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Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Auditor Report of Swadeshi Polytex Ltd.

Mar 31, 2025

Swadeshi Polytex Limited

Report on the Audit of the Financial Statements

Opinion

We have audited the accompanying financial statements of Swadeshi Polytex Limited (âthe Companyâ) which comprise the Balance Sheet as at March 31,2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and Notes to financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the âfinancial statementsâ).

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 âActâ) 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, (âInd ASâ) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025 and its Profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards on Auditing (âSAâs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditorâs Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (âIcAiâ) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIâs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

S. No

Key Audit Matter

Auditorâs Response

Refund claims related to discontinued operations

Our Principal Audit Procedures included :

Â¦ We read and evaluated the accounting policies and disclosures made in the financial statements with respect to refund claims.

Â¦ We obtained list of claims filed by the Company with various forums and understood the process of recognition of income arising out of the said claims.

Â¦ We have read the Orders passed by the Judicial Authorities and appeals filed by the concerned Departments and the Company and understood the process of determination of point of time for identification and recognition of income.

Â¦ We have read the minutes of meetings of Audit committee and the Board of Directors of the Company related to noting of status of outstanding claims.

Information Other than the Financial Statements and Auditorâs Report Thereon

The Companyâs Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Boardâs Report including Annexures to Boardâs Report but does not include the financial statements and our auditorâs report thereon. The other information is expected to be made available to us after the date of this auditorâs report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. When we read other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those with governance.

Responsibilities of Management and Board of Directorsâ for the Financial Statements

The Companyâs Management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including Ind AS specified under section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Management and Board of Directors are responsible for assessing the Companyâs 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.

The Board of Directors of the Company is also responsible for overseeing the Companyâs financial reporting process.

Auditorâs Responsibilities for the Audit of the Financial Statements

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

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

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

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

Â¦ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors.

Â¦ Conclude on the appropriateness of Management and Board of Directors 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 Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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 financial controls that we identify during our audit.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditorâs 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

1. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to information and explanations given to us, we give in âAnnexure Aâ a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

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

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

e) On the basis of the written representations received from the directors of the Company 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.

g) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 2(b) above on reporting under section 143(3)(b) of the Act and paragraph 2(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

h) With respect to the other matter to be included in the Auditorâs Report in accordance with the requirements of section 197(16) of the Act, as amended, we report that the Company had not paid remuneration to its directors during the current year.

i) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the information and explanations given to us:

i. The Company has disclosed the impact of pending litigations as at March 31, 2025 on its financial position in its financial statements - Refer Note 38 to the financial statements.

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

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

iv. (a) The Management has represented that, to the best of its knowledge and belief and as

disclosed in Note 46.5 to the Financial Statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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 and as disclosed in Note 46.6 to the Financial Statements, no funds have been received by the Company from any persons or entity including foreign entity (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

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

v) . The Company has neither declared nor paid any dividend during the year.

vi) . Based on our examination which included test checks, the Company has used Tally Prime EL

accounting software for maintaining its books of accounts which has a feature of recording audit trail (edit log) facility at transaction level and same has operated throughout the year for all relevant transactions recorded in the said software. We are informed that audit trail functionality has not been established at database level by the tally software providers. Further, during the course of our audit we did not come across any instance of the audit trail feature being tempered with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.

For SANMARKS & ASSOCIATES Chartered Accountants Firmâs Registration No. 003343N

Sd/-

S. K. Bansal Partner

Place : Faridabad Membership No.: 082242

Date : 23-05-2025 UDIN : 25082242BMIWVC7429

Mar 31, 2024

We have audited the accompanying financial statements of Swadeshi Polytex Limited (âthe Companyâ) which comprise the Balance Sheet as at 31st March, 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and Notes to financial statements including material accounting policies and other explanatory information (hereinafter referred to as the âfinancial statementsâ).

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 (âthe Actâ) 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, (âInd ASâ) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2024 and its Profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditorâs Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIâs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Key Audit Matters

Key Audit Matter

Auditorâs Response

The Companyâs accounting policies on revenue recognition are set out in Note 3.1 (a) & 4.5 to the financial statements.

The amount of revenue and cost thereon from contracts with customers forms a substantial part of the statement of profit and loss and management judgement is also involved in the interpretation of the related conditions.

The above transaction required audit focus due to the significant impact of the same on the accompanying financial statement of the Company. The matter has been considered to be of most significance to the audit and accordingly, has been considered as a key audit matter.

Our Principal Audit procedures included the following :

Â¦ Evaluated the appropriateness of the Companyâs revenue recognition policies with respect to the principles laid down in Ind AS 115;

Â¦ Obtained and understood revenue recognition process including identification of performance obligations by the Company and the customers.

Â¦ Enquiring from the management and verified the internal controls related to revenue recognition for ensuring the completeness of the customer sales, issue of relinquishment letters and the recording of customer receipts;

Â¦ We have studied the relevant Agreements and Deeds along with addendums and clarificatory amendments thereto relating to sale of leasehold plots in the context of recognition of revenue. We have also examined the communications , if any, received by the Company from its customer.

Â¦ We have verified on sample basis the relinquishment letters issued by the Company to the customers alongwith collection from customers in respect of leasehold plots and applied cut off procedures for revenue recognition.

Refund claims related to discontinued operations

Our Principal Audit Procedures included :

Â¦ We read and evaluated the accounting policies and disclosures made in the financial statements with respect to refund claims.

Â¦ We obtained list of claims filed by the Company with various forums and understood the process of recognition of income arising out of the said claims.

Â¦ We have read the minutes of meetings of the Audit Committee and Board of Directors of the company related to noting of status of outstanding claims.

Information Other than the Financial Statements and Auditorâs Report Thereon

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

Managementâs and Board of Directorsâ Responsibilities for the Financial Statements

The Companyâs Management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, including other 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.

In preparing the financial statements, the Management and Board of Directors are responsible for assessing the Companyâs 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 Director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Companyâs financial reporting process.

Auditorâs Responsibilities for the Audit of the Financial Statements

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

Â¦ 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 Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Â¦ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ) issued by the Central Government of India in terms of Section 143(11) of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to information and explanations given to us, we give in âAnnexure Aâ a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph 2(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 and back-up of the books of accounts and other papers maintained in electronic mode has been maintained on the server physically located in India on periodical basis instead of daily basis.

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

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

g) With respect to the other matter to be included in the Auditorâs Report in accordance with the requirements of section 197(16) of the Act, as amended, we report that the Company had not paid remuneration to its directors during the current year.

h) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the information and explanations given to us:

i. The Company has disclosed the impact of pending litigations as at 31^st March, 2024 on its financial position in its financial statements - Refer Note 34 to the financial statements.

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

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

iv. (a) The Management has represented that, to the best of its knowledge and belief, as

disclosed in Note 44.5 to the Financial Statements, no funds have been advanced or loaned or invested (either from borrowed funds or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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, as disclosed in Note 44.6 to the Financial Statements, no funds have been received by the Company from any persons or entity including foreign entity (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

v) . The Company has neither declared nor paid any dividend during the year.

vi) . Based on our examination which included test checks, except for the instances mentioned

below, the Company has used accounting software for maintaining its books of accounts which have a feature of recording audit trail (edit log) facility and same has operated

throughout the year for all relevant transactions recorded in the said software. Further, we have not come across any instance of the audit trail feature being tempered with.

The feature of recording audit trail (edit log) facility was not enabled for maintenance of inventory and property, plant & equipments records for the year.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable with effect from 1^st April, 2023, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended 31^st March 2024.

For SANMARKS & ASSOCIATES Chartered Accountants Firmâs Registration No. 003343N

Sd/-

S. K. Bansal Partner

Place : Faridabad Membership No.: 082242

Date : 16-05-2024 UDIN: 24082242BKFOEO8609

Mar 31, 2023

We have audited the accompanying financial statements of Swadeshi Polytex Limited (âthe Companyâ) which comprise the Balance Sheet as at 31st March, 2023, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and Notes to financial statements including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as the âfinancial statementsâ).

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 (âthe Actâ) 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, (âInd ASâ) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2023 and its Profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

Key Audit Matters

S. No

Key Audit Matter

Auditorâs Response

Procedure for Revenue Recognition.

Our Principal Audit Procedures included :

Â¦ We have studied the Agreement to Sell along with Addendums thereto with respect to recognition of revenue. We have also examined the communications received by the Company from its customers.

Â¦ We have studied the relinquishment letters issued by the Company to the customers in respect of leasehold plots and applied cut off procedures for revenue recognition.

S. No

Key Audit Matter

Auditorâs Response

Refund claims related to discontinued operations

Our Principal Audit Procedures included :

Â¦ We read and evaluated the accounting policies and disclosures made in the financial statements with respect to refund claims.

Â¦ We obtained list of claims filed by the Company with various forums and understood the process of recognition of income arising out of the said claims.

We have read the minutes of meetings of the Audit

Committee and Board of Directors of the company related

to noting of status of outstanding claims.

Information Other than the Financial Statements and Auditorâs Report Thereon

The Companyâs Board of Directors is responsible for the other information. The other information comprises the information included in the Boardâs Report including Annexures to Boardâs Report but does not include the financial statements and our auditorâs report thereon. The other information is expected to be made available to us after the date of this auditorâs report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

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.

Managementâs Responsibilities for the Financial Statements

The Companyâs Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, including other 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.

In preparing the financial statements, Management is responsible for assessing the Companyâs 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 Director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Companyâs financial reporting process.

Auditorâs Responsibilities for the Audit of the Financial Statements

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

? Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the 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 Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements 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 managementâs 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 Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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

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

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

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

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

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

e) On the basis of the written representations received from the directors of the Company as on 31st March, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2023 from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ to this report. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls with reference to financial statements.

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 33 to the financial statements.

ii. We are explained that the Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

iii. We are explained that 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, as

disclosed in Note 45.5 to the Financial Statements, no funds have been advanced or loaned or invested (either from borrowed funds or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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, as disclosed in Note 45.6 to the Financial Statements, no funds have been received by the Company from any persons or entity including foreign entity (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

v) . The Company has neither declared nor paid any dividend during the year.

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 1^st April, 2023 and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules 2014 is not applicable for the financial year ended 31^stMarch 2023.

For SANMARKS & ASSOCIATES Chartered Accountants Firmâs Registration No. 003343N

S. K. Bansal Partner

Membership No.: 082242

Place : Faridabad UDIN: 23082242BGZGSQ5973

Date : 22^nd May, 2023

Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying financial statements of Swadeshi Polytex Limited (''the Company'') which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit & Loss and the Cash Flow Statement for the year then ended and Notes to Financial Statements comprising of a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

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

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

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

Opinion

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

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

e) On the basis of written representation received from the directors as on 31st March, 2015 taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2015 from being appointed as a Director in terms of Section 164(2) of the Act ; and

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 2.22.1 to the financial statements;

ii. We are explained that the Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

iii. We are explained that there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

Annexure to the Independent Auditors'' Report

Referred to in Paragraph 1 under the heading "Report on Other Legal and Regulatory Requirements" of our Report to the members of Swadeshi Polytex Limited for the year ended 31st March 2015. We report that:

(i) (a) The Company has maintained proper records showing full particulars including quantitative details

and situation of fixed assets.

(b) We are explained that the management has carried out the year end physical verification of majority of fixed assets. In our opinion, the frequency of the physical verification is reasonable having regard to the size and nature of operations of the company. We are explained that no material discrepancies were noticed on such physical verification.

(ii) (a) The only inventory in hand is in the form of lease hold plot rights, for which management has conducted

physical verification in the form of measurement, frequency of which in our opinion is reasonable;

(b) In our opinion and in view of nature of inventory, the action taken and procedures followed by the management for physical verification of inventory were found reasonable and adequate.

(c) In our opinion, the company has identified and maintained proper records in respect of various plots of land and no material discrepancies were noticed on the physical verification of the same as compared to book records.

(iii) (a) The Company has granted loan to a party covered in the register maintained under Section 189 of the

Companies Act, 2013 ("the Act").

(b) In the case of loan granted to the party listed in the register maintained under Section 189 of the Act, the borrower has been regular in the payment of interest as stipulated. We are explained that as per the terms of arrangement, the repayment of principal is yet to commence. Hence Clause iii (b) of the Order is not applicable in respect of repayment of the principal amount.

(iv) In our opinion and according to the information and explanations give to us, there are adequate internal control systems commensurate with the size of the company and nature of its business with regard to purchase of fixed assets and trading activities. Further, on the basis of our examination and according to the information and explanations given to us, we have neither come across nor have been informed of any instance of major weakness in the aforesaid internal control procedures.

(v) During the year under report, the company has not accepted any deposit from the public to which provisions of sections 73 to 76 of the Act and relevant rules framed there under apply.

(vi) We are informed that the maintenance of the cost records has not been prescribed by the Central Government u/s 148(1) of the Act for the company since no manufacturing activities were carried out by it during the year under report.

(vii) (a) According to the information and explanation given to us and on the basis of our examination of the books of account, the company has been regular in depositing the undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, value added tax, cess and any other material statutory dues applicable to it with the appropriate authorities.

(b) According to information and explanation given to us and on the basis of our examination of the books of accounts of the company, following are the details of sales tax/income tax/custom duty/wealth tax/ service Tax/excise duty/cess, which have not been deposited on account of any dispute.

Name of Nature of Amount Period Forum at which Statute Dues (in lacs) dispute is pending

Various Sales Tax 149.37 Various Various Forum Sales Tax Acts

The Central Excise Duty 165.22 Various CESAT & the Excise Supreme Court Act, 1944

The Central Penalty on 25.00 2012 CESAT Excise Excise Duty Act, 1944

The Customs Custom Duty 8.50 Various D. C. Customs Act, 1962 Mumbai

(c) According to information and explanation given to us, there were no amounts required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 and rules made there under.

viii) At the end of the current financial year, company''s accumulated losses were more than 50% of its net worth. Further, the company has not incurred cash losses during the current financial year as well as in the immediately preceding financial year.

ix) According to the information and explanation given to us, we are informed that the company had not borrowed any money from any bank or financial institution and had not issued debentures during the year under report.

x) According to the information and explanation given to us by the Management, the Company had not given any guarantee for loans taken by others from banks or financial institutions.

xi) We are informed that the Company had not obtained any term loans during the current financial year.

xii) During the course of our examination of the books and records of the company carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of fraud on or by the Company, noticed and reported during the year, nor have we been informed of such case by the Management.

For SANMARKS & ASSOCIATES Chartered Accountants Firm''s Regn. No. 003343N

Sd/- Place: Faridabad S. K. BANSAL Date: 27th May, 2015 Partner Membership No.: 082242

Mar 31, 2014

We have audited the accompanying financial statements of Swadeshi Polytex Limited (Âthe Company'') which comprise the Balance Sheet as at 31st March 2014, the Statement of Profit & Loss and the Cash Flow Statement for the year then ended and Notes to Financial Statements comprising of a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards on auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with the 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 judgement including the assessment of the risk of the 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 reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

a) in the case of balance sheet, of the state of affairs of the Company as at 31st March 2014,

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

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

Report on Other Legal and Regulatory Requirements

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

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

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the 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, Statement of Profit & Loss and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Statement of Profit & Loss 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 (which continues to be applicable in respect of section 133 of the Companies Act, 2013 in terms of general circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs).

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

Annexure to the Independent Auditors'' Report

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

Report to the members of Swadeshi Polytex Limited for the year ended 31st March, 2014. We report that:

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

(b) We are explained that the Company has carried out the year end physical verification of majority of fixed assets. In our opinion, the frequency of the physical verification is reasonable having regard to the size and nature of operations of the company. We are explained that no material discrepancies were noticed on such physical verification.

(c) The Company has not sold any part of fixed assets during the year, therefore the provision of the clause (i)(c) is not applicable.

(ii) (a) The only inventory in hand at the year end is in the form of lease hold plot rights, for which management has conducted physical verification in the form of measurement, frequency of which in our opinion is reasonable;

(b) In our opinion and in view of nature of inventory, the action taken and procedures followed by the management for physical verification of inventory were found reasonable and adequate.

(c) In respect of the trading activities, the company has identified and maintained records in respect of various plots of land and no material discrepancies were noticed on the physical verification of the same as compared to book records.

(iii) (a) We are explained that the Company has not granted any loans secured or unsecured to any Company, firm or other party required to be listed in the register maintained under Section 301 of the Companies Act 1956.

In view of clause (iii) (a) above, the clauses (iii)(b), (iii)(c) and (iii)(d) of the Order are not applicable.

(e) The company had taken secured loan from a body corporate and unsecured loan from another body corporate listed in the register maintained under Section 301 of the Companies Act 1956. The maximum amount involved for the said loans was Rs. 2495.30 lac for Secured Loan and Rs. 230.21 Lac for unsecured loans.

(f) In our opinion, the rate of interest and other terms and conditions of the aforesaid loans taken by the company, considering various factors, are prima facie not prejudicial to the interest of the company;

(g) In respect of the aforesaid secured loan, in our opinion the interest of Rs. 127.18 lac is overdue for payment. In respect of unsecured loan, it is informed that the same is repayable on demand. We are also informed that no such demand was raised for repayment of aforesaid unsecured loan during the year and therefore there was no overdue amount at the year end.

(iv) In our opinion and according to the information and explanations give to us, there are adequate internal control systems commensurate with the size of the company and nature of its business with regard to purchase of fixed assets and Trading activities. Further, on the basis of our examination and according to the information and explanations given to us, we have neither came across nor have been informed of any instance of major weakness in the aforesaid internal control procedures.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, the company has not entered into any transactions exceeding the aggregate amount of Rs. five lacs in respect of aforesaid parties during the year except the transactions under loan and interest thereon and reimbursement accounts.

(vi) The company has not, during the year, accepted any fixed deposit from the public to which provisions of section 58A & 58AA of the Companies Act, 1956 and relevant rules framed there under apply.

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

(viii) We are informed that the maintenance of the cost records has not been prescribed u/s 209 (1) (d) of the Companies Act 1956 for the company since no manufacturing activities were carried out by the company during the year under report.

(ix) (a) According to the information and explanation given to us and on the basis of our examination of the books of account, the company has been generally regular in depositing the undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and any other material statutory dues applicable to it with the appropriate authorities.

(b) According to information and explanation given to us and on the basis of our examination of the books of accounts of the company, following are the details of sales tax/income tax/custom duty/wealth tax/ service Tax/excise duty/cess, which have not been deposited on account of any dispute.

Name of Statute Nature of Dues Amount Period Forum at (in lacs) which dispute is pending

Various Sales Sales Tax 149.37 Various Various Tax Acts Demand Years Forum

The Central Excise Duty on 165.22 Various Commissioner Excise Act, unauthorised Years Central 1944 removal of Excise and goods CESAT

The Central Penalty on 25.00 2012 CESAT Excise Act, Excise Duty 1944

The Central Custom Duty 0.19 Old D.C.Customs Excise Act, 1944 Mumbai

(x) At the end of the current financial year, company''s accumulated losses were more than 50% of its net worth. Further, the company had not incurred cash loss during the current financial year. However, such loss was incurred in the immediately preceding financial year.

(xi) According to the information and explanation given to us, we are informed that the company had not borrowed any money from any bank or financial institution and had not issued debentures during the year under report.

(xii) We are informed that the company had not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to it.

(xiv) On the basis of examination of books of accounts and according to information and explanations given to us, the company is not dealing or trading in shares, securities, debentures and other Investments.

(xv) According to the information and explanation given to us by the Management, the Company had not given any guarantee for loans taken by others from banks or financial institutions.

(xvi) We are informed that the Company had not obtained any term loans during the current financial year.

(xvii) According to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report that the company had not used the short term funds for long term investment during the year under report.

(xviii) According to the information and explanation given to us, the company had not made any preferential allotment of shares to parties or companies covered in register maintained under Section 301 of the Act.

(xix) The company had not issued any debentures, consequently the provisions of clause 4(xix) of the Order are not applicable to it.

(xx) The company had not raised any money by means of public issue.

(xxi) During the course of our examination of the books and records of the company carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of fraud on or by the Company, noticed and reported during the year, nor have we been informed of such case by the Management.

For SANMARKS & ASSOCIATES Chartered Accountants Firm''s Regn. No. 003343N

Sd/- Place: Faridabad S. K. BANSAL Date : 29th April, 2014 Partner Camp: Ghaziabad Membership No.: 082242

Mar 31, 2012

1. We have audited the attached Balance Sheet of Swadeshi Polytex Limited as at 31st March 2012, the State- ment of Profit & Loss and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the CompanyÃs management. Our responsibility is to express an opinion on these 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 state- ments are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 (as amended) issued by the Central Govern- ment in terms of Section 227(4A) of the Companies Act, 1956, we give our comments in the annexure 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:

(i) 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;

(ii) 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;

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

(iv) In our opinion, the Balance Sheet, Statement of Profit & Loss 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.

(v) On the basis of written representation received from the Directors as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2012 from being appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) A) without qualifying our opinion, we draw attention to Note B-2.29 regarding provision of interest in

pursuance of Full time Settlement reached with secured lenders, which is pending independent confirmation by the respective lenders.

B) Attention is invited to Note No. B-2.27 in relation to pending confirmation for certain inoperative Bank Accounts, Trade receivables & Payables, loans and advances. The impact of reconciliation and adjustment of the same, if any, on the financial statements is unascertained.

In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to our comments in para 4(vi) (B) above and read together with the Other Notes attached thereto give the information required by Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

Annexure referred to in paragraph 3 of our report of even date to the members of Swadeshi Polytex Limited on the accounts for the year ended 31" March, 2012.)

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and

situation of fixed assets.

(b) The Company has carried out the year end physical verification of majority of fixed assets. In our opinion, the frequency of the physical verification is reasonable having regard to the size and nature of operations of the company.

(c) The Company in accordance with an agreement has disposed off the substantial part of its Building and Plant & Machinery kept under the head ÃAssets held for disposalÃ. Further, the company has commenced the new business of dealing in real estate by converting its factory land into tradable stock in trade. In view of the ongoing trading activities and the intention of the company to continue the business in the future, we are of the opinion that the going concern assumption will not be affected due to the disposal of the aforesaid Buildings and Plant & Machinery.

(ii) (a) The only inventory in hand at the year end is in the form of lease hold plot rights, for which management

has conducted physical verification in the form of measurement, frequency of which in our opinion is reasonable;

(b) In our opinion and in view of nature of inventory, the action taken and procedures followed by the management for physical verification of inventory were reasonable and adequate.

(c) In respect of the trading activity of real estate, the company has identified and maintained records in respect of various plots of land and no material discrepancies were noticed on the physical verification of the same.

(iii) (a) We are explained that the Company has not granted any loans secured or unsecured to any Company,

firm or other party required to be listed in the register maintained under Section 301 of the Companies Act 1956.

In view of clause (iii) (a) above, the clauses (iii)(b), (iii)(c) and (iii)(d) are not applicable.

(e) The company had taken secured loan from a body corporate and unsecured loans from another body corporate listed in the register maintained under Section 301 of the Companies Act 1956. The maximum amount involved for the said loans was Rs. 2451.49 lacs for Secured Loan and Rs. 230.21 Lacs for unsecured loans.

(f) In our opinion, the terms and conditions of the aforesaid loans taken by the company are prima facie not prejudicial to the interest of the company;

(g) In respect of the aforesaid secured loan, we are explained that the company has reached a full time settlement in respect of all dues upto a cut off date during the year. As at the year end, there was no overdue amount pending for repayment. In respect of unsecured loan, it is informed that the same is repayable on demand. We are also informed that no such demand was raised for repayment of aforesaid loan during the year and therefore there was no overdue amount at the year end.

(iv) In our opinion and according to the information and explanations give to us, there are adequate internal control systems commensurate with the size of the company and nature of its business with regard to purchase of fixed assets and Trading activities. Further, on the basis of our examination and according to the information and explanations given to us, we have neither came across nor have been informed of any instance of major weakness in the aforesaid internal control procedures.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars of contracts

or arrangements that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, the company has not entered into any transactions exceeding the aggregate amount of Rs. five lacs in respect of aforesaid parties during the year except the transactions under loan and interest thereon and reimbursement accounts.

(vi) The company has not, during the year, accepted any fixed deposit from the public to which provisions of section 58A & 58AA of the Companies Act, 1956 and relevant rules framed there under apply.

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

(viii) We are informed that the maintenance of the cost records has not been prescribed u/s 209 (1) (d) of the Companies Act 1956 for the company since no manufacturing activities were carried out by the company during the year under report.

(ix) (a) According to the information and explanation given to us and on the basis of our examination of the

books of account, the company has been generally regular in depositing the undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, EmployeesÃ State Insurance, Income- tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and any other material statutory dues applicable to it with the appropriate authorities except TDS on Interest of Rs. 5,93,517, remaining outstanding for more than six months as at 31st March, 2012 from the date it was payable.

(b) According to information and explanation given to us and on the basis of our examination of the books of accounts of the company, following are the details of sales tax/income tax/custom duty/wealth tax/service Tax/excise duty/cess, which have not been deposited on account of any dispute.

Name of Statute Nature of Dues Amount Period Forum at which (in lacs) dispute is pending

Various Sales Tax Sales Tax 133.86 Various Various Forum Acts Demand Years

The Central Excise Excise Duty on unauth- 165.22 Various Commissioner Central Act, 1944 orised removal of goods Years Excise and CESAT

The Central Excise Penalty on Excise 25.00 2012 CESAT Act, 1944 Duty.

The Central Excise Custom Duty 0.19 Old D. C. Customs Act, 1944 Mumbai

(x) At the end of the current financial year, CompanyÃs accumulated losses were more than 50% of its net worth.

The company had incurred cash loss during the current financial year as well as in the immediately pre- ceding financial year.

(xi) According to the information and explanation given to us, we are informed that the company had not borrowed any money from any bank or financial institution and had not issued debentures during the year unde report.

(xii) We are informed that the Company had not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provi- sions of clause 4(xiii) of the Companies (AuditorÃs report) Order, 2003 (as amended) are not applicable to it.

(xiv) On the basis of examination of books of accounts and according to information and explanations given to us, the Company is not dealing or trading in shares, securities, debentures and other Investments.

(xv) According to the information and explanation given to us by the Management, the Company had not given any guarantee for loans taken by others from banks or financial institutions.

(xvi) We are informed that the Company had not obtained any term loans during the current financial year.

(xvii) According to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report that the Company had not used the short term funds for long term investment during the year under report.

(xviii) According to the information and explanation given to us, the Company had not made any preferential allotment of shares to parties or Companies covered in register maintained under Section 301 of the Act.

(xix) The company had not issued any debentures, consequently the provisions of clause 4(xix) of the Compa- nies (AuditorÃs Report) Order, 2003 (as amended) are not applicable to it.

(xx) The Company had not raised any money by means of public issue.

(xxi) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of fraud on or by the Company, noticed and reported during the year, nor have we been informed of such case by the Management.

For Suresh Bansal & Co. Chartered Accountants Firm's Regn. No. 003343N

S. K. Bansal Partner

(Membership No. : 082242)

Place : Faridabad

Date : 21st May, 2012

Camp : Ghaziabad

Mar 31, 2010

1. We have audited the attached Balance She et of Swadeshi Polytex 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 Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditors Report) Order, 2003 (as amended) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we give our comments in the annexure 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:

(i) 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;

(ii) 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;

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

(iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956.

(v) On the basis of written representation received from the directors as on 31st March, 2010 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 st 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;

(vi) We have relied upon the management representation in respect of the following matters in view of the pending availability verification of relevant documents and records.

a) Balance confirmation in respect of certain inoperative Bank Accounts, debtors, creditors, loan and other parties (Refer note no. B- 7 of Schedule 11)

b) Status of assessment/cases relating to Income tax, Sales Tax, Excise Duty, custom duty and other matters (Refer note no B-1 of Schedule 11)

c) Sundry debtors outstanding for long being considered good and not provided for (Amount Rs. 450.49 lacs previous year Rs.450.49 Lacs, being net of provision already made of Rs. 36.93 Lacs)

d) Recognition of value of assets and liabilities in view of the discontinued operations (Refer note No B- 3 of Schedule 11)

e) Provisions of interest on secured loans taken from bodies corporate. (Refer note No B-8 of Schedule 11)

In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to our comments in para 4(vi) above, impact on Balance Sheet and Profit & Loss Account for the year ended 31s March 2010, amount unascertained, read together with the Notes to Accounts given in Schedule 11 give the information required by 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 for the year ended on that date; and

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

Annexure referred to in paragraph 3 of our report of even date to the members of Swadeshi Polytex Limited on the accounts for the year ended 31st March, 2010.)

(i) (a) The Company has maintained records showing full particulars including quantitative details and situation of fixed assets bur the same are pending for updation.

(b) We have been explained that the management had taken the stock of the status of various fixed assets after taking over the possession of the Plant in the preceding years and based on the assessment and technical evaluation by an independent agency has scrapped off the Plant & Machinery under the head Plant & machinery held for disposal. The reconciliation between the physical and book records in respect of the other assets is pending. Hence discrepancies, if any, between the physical and book records will be ascertained and adjusted in the books of accounts on the finalization of the aforesaid reconciliation.

(c) During the year the Company has disposed off part of the scrapped Plant & Machinery kept under the head Plant & Machinery held for disposal as stated above. Further, as informed, the company is continuously trying to explore other avenues of business activity and has also carried out some trading activity during the year. In view of the informed intention of the company to continue the business in the future, we are of the opinion that the going concern assumption will not be affected due to the disposal of the aforesaid Plant & Machinery.

(ii) (a) After taking the possession, the management has engaged an external agency to carry out the physical verification and technical evaluation of the entire inventory held for disposal. In our opinion considering the nature of Inventory such verification frequency is reasonable;

(b) In our opinion, the action taken and procedures followed by the management for physical verification of inventory were generally reasonable and adequate.

(c) The company is only carrying the scrapped inventory for disposal and the records were not maintained in respect of the said inventory. In the absence of such records, the question of adjustment of difference of book balance with physical balance does not arise.

(iii) (a) We are explained that the Company has not granted any loans secured or unsecured to any Company, firm or other party required to be listed in the register maintained under Section 301 of the Companies Act 1956.

In view of clause (iii) (a) above, the clauses (iii)(b), (iii)(c) and (iii)(d) are not applicable. (e) The company had taken secured loan from a body corporate and unsecured loans from two body corporate listed in the register maintained under Section 301 of the Companies Act 1956. The maximum amount involved and the year end balance of the said loans was Rs. 1350 lacs for Secured Loan and Rs. 522.98 Lacs for unsecured loans.

(f) In our opinion, the terms and conditions of the aforesaid loans taken by the company are prima facie not prejudicial to the interest of the company;

(g) We are explained that the above loans are repayable on demand. We are informed that no such demand was raised for repayment of aforesaid loan during the year and therefore we are unable to comment upon the regularity of payment or otherwise of the balance amount.

(iv) In our opinion, given the nature, size and scale of the activity carried out by the company during the year, there is adequate internal control system with respect to Trading activities and disposal of Scrapped Plant & Inventory. Further, on the basis of our examination and according to the information and explanations given to us, we have neither came across nor have been informed of any instance of major weakness in the aforesaid internal control procedures.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered. (b) In our opinion and according to the information and explanations given to us company has not entered into any transactions exceeding the aggregate amount of Rs. five lacs in respect of aforesaid parties during the year except the transactions under loan and reimbursement accounts. Accordingly this clause has not been commented upon.

(vi) In view of the fact that during the year no new deposits are received by the Company from the public and the unpaid matured public deposits with interest aggregating to Rs 4.63 lacs have been deposited with the Investor Education and Protection Fund,, we are of the opinion that there are no pending deposits for which company has to comply with the provisions of section 58A and 58AA of the Companies Act, 1956 and relevant rules framed there under. Further, we have been explained that no order has been passed by the Company Law Board or the National Company Law Tribunal or any Court or any other Tribunal.

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

(viii) We are informed that the Company had not maintained the cost accounting records as required u/s 209 (1) (d) of the Companies Act 1956 since no manufacturing activities were carried out by the company during the year under report.

(ix) (a) According to the information and explanation given to us and on the basis of our examination of the books of account, the company has been generally regular in depositing the undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and any other material statutory dues applicable to it with the appropriate authorities excepf TDS on Interest ofRs. 4,56,417 remaining outstanding for more than six months as at 31s1 March 2010. (b) The details of sales tax/income tax/custom duty/wealth tax/service Tax/excise duty/cess, which have not been deposited on account of dispute are given hereunder, to the extent available with the company:

Name of Nature of Amount Period Forum at Statute Dues (in lacs) which dispute is pending

Various Sales Sales Tax 133.74 Various Years Various Forum Tax Acts Demand

The Central Excise Duty on 165.22 Various Years Commissioner Excise Act, unauthorised Central Excise 1944 removal of goods

(x> At the end of the current financial year, companys accumulated losses were more than 50% of its net worth. The company had incurred cash losses during the current financial year as well as in the immediately preceding financial year.

(xi) According to the information and explanation given to us, we are explained that the company had not borrowed any money from any Bank or any Financial Institution and had not issued debentures during the year under report

(xii) We are informed that the company had not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors report) Order, 2003 (as amended) are not applicable to it.

(xiv) On the basis of examination of books of accounts and according to information and explanations given to us, the company is not dealing or trading in shares, securities, debentures and other Investments.

(xv) According to the information and explanation given to us by the Management, the Company had not given any guarantee for loans taken by others from banks or financial institutions.

(xvi) We are informed that the Company had not obtained any term loans during the current financial year.

(xvii) According to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report that the company had not raised any funds on short-term basis.

(xviii) According to the information and explanation given to us, the company had not made any preferential allotment of shares to parties or companies covered in register maintained under Section 301 of the Act.

(xix) The company had not issued any debentures, consequently the provisions of clause 4(xix) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable to it.

(xx) The company had not raised any money by means of public issue.

(xxi) During the course of our examination of the books and records of the company carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of fraud on or by the Company, noticed and reported during the year, nor have we been informed of such case by the Management.

For Suresh Bansal & Co.

Chartered Accountants Firms Regn. No. 003343N

Sd/- Place : Faridabad S. K. BANSAL

Date : 9th August, 2010 Partner

Camp: Ghaziabad Membership No. 82242

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