the records of the Company, there are no dues of sales tax/ income tax / custom duty / wealth tax / service tax / cess, which have not been deposited on account of any dispute. The disputed amounts that have not been deposited in respect of excise duty / income tax are as under:

Description Amount Period to which it Forum where dispute is pending Rs. relates

Excise duty 234,761 1988-1989 Excise and Gold (Control) Appellate Tribunal

Income Tax 19,38,082 2003-2004 Penalty Proceeding Before ITAT

10. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth, and it has incurred cash losses during the current financial year. In immediately preceding financial year cash losses has been incurred.

11. According to the information and explanations given to us, the Company has defaulted in repayment of dues to banks, financial institutions and debenture holder.

The details of defaults as at 31/03/2014 in repayment of dues to the financial institutions, banks and debenture holder are as under:

(Amount in Rs.)

Period of default Overdue Financial Banks *Debenture towards Institution holder

Amount of default

Upto 1 year Interest Unascertained Nil Nil Principle Nil

More than 1 year and upto Interest Unascertained Nil Nil 2 years

Principle Nil Nil Nil

More than 2 years and upto Interest Unascertained Nil Nil 5 years Nil

More than 5 years Interest Unascertained Nil Nil Principle 2,55,65,564

** Refer along with the Auditors report.

*** Interest provided if any, is on estimate basis or considered as unascertained.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentures, and other securities

13. According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions. According to the information and explanation given to us, we are of the opinion that the terms and conditions thereof are not prima facie, prejudicial to the interest of the company

14. The Company has not taken any term loan during the year.

15. According to information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have, prima-facie, have not been used for long-term investments.

16. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

17. No debentures have been issued by the Company during the year and hence, the question of creating securities in respect thereof does not arise.

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

19. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

20. In our opinion, and according to information and explanations given to us, no comments are called for in the case of clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor''s report) (Amendment) Order ''2004 as the same are not applicable to the Company during the year.

FOR JAIN MAHESHWARY & COMPANY Chartered Accountants

Dharmesh Shah

PARTNER

Membership No.: 106620

Mumbai, Dated: 31st May,2014

---

Mar 31, 2013

1. We have audited the accompanying financial statements SOMA PAPERS & INDUSTRIES LIMITED which comprise the Balance Sheet as at 31st March, 2013, the profit and loss account and cash flow statement for the year ended and summary of significant accounting policies and other explanatory information.

2. 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.

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

4. 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, subject our following observations:

i) paragraph 4(d)(1) regarding preparation of accounts on the basis of a ''going concern'' having consequential impact on the loss for the year, reserves and surplus and assets of the Company .

ii) non provision of interest on Sales Tax Loan (SICOM.), Security Deposit. (The amount remains unascertained), read together with Note no.27 regarding balances of Sundry debtors, Sundry Creditors, Balance with Bank and other advances being subject to confirmations/ reconciliation,

iii) and other notes appearing in the said Notes and those appearing elsewhere in the accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

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

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

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

5 As required by Companies (Auditor''s report) (Amendment) Order ''2003 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks, as were considered appropriate, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

6 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; except Para 14 of Notes on Financial Statement;

b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches if any, not visited by us;

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

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

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 except Para 13 of Notes on Financial Statement;

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

c) The balance sheet, profit and loss account and cash flow statement dealt with in this report are in agreement with the books of account;

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

(i) Para A of Significant Accounting Policy regarding appropriateness of going concern assumption used for preparing these accounts because the net worth of the Company is fully eroded and the Company is a sick industrial company within the meaning of clause (O) of sub- section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA), the accounts do not include the adjustments that would arise if these assumption had not been used in preparing these accounts.

e) On the basis of representations received from the directors of the Company as at 31 <* March, 2013 and taken on record by the board of directors, we report that none of the directors is disqualified as at 31st March, 2013 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

ANNEXURE TO THE AUDITORS'' REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE

1. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, the management has physically verified during the year certain fixed assets in accordance with a phased programmed of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its fixed assets. The discrepancies noticed by the management on such verification were not material and have been properly dealt with in the books of account.

c) As we observed, during the year, the Company has not disposed off substantial part of its fixed assets.

2. In respect of its inventories:

a) As informed to us, there is no inventory lying in the hands of the Company.

b) Since there no inventory no inventory verified.

c) No stock record is maintained since there is no inventory.

3. According to information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

a) The Company has taken unsecured loans, the loan taken in previous year is Rs. 30,000 and repaid worth Rs. Nil. The Balance of loan taken as on 31.03.2013 is worth Rs.10,75,463.

b) The loan taken / given is interest free and other terms conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The interest free loan taken / given is repayable on demand.

d) As informed to us, there are no overdue amounts of more than Rs. one lakh in respect of such loan and as such clause 4(iii)(d) of the Companies (Auditor''s report) (Amendment) Order ''2004 is not applicable.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

5. a) In our opinion and according to the information and explanations given to us, the Company has not entered into any transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956.

b) As the company not entered in transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956, no comments are called in respect of clause 4(v)(b) of the Companies (Auditor''s report) (Amendment) Order '' 2004 .

6. According to information and explanations given to us, the Company has not accepted any deposit from the public during the year.

7. There was no internal audit system in the Company during the year.

8. As explained to us, the Central Government has not prescribed maintenance of cost records under Section 209 (l)(d) of the Act in the case of the Company.

9. a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and any other statutory dues, with the appropriate authorities, except the sales tax liability of different states worth Rs.16.46 and deferred sales tax liability along with interest due there on (Unascertained) as on 31/03/2013 outstanding for a period of more than six months from date it became payable. b) According to the records of the Company, there are no dues of sales tax/ income tax / custom duty / wealth tax / service tax / cess, which have not been deposited on account of any dispute. The disputed amounts that have not been deposited in respect of excise duty / income tax are as under: Description Amount Period to which it Forum where dispute is pending

Rs. relates

Excise duty 234,761 1988-1989 Excise and Gold (Control)

Appellate Tribunal Income Tax 19,38,082 2003-2004 Penalty Proceeding Before ITAT

10. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth, and it has incurred cash losses during the current financial year. In immediately preceding financial year cash losses has been incurred.

11. According to the information and explanations given to us, the Company has defaulted in repayment of dues to banks, financial institutions and debenture holder.

The details of defaults as at 31/03/2013 in repayment of dues to the financial institutions, banks and debenture holder are as under:

(Amount in Rs.)

Period of default Overdue Financial Banks *Debenture towards Institution holder Amount of default

Upto l year Interest Unascertained Nil Nil Principle Nil

More than 1 year and upto Interest Unascertained Nil Nil 2 years

Principle Nil Nil Nil

More than 2 years and upto Interest Unascertained Nil Nil 5 years Nil

More than 5years Interest Unascertained Nil Nil

Principle 2,55,65,564

** Refer along with the Auditors report.

*** Interest provided if any, is on estimate basis or considered as unascertained.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentures, and other securities

13. According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions. According to the information and explanation given to us, we are of the opinion that the terms and conditions thereof are not prima facie, prejudicial to the interest of the company

14. The Company has not taken any term loan during the year.

15. According to information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have, prima-facie, have not been used for long-term investments.

16. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

17. No debentures have been issued by the Company during the year and hence, the question of creating securities in respect thereof does not arise.

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

19. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

20. In our opinion, and according to information and explanations given to us, no comments are called for in the case of clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor''s report) (Amendment) Order ''2004 as the same are not applicable to the Company during the year.

FOR JAIN MAHESHWARY & COMPANY

Chartered Accountants

DharmeshShah

PARTNER

Membership No.: 106620

Mumbai, Dated: 31st May,2013

---

Mar 31, 2012

1. We have audited the attached balance sheet of SOMA PAPERS & INDUSTRIES LIMITED as at 31st March, 2012, the profit and loss account and also the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audit.

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

3. As required by Companies (Auditor's report) (Amendment) Order '2004 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks, as were considered appropriate, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

fl) 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 except para 13 of Notes on Financial Statement;

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

c) The balance sheet, profit and loss account and cash flow statement dealt with in this report are in agreement with the books of account;

d) Subject to what is stated in paragraph (i) below, in our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with the Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act, 1956, to the extent applicable;

(i) Para A of Significant Accounting Policy regarding appropriateness of going concern assumption used for preparing these accounts because the net worth of the Company is fully eroded and the Company is a sick industrial company within the meaning of clause (O) of sub-section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA), the accounts do not include the adjustments that would arise if these assumption had not been used in preparing these accounts.

e) On the basis of representations received from the directors of the Company as at 31st March, 2012 and taken on record by the board of directors, we report that none of the directors is disqualified as at 31st March, 2012 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to our observations in

i) paragraph 4(d)(i) regarding preparation of accounts on the basis of a 'going concern' having consequential impact on the loss for the year, reserves and surplus and assets of the Company .

ii) non provision of interest on Sales Tax Loan (S1COM.), Security Deposit.(The amount remains unascertained).

iii) read together with Note no.27 regarding balances of Sundry debtors, Sundry Creditors, Balance with Bank and other advances being subject to confirmations/ reconciliation, and other notes appearing in the said Schedule and those appearing elsewhere in the accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

a) in the case of the balance sheet, of the state of affairs of the Company as at 31st March, 2012;

b) in the case of the profit and loss account, of the loss of the Company for the year ended on that date; and

c) in the case of cash flow statement, of the cash flows for the year ended on the date.

ANNEXURE TO THE AUDITORS' REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE

1. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, the management has physically verified during the year certain fixed assets in accordance with a phased programmed of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its fixed assets. The discrepancies noticed by the management on such verification were not material and have been properly dealt with in the books of account.

c) As we observed, during the year, the Company has not disposed off substantial part of its fixed assets.

2. In respect of its inventories:

a) As informed to us, there is no inventory lying in the hands of the Company.

b) Since there no inventory no inventory verified.

c) No stock record is maintained since there is no inventory.

3. According to information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

a) The Company has taken unsecured loans, the loan taken in previous year is Rs.9,90,000 and repaid worth Rs.4,65,000. The Balance of loan taken as on 31.03.2012 is worth Rs.10,45,463.

b) The loan taken / given is interest free and other terms conditions of such loans are, prima facie not prejudicial to the interest of the Company.

c) The interest free loan taken / given is repayable on demand.

d) As informed to us, there are no overdue amounts of more than Rs. one lakh in respect of such loan and as such clause 4(iii)(d) of the Companies (Auditor's report) (Amendment) Order '2004 is not applicable.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

a) In our opinion and according to the information and explanations given to us, the Company has not entered into any transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956.As the company not entered in transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956, no comments are called in respect of clause 4(v)(b) of the Companies (Auditor's report) (Amendment) Order ' 2004 .

5. According to information and explanations given to us, the Company has not accepted any deposit from the public during the year.

6. There was no internal audit system in the Company during the year.

7. As explained to us, the Central Government has not prescribed maintenance of cost records under Section 209 (l)(d) of the Act in the case of the Company.

8. a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and any other statutory dues, with the appropriate authorities, except the sales tax liability of different states worth Rs.16.46 and deferred sales tax liability along with interest due there on (Unascertained) as on 31/03/2012 outstanding for a period of more than six months from date it became payable.

b) According to the records of the Company, there are no dues of sales tax/ income tax / custom duty / wealth tax / service tax / cess, which have not been deposited on account of any dispute. The disputed amounts that have not been deposited in respect of excise duty / income tax are as under: Description Amount Period to which it Forum where dispute is pending Rs. relates

Descript amount period to which it forum where dispute is pending Rs Relates Excise duty 234,761 1988-1989 Excise and Gold (Control)

Appellate Tribunal

Income Tax 19,38,082 2003-2004 Penalty Proceeding Before ITAT

9. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth, and it has incurred cash losses during the current financial year. In immediately preceding financial year cash losses has been incurred.

10. According to the information and explanations given to us, the Company has defaulted in repayment of dues to banks, financial institutions and debenture holder..

The details of defaults as at 31/03/2012 in repayment of dues to the financial institutions, banks and debenture holder are as under:

(Amount in Rs.)

Period of default Overdue Financial Banks * Debenture towards Institution holder

Amount of default

Upto 1 year Interest Unascertained Nil Nil

Principle Nil

More than 1 year and upto Interest Unascertained Nil Nil

2 years

Priciple Nil Nil Nill

More than 2 years and upto Interest Unascertained Nil Nil

5 years Nil

More than 5 years Interest Unacertaine Nil Nil

Principle 2,55,65,564

** Refer along with the Auditors report.

*** Interest provided if any, are on estimate basis or considered as unascertained. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentures, and other securities.According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions. According to the information and explanation given to us, we are of the opinion that the terms and conditions thereof are not prima facie, prejudicial to the interest of the company.

11. The Company has not taken any term loan during the year.

12. According to information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have, prima-facie, have not been used for long-term investments.

13. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

14. No debentures have been issued by the Company during the year and hence, the question of creating securities in respect thereof does not arise.

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

16. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

17. In our opinion, and according to information and explanations given to us, no comments are called for in the case of clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor's report) (Amendment) Order '2004 as the same are not applicable to the Company during the year.

FOR JAIN MAHESHWARY & COMPANY

Chartered Accountants

Dharmesh Shah

PARTNER

Membership No.: 106620 Mumbai, Dated: 4th September,2012

---

Mar 31, 2011

1. We have audited the attached balance sheet of SOMA PAPERS & INDUSTRIES LIMITED as at 31st March, 2011, the profit and loss account and also the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audit.

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

3. As required by Companies (Auditor's report) (Amendment) Order '2004 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks, as were considered appropriate, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

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

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

c) The balance sheet, profit and loss account and cash flow statement dealt with in this report are in agreement with the books of account;

d) Subject to what is stated in paragraph (e) below, in our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with the Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act, 1956, to the extent applicable; (i) Note 1 in Schedule '20' regarding appropriateness of going concern assumption used for preparing these accounts because the net worth of the Company is fully eroded and the Company is a sick industrial company within the meaning of clause (O) of sub-section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA), the accounts do not include the adjustments that would arise if these assumption had not been used in preparing these accounts.

e) On the basis of representations received from the directors of the Company as at 31st March, 2011 and taken on record by the board of directors, we report that none of the directors is disqualified as at 31st March, 2011 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to our observations in i) paragraph 4(d)

(i) regarding preparation of accounts on the basis of a 'going concern having consequential impact (presently not determinable) on the loss for the year, reserves and surplus and assets of the Company .

ii) non provision of interest on Sales Tax loan(SICOM), Security Deposit (The amount remains ascertained)

iii) read together with note 16 to schedule 13 regarding balances of Sundry debtors, sundry creditors Balance with Banks and other advances being subject to confirmations/ reconciliation, if any and other notes appearing in the said Schedule and those appearing elsewhere in the accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

a) in the case of the balance sheet, of the state of affairs of the Company as at 31st March, 2011;

b) in the case of the profit and loss account, of the loss of the Company for the year ended on that date; and

c) in the case of cash flow statement, of the cash flows for the year ended on the date. ANNEXURE TO THE AUDITORS' REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE

1. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, the management has physically verified during the year certain fixed assets in accordance with a phased programme of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its fixed assets. The discrepancies noticed by the management on such verification were not material and have been properly dealt with in the books of account.

c) As we observed, during the year, the Company has not disposed off substantial part of its fixed assets.

2. In respect of its inventories:

a) As informed to us, physical verification of inventory has been conducted by the management at reasonable intervals.

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

c) As informed to us, the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material and the same have been properly dealt with in the books of account.

3. According to information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

a) The Company has not taken unsecured loans, the loan taken in previous year is repaid worth Rs.11,13,492. The Company has given loan worth Rs 5,08,008 (Outstanding as at 31st March, 2010 Rs NIL )

b) The loan taken / given is interest free and other terms conditions of such loans are, prima facie not prejudicial to the interest of the Company.

c) The interest free loan taken / given is repayable on demand.

d) As informed to us, there are no overdue amounts of more than Rs. one lakh in respect of such loan and as such clause 4(iii)(d) of the Companies (Auditor's report) (Amendment) order 2004 is not applicable

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the

sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system. 5 a) In our opinion and according to the information and explanations given to us, the Company has not entered into any transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956. b) As the company not entered in transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956, no comments are called in respect of clause 4(v)(b) of the Companies (Auditor's report) (Amendment) Order ' 2004 .

6. According to information and explanations given to us, the Company has not accepted any deposit from the public during the year.

7. There was no internal audit system in the Company during the year.

8. As explained to us, the Central Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Act in the case of the Company.

9. a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and any other statutory dues, with the appropriate authorities, except the sales tax liability of different states worth Rs. 16.46 and deferred sales tax liability along with interest due there on as on 31/03/2007 outstanding for a period of more than six months from date it became payable.

b)According to the records of the Company, there are no dues of sales tax/ income tax / custom duty / wealth tax / service tax / cess, which have not been deposited on account of any dispute. The disputed amounts that have not been deposited in respect of excise duty / income tax are as under:

Description AmountRs. Period to which it relates Forum where dispute is pending

Excise duty 234,761 1988-1989 Excise and Gold (Control) Appellate Tribunal Income Tax 19,38,082 2003-2004 Penalty Proceeding Before CIT (A)

10 The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth and it has incurred cash losses during the current financial year and in immediately preceding financial year.

11 According to the information and explanations given to us, the Company has defaulted in repayment of dues to banks, financial institutions and debenture holder.

The details of defaults as at 31st March, 2011 in repayment of dues to the financial institutions, banks and debenture holder are as under:

( Amount in Rs.)

Period of default Overdue Financial Banks Debenture towards Institution holder Amount of default_

Upto 1 year Interest Unascertained Nil Nil Principle Nil



More than 1 year Interest Unascertained Nil Nil and upto 2 years Principle Nil

More than 2 years Interest Unascertained Nil Nil and upto 5 years Principle Nil

More than 5 years Interest Unascertained Nil Nil Principle 2,55,65,564

** Refer along with the Auditors report.

*** Interest provided if any, are on estimate basis or considered as unascertained.

12 Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentures, debentures, and other securities

13 According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions. According to the information and explanation given to us, we are of the opinion that the terms and conditions thereof are not prima facie, prejudicial to the interest of the company.

14 The Company has not taken any term loan during the year.

15 According to information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have, prima-facie, have not been used for long-term investments.

16 The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

17 No debentures have been issued by the Company during the year and hence, the question of creating securities in respect thereof does not arise.

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

19 According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

20 In our opinion, and according to information and explanations given to us, no comments are called for in the case of clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor's report) (Amendment) Order '2004 as the same are not applicable to the Company during the year. FOR JAIN MAHESHWARY & COMPANY Chartered Accountants

Dharmesh Shah

PARTNER

Membership No.: 106620

Mumbai, Dated: 27th August,2011

---

Mar 31, 2010

1. We have audited the attached balance sheet of SOMA PAPERS & INDUSTRIES LIMITED as at 31st March, 2010, the profit and loss account and also the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audit.

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

3. As required by Companies (Auditor's report) (Amendment) Order '2004 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks, as were considered appropriate, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit except para 4 of Notes to Accounts as mentioned in Schedule No.13 B ;

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

c) The balance sheet, profit and loss account and cash flow statement dealt with in this report are in agreement with the books of account;

d) Subject to what is stated in paragraph (i) below, in our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with the Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act, 1956, to the extent applicable;

(i) Note 1 in Schedule '13' regarding appropriateness of going concern assumption used for preparing these accounts because the net worth of the Company is fully eroded and the Company is a sick industrial company within the meaning of clause (O) of sub-section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA), the accounts do not include the adjustments that would arise if these assumption had not been used in preparing these accounts.

e) On the basis of representations received from the directors of the Company as at 31st March, 2010 and taken on record by the board of directors, we report that none of the directors is disqualified as at 31st March, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to our observations in

i) paragraph 4(d)(i) regarding preparation of accounts on the basis of a 'going concern' having consequential impact on the profit for the year, reserves and surplus and assets of the Company .

ii) non provision of interest on Sales Tax Loan (SICOM.), Security Deposit.(The amount remains unascertained).

iii) read together with Note no.16 to Schedule 13 regarding balances of Sundry debtors, Sundry Creditors, Balance with Bank and other advances being subject to confirmations/ reconciliation,

and other notes appearing in the said Schedule and those appearing elsewhere in the accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

a) in the case of the balance sheet, of the state of affairs of the Company as at 31st March, 2010;

b) in the case of the profit and loss account, of the loss of the Company for the year ended on that date; and

c) in the case of cash flow statement, of the cash flows for the year ended on the date.

ANNEXURE TO THE AUDITORS' REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE

1. In respect of its fixed assets:

a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, the management has physically verified during the year certain fixed assets in accordance with a phased programmed of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its fixed assets. The discrepancies noticed by the management on such verification were not material and have been properly dealt with in the books of account.

c) As we observed, during the year, the Company has not disposed off substantial part of its fixed assets.

2. In respect of its inventories:

a) As informed to us, there is no inventory lying in the hands of the Company.

b) Since there no inventory no inventory verified.

c) No stock record is maintained since not inventory.

3. According to information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

a) The Company has not taken unsecured loans, the loan taken in previous year is repaid worth Rs.11,13,492. The Company has given loan worth Rs.5,08,008 (Outstanding as at 31/03/2010 Rs. Nil).

b) The loan taken / given is interest free and other terms conditions of such loans are, prima facie not prejudicial to the interest of the Company.

c) The interest free loan taken / given is repayable on demand.

d) As informed to us, there are no overdue amounts of more than Rs. one lakh in respect of such loan and as such clause 4(iii)(d) of the Companies (Auditor's report) (Amendment) Order '2004 is not applicable.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

5. a) In our opinion and according to the information and explanations given to us,the Company has not entered into any transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956.

b) As the company not entered in transactions that need to be entered into a register in pursuance of Section 301 of the Companies Act, 1956, no comments are called in respect of clause 4(v)(b) of the Companies (Auditor's report) (Amendment) Order ' 2004 .

6. According to information and explanations given to us, the Company has not accepted any deposit from the public during the year.

7. There was no internal audit system in the Company during the year.

8. As explained to us, the Central Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Act in the case of the Company.

9. a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and any other statutory dues, with the appropriate authorities, except the sales tax liability of different states worth Rs.16.46 and deferred sales tax liability along with interest due there on (Unascertained) as on 31/03/2010 outstanding for a period of more than six months from date it became payable.

b) According to the records of the Company, there are no dues of sales tax/ income tax / custom duty / wealth tax / service tax / cess, which have not been deposited on account of any dispute. The disputed amounts that have not been deposited in respect of excise duty / income tax are as under:

Description Amount Period to which Forum where dispute Rs. it relates is pending

Excise duty 234,761 1988-1989 Excise and Gold (Control) Appellate Tribunal

Income Tax 19,38,082 2003-2004 Penalty Proceeding Before ITAT

10. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth, and it has not incurred cash losses due to auction of the assets during the current financial year and however, in immediately preceding financial year cash losses has been incurred.

11. According to the information and explanations given to us, the Company has defaulted in repayment of dues to banks, financial institutions and debenture holder..

The details of defaults as at 31/03/2010 in repayment of dues to the financial institutions, banks and debenture holder are as under:

( Amount in Rs.)

Period of default Overdue Financial Banks *Debenture towards Institution holder

Amount of default

Upto 1 year Interest Unascertained Nil Nil Principle Nil

More than 1 year Interest Unascertained Nil Nil upto 2 years Priciple Nil Nil Nil

More than 2 years Interest Unascertained Nil Nil and upto 5 years Nil

More than 5 years Interest Unacertaine - Nil Principle 2,55,65,564

** Refer along with the Auditors report.

*** Interest provided if any, are on estimate basis or considered as unascertained.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentures, and other securities.

13. According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions. According to the information and explanation given to us, we are of the opinion that the terms and conditions thereof are not prima facie, prejudicial to the interest of the company.

14. The Company has not taken any term loan during the year.

15. According to information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have, prima-facie, have not been used for long- term investments.

16. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

17. No debentures have been issued by the Company during the year and hence, the question of creating securities in respect thereof does not arise.

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

19. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

20. In our opinion, and according to information and explanations given to us, no comments are called for in the case of clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor's report) (Amendment) Order '2004 as the same are not applicable to the Company during the year.

FOR JAIN MAHESHWARY & COMPANY Chartered Accountants

Dharmesh Shah PARTNER Membership No.: 106620

Mumbai, Dated: 28th August,2010