Auditor Report of Tirupati Starch & Chemicals Ltd.

Mar 31, 2025

We have audited the accompanying Standalone financial statements of Tirupati Starch & Chemicals Limited ("the
Company"), having registered office at 12, Agrawal Nagar, Main Road, Indore (MP), (PAN : AABCT1314J) (CIN :
L15321MP1985PLC003181), which comprises the Standalone Balance sheet as at 31st March 2025, and the Standalone
statement of Profit and Loss (including the statement of other Comprehensive Income), Standalone statement of changes in
Equity and Standalone statement of Cash flows for the year then ended, and notes to the Standalone financial statements,
including a summary of significant accounting policies and other explanatory information (herein after referred to as "Standalone
Financial Statement").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Companies Act, 2013 ("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 31 March 2025, and profit and other 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 Standalone financial Statements in accordance with the Standards on Auditing (SAs) specified
under section 143(10) of the Companies Act, 2013. Our responsibilities under those SAs are further described in the Auditor''s
Responsibilities for the Audit of the Standalone 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 Standalone financial statements under the provisions of the Companies Act,
2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements
and the Code of Ethics. We believe that the audit evidence, obtained by us is sufficient and appropriate to provide a basis for
our opinion on the Standalone 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 Standalone
financial statements for the financial year ended March 31, 2025. These matters were addressed in the context of our audit
of the Standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

Information Other than the Standalone Financial Statements and Auditor''s Report Thereon
The Company''s management and Board of Directors are responsible for the other information. The other information comprises
the information included in the Management Discussion and Analysis, Board''s Report including Annexures to Board''s Report,
Corporate Governance and Shareholder''s Information but does not include the Standalone financial statements and our
auditors'' report thereon.

Our opinion on the Standalone 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 Standalone financial statements, our responsibility is to read the other information identify
above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the
Standalone financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Company''s annual report, if we conclude that there is a material misstatement therein, we are required to
communicate the matter to those charged with governance and take necessary actions, as applicable under the relevant laws
and regulations. We have nothing to report in this regard.

Management’s and Board of Directors Responsibility for the Standalone Financial Statements

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

In preparing the Standalone financial statements, management and Board of Directors are 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. The Board of Directors are also responsible for overseeing the Company''s financial
reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone 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 Standalone 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 Standalone 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 Act, we are also responsible for expressing our opinion on whether
the company has adequate internal financial controls with reference to Standalone 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 in the standalone financial statements made by the Management and Board of Directors.

• 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 Standalone 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 auditors'' 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 Standalone financial statements, including the disclosures,
and whether the Standalone 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 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 Standalone financial statements for the financial year ended March 31, 2025 and are therefore the key audit
matters. We describe these matters in our auditors'' 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 (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 said Order, to the extent applicable.

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

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

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

(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including the Statement of Other
Comprehensive income), the Standalone Statement of changes in equity and the Standalone statement of cash flow
dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid Standalone financial statements comply with the IndAs Accounting Standards specified
under section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31st March 2025 taken on record by
the Board of Directors, none of the directors is disqualified as on 31st March 2025 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 Standalone Financial Statements of
the Company and the operating effectiveness of such controls, Refer to our separate Report in "Annexure B" to
this report.

B. 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 as amended, In our opinion and to the best of the our information and according to the

explanations given to us:

(a) The Company has disclosed the impact of pending litigations on its financial position in its Standalone financial
statements - Refer Note No. 36 to the Standalone financial statements

(b) The company did not have any Long-Term Contracts Including derivative contract for which there were any
material foreseeable losses.

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

(d) (i) The management has represented that, to the best of its knowledge and belief, no funds have been
advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of
funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries"),with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly
lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company
("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

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

(iii) Based on such audit procedures performed 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 (a) and (b) contain any material misstatement.

(e) The Company has not declared or paid any dividend during the year.

(f) Based on our examination which included test checks, the Company has used accounting software for maintaining
its books of account which has a feature of recording audit trail (edit log) facility and the same has operated
throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit
we did not come across any instance of audit trail feature being tampered with in respect of the accounting
software where audit trail was enabled.

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

Place : Indore For, ABMS & Associates

Date : 23rd May 2025 Chartered Accountants

(Registration Number: 030879C)

CA Atul Sharma

Partner

M. No.: 075615

UDIN : 25075615BMTFEA3842

---

Mar 31, 2024

We have audited the accompanying Standalone financial statements of Tirupati Starch & Chemicals Limited ("the Company"), having registered office at 12, Agrawal Nagar, Main Road, Indore (MP), (PAN : AABCT1314J) (CIN : L15321MP1985PLC003181), which comprises the Standalone Balance sheet as at 31st March 2024, and the Standalone statement of Profit and Loss (including the statement of other Comprehensive Income), Standalone statement of changes in Equity and Standalone statement of Cash flows for the year then ended, and notes to the Standalone financial statements, including a summary of significant accounting policies and other explanatory information (herein after referred to as "Standalone Financial Statement").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("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 31 March 2024, and profit and other 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 Standalone financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those SAs are further described in the Auditor''s Responsibilities for the Audit of the Standalone 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 Standalone financial statements under the provisions of the Companies Act, 2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence, obtained by us is sufficient and appropriate to provide a basis for our opinion on the Standalone 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 Standalone financial statements for the financial year ended March 31, 2024. These matters were addressed in the context of our audit of the Standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

Information Other than the Standalone Financial Statements and Auditor''s Report Thereon The Company''s management and Board of Directors are responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board''s Report including Annexures to Board''s Report, Corporate Governance and Shareholder''s Information but does not include the Standalone financial statements and our auditors'' report thereon.

Our opinion on the Standalone 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 Standalone financial statements, our responsibility is to read the other information identify above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the Standalone financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. When we read the Company''s annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable under the relevant laws and regulations. We have nothing to report in this regard.

Management’s and Board of Directors Responsibility for the Standalone Financial Statements

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

In preparing the Standalone financial statements, management and Board of Directors are 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. The Board of Directors are also responsible for overseeing the Company''s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone 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 Standalone 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 Standalone 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 Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to Standalone 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 in the standalone financial statements made by the Management and Board of Directors.

• 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 Standalone 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 auditors'' 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 Standalone financial statements, including the disclosures, and whether the Standalone 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 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 Standalone financial statements for the financial year ended March 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors'' 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 (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 said Order, to the extent applicable.

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

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

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

(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including the Statement of Other Comprehensive income), the Standalone Statement of changes in equity and the Standalone statement of cash flow dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid Standalone financial statements comply with the IndAs Accounting Standards specified under section 133 of the Act.

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

(f) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company and the operating effectiveness of such controls, Refer to our separate Report in "Annexure B" to this report.

B. 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 as amended, In our opinion and to the best of the our information and according to the

explanations given to us:

(a) The Company has disclosed the impact of pending litigations on its financial position in its Standalone financial statements - Refer Note No. 36 to the Standalone financial statements.

(b) The company did not have any Long-Term Contracts Including derivative contract for which there were any material foreseeable losses.

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

(d) (i) The management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries"),with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

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

(iii) Based on such audit procedures performed 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 subclause (a) and (b) contain any material misstatement.

(e) The Company has not declared or paid any dividend during the year.

(f) Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with in respect of the accounting software where audit trail was enabled

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

Place : Indore For, ABMS & Associates

Date : 28th May 2024 Chartered Accountants

(Registration Number: 030879C)

CA Atul Sharma

Partner

M. No.: 075615

UDIN : 24075615BKEMDJ1845

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Mar 31, 2023

We have audited the accompanying Standalone financial statementTioUpati Starch & Chemicals Limited ("the Company"), having registered office at 12, Agrawal Nagar, Main Road, Indore (MP), (PAN : AABCTBMJ) (CIN : LH532MPP85PLC0QBB1), which comprises the Standalone Balance sheet as ail 1st March 2023, and the Standalone statement of Profit and Loss (including the statement of other Comprehensive InnsdmopdStotatement of changes in Equity and Standalone statement of Cash flows for the year then ended, and notes; atuddHnn eSfinancial statements, including a summary of significant accounting policies and other explanatory information after referred to as "Standalone Financial Statement").

In our opinion and to the best of our information and according to the explanations given toafisr e&sid the aforesaid standalone financial statements give the information required by the Companies Act, 20B ("AtM) manner so required and give a true and fair view in conformity with the accounting principles generally accepted, inf Mad: state of affairs of the Company as at 31 March 2023, and profit and other comprehensive income, changes in equitysacid; lit flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the Standalone financial Statements in accordance with the Standadiflsnop(AAs) specified under section 143(10) of the Companies Act, 20B. Our responsibilities under those SAs are fuKtsceiibdd in the Auditor''s Responsibilities for the Audit of the Standalone F inancial Statements section of our repcirdeWeiaainEt of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofthediawttigethe ethical requirements that are relevant to our audit of the Standalone financial statements undercthe ofrohis Companies Act,

20B and the Rules there under, and we have fulfilled our other ethical responsibilities in aceoivdan these requirements and the Code of Ethics. We believe that the audit evidence, obtained by us is sufficient andatppdopddovide a basis for our opinion on the Standalone Financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signioiciaiacBditi of the Standalone financial statements for the financial year ended March 3j 2023. These matters were addrese; adlnIleXh of our audit of the Standalone financial statements as a whole, and in forming our opinion thereon, and weprovi^ a separate opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

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

The Company''s management and Board of Directors are responsible for the other information. Tlorottotron comprises the information included in the Management Discussion and Analysis, Board''s Report including AlltIeXiil

Our opinion on the Standalone financial statements does not cover the other information andtwexfjDeiss any form of assurance conclusion thereon.

In connection with our audit of the Standalone financial statements, our responsibility ishtoothad -information and, in doing so, consider whether the other information is materially inconsistent with the Standalone fhaAements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based onrlt^ewwdiave performed, we conclude that there is a material misstatement of this other information; we are required that efact. We have nothing to report in this regard.

Management’s and Board of Directors Responsibility for the Standalone Financial Statements

The Company''s Management & Board of Directors are responsible for the matters stated in seS) if the(Companies Act. 20B ("the Act'''') with respect to the preparation of these Standalone financial statements thatrue and fair view of the financial position, financial performance including other Comprehensive Income and cas hfflowome and changes in Equity of the Company in accordance with the accounting principles generally accepted in riddling the Indian Accounting Standards (IndAs) specified under section B3 of the Act. This responsibility alses iimUidtenance of adequate accounting records in accordance with the provision of the Act for safeguarding oftshefadse Company and for preventing and detecting frauds and other irregularities; selection and application of atrpriopipliementation and maintenance of accounting policies; making judgments and estimates that are reasonable and pagdagt^igg, implementation and maintenance of adequate internal financial controls, that were operating effectively forg eglselrti:rcuracy and completeness of the accounting records, relevant to the preparation and presentation of the nStfindaloial statements that give a true and fair view and are free from material misstatement, whether due to fraud or erro In preparing the Standalone financial statements, management and Board of Directors are resfomsablessing the Company''s ability to continue as a going concern, disclosing. As applicable, matters related gocgracern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate thet Cratip cease operations, or has no realistic alternative but to do so. The Board of Directors is also responsible fong overfieompany''s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone financial statemewhsole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s reporte tha.trigpinicg. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accothankAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or err on sanded ematerial if, individually or in the aggregate, they could reasonably be expected to influence the economicogac isf users taken on the basis of these Standalone financial statements.

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

• Identify and assess the risks of material misstatement of the Standalone financial statement sdiflehet hfraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidericestitfdficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatuming ffteom fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentionTh pmisrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit prtihaduiire appropriate in the circumstances. Under Section 43(3)(i) of the Act, we are also responsible for expres s:iggiodron whether the company has adequate internal financial controls with reference to Standalone financial tst anepleroe and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting e^slsinih related disclosures in the standalone financial statements made by the Management and Board of Directors.

• Conclude on the appropriateness of management''s use of the going concern basis of accountingsaddotbdhe audit evidence obtained, whether a material uncertainty exists related to events or conditions thatt marnfacant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertstfint yvexire required

to draw attention in our auditor''s report to the related disclosures in the Standalone fiftamaadsstrn, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit ewbfeairesd) up to the date of our auditors'' report. However, future events or conditions may cause the Company to ciealsieLito as a going concern.

• Evaluate the overall presentation, structure and content of the Standalone financial statemding; fhmdisclosures, and whether the Standalone financial statements represent the underlying transactions and avmdnneai that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the plannediKfcopming of the audit and significant audit findings, including any significant deficiencies in internal cortt rwl identify during our audit.

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

F rom the matters communicated with those charged with governance, we determine those matters tfiatiosi significance in the audit of the Standalone financial statements for the financial year ended March 3, anStarnd efore the key audit matters. We describe these matters in our auditors'' report unless law or regulation precludes cpuhlics about the matter or when, in extremely rare circumstances, we determine that a matter should not be coMlininn:iua[t report because the adverse consequences of doing so would reasonably be expected to outweigh the pubhcs sntbenefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2Q2Q) ("the Order'''') issued by the CentaraHrminv of India

in terms of sub-section (1) of section 43 of the Companies Act.2QB, we give in thAnnexure A'''' a statement on

the matters specified in paragraphs 3 and 4 of the said Order, to the extent applicable.

2. As required by section 43(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knawfeflgfcef were necessary for the purpose of our audit.

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

(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including the SlfalOtbant o Comprehensive income), the Standalone Statement of changes in equity and the Standalone stat arashtfofw dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid Standalone financial statements comply with the IndAs Accounting*® tspaiified under section 33 of the Act.

(e) On the basis of the written representations received from the directors as on 3kt March 2Qi23rLaked by the Board of Directors, none of the directors is disqualified as on 3kt March 2Q23 from beingedpaoi a director in terms of section 64 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference to StandalcnleSFidamHdts of the Company and the operating effectiveness of such controls, Refer to our separate R''eAontexure B'''' to this report.

(g) In our opinion, the Managerial Remuneration for the year ended March 3, 2Q23 has been paid bynpdnyCto its directors in accordance with the provisions of Section 97 read with Schedule V to the Act.

(h) With respect to the other matters to be included in the Auditor''s Report in accordance with tRelCompanies (Audit and Auditors) Rules, 20)4 as amended, In our opinion and to the best of the our informadiaucarding to the explanations given to us:

(i) The Company has disclosed the impact of pending litigations on its financial position in its cShandal financial statements - Refer Note No. 34 to the Standalone financial statements

(ii) The company did not have any Long-Term Contracts Including derivative contract for which there v any material foreseeable losses.

(iii) There were no amounts which were required to be transferred to the Investor Education and Prot< F und by the Company.

(iv) a) The management has represented that, to the best of its knowledge and belief, no funds have b advanced or loaned or invested (either from borrowed funds or share premium or any other sources kind of funds) by the Company to or in any other person or entity, including foreign entit ("Intermediaries"),with the understanding, whether recorded in writing or otherwise, that tledianyerm shall, whether, directly or indirectly lend or invest in other persons or entities identifiedamnemy whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantety secur or the like on behalf of the Ultimate Beneficiaries;

b) The management has represented that, to the best of its knowledge and belief, no funds have b received by the Company from any person or entity, including foreign entities ("F unding Paritteihe w understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly indirectly, lend or invest in other persons or entities identified in any manner whatsoeverbbyaor on

the F unding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on tbehal Ultimate Beneficiaries; and

c) Based on such audit procedures performed that have been considered reasonable and appropriate the circumstances, nothing has come to our notice that has caused us to believe that the rijprsssenta under sub-clause (a) and (b) contain any material misstatement.

d) The Company has not declared or paid any dividend during the year.

Place : Indore For, ABMS & Associates

Date : 24th May 2023 Chartered Accountants

(Registration Number: 030879C)

CA Atul Sharma Partner

M. No.: 075615

UDIN : 23075615BGXILK5359

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Mar 31, 2015

We have audited the accompanying financial statements of M/s.Tirupati Starch & Chemicals Ltd., ("the Company"), which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit and Loss, and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Director is responsible for the matters stated in Section134(5) of the Companies Act,2013, ("the Act") with respect to 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 Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate Accounting records in accordance with the provision 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 control that were operating effectively for ensuring the accuracy and completeness of 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 provision of the Act and the Rules made there under ,We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act, Those standards require that we comply with ethical requirement 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 financial control relevant to the Company's preparation of financial statement that give a true and fair view in order to design audit procedures that are appropriate in the circumstances ,but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by companies 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 statement.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements more particularly Subject to Note No. 1(e) (viii), 1(j), 1(k), 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 March 31,2015, 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, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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 obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

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

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

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014'

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

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

1) The company has disclosed the impact of pending litigations on its financial position in its financial statements. Refer Note 25 to the financial statements.

2) The Company has made provisions as required under the applicable law or accounting standards for material forcible losses if any on long terms contracts including derivative contracts.

3) There are no delay in transferring amounts required to be transferred if any to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE AUDITORS' REPORT

Referred to in paragraph 1 of "Report on Other Legal and Regulatory Requirements" of our report of even date M/s.Tirupati Starch & Chemicals Ltd., Indore (2014-15)

(i) (a) In respect of fixed assets the work of compilation of the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is in progress.

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be correlated with the Fixed Assets register the work of compilation is still in progress. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increased.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased.

(c) According to the information and explanations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been properly dealt with in the books of accounts time to time.

(iii) (a) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 189 of the Act and hence clause (a) and (b) are not applicable .

(iv) In our opinion and according to the information and explanations given to us, the internal control procedures is not commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the year the company has appointed M/s. Spark & Associates, Chartered Accountants as Internal Auditors and they have also observed that Internal Control Procedures followed by the company needs improvement and that accounting software in place for the recording the transactions is now not able to keep up with the needs of growing business. Now the Company has appointed a firm of Chartered Accountants as internal Auditor and also broad based its accounts department in order to strengthen the Internal Control System. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets & other expenditure verification.

(v) The Company has not accepted any deposits from the public within the meaning of sections 73 and 74 of the Act and the rules framed there under to the extent notified.

(vi) To the best of our knowledge and according to the information and explanations given to us, as sub-section (1) of section 148 of the Act applicable to the company and the company is in process to comply with the said act and the maintenance of the said records is in process. We have however not made a detailed examination of the cost records with a view to determine whether they are accurate or complete as the same are in process of maintenance.

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

(a) According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Income Tax, Excise Duty, Sales Tax, Service Tax, Cess and any other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Excise Duty and Cess were in arrears, as at 31st March, 2015, for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, details of dues of income tax, excise duty and sales tax which have not been deposited as on 31st March, 2015 on account of any dispute are given below :

Particulars Forum where matter is pending

1 (a) Excise Duty CESTAT

1 (b) Excise Duty Deputy Commissioner- Pithampur

1 (c) Excise Duty CESTAT

1 (d) Excise Duty Tribunal, Delhi has rejected the Depart mental Appeal

1 (e) Excise Duty Supreme Court (Department's Appeal)

2 (a) CST M.P Commercial Appellate Board

2 (b) MPCT M.P Commercial Appellate Board

Particulars Financial/Assessment Amount Year to which involved matter pertains

Excise Duty 1/2005 to 9/2007 Rs. 4,10,05,661/-

Excise Duty 1/2007 to 11/2009 Rs. 4,27,981/-

Excise Duty 9/1996 to 10/1996 Rs. 1,66,334/-

Excise Duty 10/2005 to 10/2014 Rs. 97,16,002/-

Excise Duty 11/2006 to 12/2014 Rs.13,31,44,939/-

CST 1995-96, & 1998-99 Rs. 6,73,755/-

MPCT 1997-98 Rs. 27,041/-

(c') In our opinion and according to the information and explanations given to us No amount is required to be transferred to Investor Education and Protection Fund in accordance with the provisions of the Companies Act, 1956 and the rules made there under.

(viii) The Company have no accumulated losses as at 31st March, 2015 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceding financial year.

(ix) In our opinion and according to the information and explanations given to us, the overdue amount of installments payable to Banks for Term Loan were Rs.1,33.70 Lacs at the end of 31st March, 2015 and the company has regularized the term loan accounts on 10th April 2015.

(x) In our opinion and according to the information and explanations given to us, Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xi) According to the information and explanations given to us, term loan availed by the Company during the year was used for the purpose for which the loan was obtained.

(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, and according to the information and explanations given to us, we have neither come across any instance of material fraud on or by the company, noticed or reported during the year, nor have we been informed of any such case by the management. For SUNIL CHANDRA GOYAL & CO.

Chartered Accountants

Firm Reg.No. FRN : 002658C

SUNIL GOYAL

Place: Indore Proprietor

MNo.71809 Date : 30th May, 2015

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Mar 31, 2014

We have audited the accompanying financial statements of M/s.Tirupati Starch & Chemicals Ltd , ("the Company"), which comprise the Balance Sheet as at March 31, 2014 the Statement of Profit and Loss, and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

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 the General Circular 1 512013 dated 13th Sept. 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.

Auditor's Responsibility

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

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

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

Opinion

in our opinion and to the best of our Information and according to the explanations given to

us, the financial statements more particularly Subject to Note No t(e) (VIll). 1(i). 1(k). give

the information required by the Act in the manner so required and give a true and fair view in

conformity with the accounting principles generally accepted in India:

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

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

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

Report on Other Legal and Regulatory Requirements

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

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

a. we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit:

b. in our opinion proper books of account as required by taw have been kept by the Company so far as appears from our examination of those books

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

d in our opinion, the Balance Sheet, the Statement of Profit and LOos, and the Cash Flow Statement comply with the Accounting Standards referred 10 in subsection (3C) of section 211 of the Act, read with the General Circular 1512013 dated 13th September. 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e. On the basis of written representations received from the directors as an 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 Act .

ANNEXURE TO THE AUDITORS' REPORT

Referred to in paragraph 1 of "Report on Other Legal and Regulatory Requirements" oF our report of even date

M/s.Tirupati Starch & Chemicals Ltd.. Indore (2013-14)

(i) (a) In respect of fixed assets the work of compilation of the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is in progress

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be correlated with the Fixed Assets register the work of compilation is still in progress. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) During the year, as explained to us. Mo part of fixed assets has been disposed off by the Company.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increased in respect of Stocks sent on consignment basis and lying with third parties these have substantially been confirmed by them, and in absence of some confirmations the stock Is based on the basis of records available with the Company & Confirmation by the management, more particularly described in Note 1 (e)(vij forming part of accounts.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased

(c) Acconding to the In formation and expla nations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been property dealt with in the books of accounts time to time.

(iii) (a) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 301 of the Companies Act, 1956,therefore paragraphs (iii),(b),(c),(d) are not applicable.

(b) The Company has taken loan of Rs, 4,78,,49,716.07 from 21 parties & maximum dues Rs. 5,30,39,103/- from parties who are relatives of key management personal.

(C) The rate of interest and other terms & conditions of loans taken by the company are not prim a facie prejudicial lo the interest of the company

(d) No amount was overdue for repayment

(iv) In our opinion and according to the information and explanations given to us, there are adequate infernal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets.

(v) (a) To the best of our knowledge and belief and according to information and explanations given to us, we are of the opinion that there was No transaction that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956,

(b) In our opinion and according to the information and explanations given to us There was no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956, and exceeding the value of rupees five lakhs in respect to any party duiyng the year.

(vi) in our opinion and According to the information and explanations given to us. we are of the opinion that the Company has not complied with the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits), Rules, 1975 with regard to deposits accepted from public to ihe extent that it has accepted excess deposit of Rs.37 17 Lacs as on 31s! March. 2014 from the limits specified. As per information and explanation given to us. The Central Government had granted exemption to the company from the compliance of provisions of section 58A of the Companies Act, 1956 and Rules 3(2)(i) & 3(2)(ii) of the companies (Acceptance of Deposit} Rules 1975 framed there under upto 31.03,2013 subject to certain conditions and no other order under the aforesaid section has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal

(uii) The Company has an internal audit system which in our opinion needs to be strengthened to make it commensurate and adequate with the size of the company and nature of its business.

(viii) To the best of our knowledge and according to the information and explanations given to us, as per notification of ihe Ministry of Corporate Affairs dated 3rtl June. 2011 the provisions of the Companies (Cost Accounting) Rules 2011 are applicable to the company and the company is in process to comply with the said rules and the maintenance of the said records is in process We have however not made a detailed examination of the cost records with a view to determine whether they are accurate or complete as the same are in process of maintenance.

(ix) According to the informal ion and explanations given to us in respect of statutory and other dues:

(a) According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund. Income Tax. Excise Duty, Sales Tax, Service Tax, Cess and any other materia! statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income-tax. Sales Tax. Excise Duty and Cess were in arrears, as at 31" March, 2014. for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, details of dues of income tax, excise duty and sales tax which have not been deposited as on 3111 March, 2014 on account of any dispute are given below:

Particulars Foam where matter is [Financiai/Assessme pendng nt Year to which matter pertains

1 Excise Duty commissioner Central Excise Various Years DepariTTien! & Other

2 (a) C3T M.P Commercial Appellate 1995-99, & 199&99 Bogrd

(h) MPCT M.P Commercial Appellate 1397-98 Board Amount involved

1 Rsl6.30,9O,57Or-

2 Rs 673755/-

(h) Rs.27D41A

(x) The Company have no accumulated losses as at 31st March, 2014 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceding financial year.

(xi> In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions. banks and debenture holders during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities,

fxiii) The provisions of any special statutes as specified under clause (xiii) ol the order are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us. the Company is not a dealer or trader in securities & investments.

(xv) In our opinion and according to the information and explanations given to us. Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) According to the information and explanations given to us, term loan availed by the Company during the year was used for the purpose for which the loan was obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, in our opinion, Short term funds have generally been used for short term purposes

(xviii) According to the information and explanations given to us. during the year the Company has made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Ad. 1956 at the price which is not prejudicial to the interest of the company.

(xix) According to the information and explanations given to us. the Company has not issued any debentures during the year

(xx) The Company has raised money through preferential allotment of 0% Redeemable Non Convertible and Non -Cumulative Preference Shares during the year and used it for the object of the issue.

(xxi) Based upon the audit procedures performed and information given by the management we report that no fraud on or by the company has been noticed or reported during the course of our Audit.

For SUNIL CHANDRA GOYAL& CO Chartered Accountants Firm Reg No FRN:002658C

sd/- sunil goyal Place: indore Proprietor Date : 30 May 2014 MNo.71609

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of M/s.Tirupati Starch & Chemicals Ltd., ("the Company"), which comprise the Balance Sheet as at March 31, 2013 the Statement of Profit and Loss, and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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") and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements more particularly Subject to Note No. 1(e)(vi), (vii), (viii), 1(j), 1(k),

25(v), 28, 35, 36 & 36A give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

e. On the basis of written representations received from the directors as on March 31, 2013, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

ANNEXURE TO THE AUDITORS'' REPORT

Referred to in paragraph 1 of "Report on Other Legal and Regulatory Requirements" of our report of even date

M/s.Tirupati Starch & Chemicals Ltd., Indore (2012-13)

(i) (a) In respect of fixed assets the work of compilation of the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is in progress.

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be correlated with the Fixed Assets register the work of compilation is still in progress. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) During the year, as explained to us, No part of fixed assets has been disposed off by the Company.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increase. In respect of Stocks sent on consignment basis and lying with third parties these have substantially been confirmed by them, and in absence of some confirmations the stock is based on the basis of records available with the Company & Confirmation by the management, more particularly described in Note 1(e)(vi) forming part of accounts.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased.

(c) According to the information and explanations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been properly dealt with in the books of accounts time to time.

(iii) (a) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 301 of the Companies Act, 1956, therefore paragraphs (iii),(b),(c),(d) are not applicable.

(b) The Company has taken loan of Rs.4,24,85,464/- from 36 parties & maximum dues Rs.4,29,61,308/- from parties who are relatives of key management personal.

(c) The rate of interest and other terms & conditions of loans taken by the company are not prima facie prejudicial to the interest of the company.

(d) No amount was overdue for repayment.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets.

(v) (a) To the best of our knowledge and belief and according to information and explanations given to us, we are of the opinion that there was No transaction that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us. There was no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956. and exceeding the value of rupees five lakhs in respect to any party during the year.

(vi) In our opinion and According to the information and explanations given to us, we are of the opinion the Company has not complied with the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits), Rules, 1975 with regard to deposits accepted from public as it has accepted excess deposit of Rs.476.63 Lacs as on 31st March, 2005 and Rs.352.61 lacs as on 30th November, 2007 from the limits specified. As per information and explanation given to us. The Central Government had granted exemption to the company from the compliance of provisions of section 58A of the Companies Act, 1956 and Rules 3(2)(i) & 3(2)(ii) of the companies (Acceptance of Deposit) Rules 1975 framed there under upto 31.03.2013 subject to certain conditions and no other order under the aforesaid section has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal. Further during the year the Company has accepted further deposits to the extent of Rs. 170.44 lacs and for this it has applied for exemption from Central Government vide its latest letter no. TSCL/281 dt. 10/05/2012 and the sanction is awaited.

(vii) The Company has an internal audit system which in our opinion needs to be strengthened to make it commensurate and adequate with the size of the company and nature of its business.

(viii) To the best of our knowledge and according to the information and explanations given to us, as per notification of the Ministry of Corporate Affairs dated 3rd June, 2011 the provisions of the Companies (Cost Accounting) Rules 2011 are applicable to the company and the company is in process to comply with the said rules and the maintenance of the said records is in process. We have however not made a detailed examination of the cost records with a view to determine whether they are accurate or compute as the same are in process of maintenance.

(ix) According to the information and explanations given to us in respect of statutory and other dues:

According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Income Tax, Excise Duty, Sales Tax, Service Tax, Cess and any other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Excise Duty and Cess were in arrears, as at 31st March, 2013, for a period of more than six months from the date they became payable subject to note No.25, 28, 35 & 36 and the disputed amounts as detailed in (b) below.

(x) The Company have no accumulated losses as at 31st March, 2013 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions, banks and debenture holders during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statutes as specified under clause (xiii) of the order are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in securities & investments.

(xv) In our opinion and according to the information and explanations given to us, Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) According to the information and explanations given to us, term loan availed by the Company during the year was used for the purpose for which the loan was obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, in our opinion, Short term funds have generally been used for short term purposes.

(xviii) According to the information and explanations given to us, during the year the Company has not made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, the Company has not issued any debentures during the year.

(xx) The Company has not raised any money through public issues during the year.

(xxi) Based upon the audit procedures performed and information given by the management we report that no fraud on or by the company has been noticed or reported during the course of our Audit.

For SUNIL CHANDRA GOYAL & CO.,

Chartered Accountants

SUNIL GOYAL

Proprietor

Membership No.71809

Place : Indore FRN : 002658C

Date : 30th May'' 2013

---

Mar 31, 2012

1. We have audited the attached Balance Sheet of M/s. Tirupati Starch & Chemicals Ltd., as at 31st March 2012 and also the Profit and Loss Account and 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 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 mis-statement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by 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 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, as amended by the Companies (Auditors Report) (Amendement) Order 2004 (together the order) and on the basis of such checks of the books and records of the company as we considered appropriate and according to the informations & explanations given to us, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable to the Company.

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

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

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

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

(d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report subject to comments given below comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ;

(e) On the basis of the written representations received from the directors, as on March 31, 2012, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on March 31, 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) We have relied upon the representations made to us by the management that.

(i) Being a complex technical matter, the Stock in Process of Raw Starch has been determined as described in Note-1 (e) (iii) (a) forming part of accounts.

Subject to the foregoing, in our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the Company's Accounting Policies and the Notes thereto as per schedule 20 forming part of Accounts, more particularly. Note No.1(e) (vi) (vii) & (viii) regarding method of ascertainment & accounting of consignment exspenses Inventory and sale of Finished Goods lying with consignee,. Note No.1(j) & 1(k) regarding Non-provision for leave encashment, in terms of revised AS-15 issued by Institute of Chartered Accountant of India, regarding premium paid under Group Gratuity Scheme of LIC charged to Profit & Loss A/c. Note No. 23

(vi) regarding MandiTax, Note No. 26 regarding inclusion of Excise Duty on uncleared Stock of Finished Goods amounting to Rs. 4,78,390/- Note No. 32 regarding Non-reconciliation of Coal & Stores records and Note No. 33 regarding non-ascertainment of amount receivable, Note No. 34, regarding ascertainment of Export benefits forming part of accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in confirmity 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 profit of the Company for the year ended on that date; and

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

ANNEXURE TO THE AUDITORS' REPORT

Referred to in paragraph 3 of our report of even date

M/s.Tirupati Starch & Chemicals Ltd., Indore (2011-12)

(i) (a) In respect of fixed assets, the work of compilation of the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is in progress.

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be corelated with the Fixed Assets register the work of compilation is still in progress. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) During the year, as explained to us, No part of fixed assets has been disposed off by the Company.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increase. In respect of Stocks sent on consignment basis and lying with third parties these have substantially been confirmed by them, and in absence of some confirmations the stock is based on the basis of records available with the Company & Confirmation by the management, more particularly described in Note 1 (e)(vi) forming part of accounts.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased.

(c) According to the information and explanations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been properly dealt with in the books of accounts time to time.

(iii) (a) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 301 of the Companies Act, 1956, therefore paragraphs (iii),(b),(c),(d) are not applicable.

(b) The Company has taken loan of Rs.3,87,12,157/- from 36 parties & maximum dues 4,15,70,872/- from parties who are relatives of key management personal.

(c) The rate of interest and other terms & conditions of loans taken by the company are not prima facie prejudicial to the interest of the company.

(d) No amount was overdue for repayment.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets.

(v) (a) To the best of our knowledge and belief and according to information and explanations given to us, we are of the opinion that there was no transaction that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us. There was no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the CompaniesAct, 1956. and exceeding the value of rupees five lakhs in respect to any party during the year.

(vi) In our opinion and According to the information and explanations given to us, we are of the opinion the Company has not complied with the provisions of Sections 58Aand 58AAof the CompaniesAct, 1956 and the Companies (Acceptance of Deposits), Rules, 1975 with regard to deposits accepted from public as it has accepted excess deposit of Rs.476.63 Lacs as on 31st March, 2005 and Rs.352.61 lacs as on 30th November, 2007 from the limits specified. As per information and explanation given to us. The Central Government had granted exemption to the company from the compliance of provisions of section 58A of the Companies Act, 1956 and Rules 3(2)(i) & 3(2)(ii) of the companies (Acceptance of Deposit) Rules 1975 framed there under upto 31.03.2013 subject to certain conditions and no other order under the aforesaid section has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vii) The Company has an internal audit system which in our opinion needs to be strengthened to make it commensurate and adequate with the size of the company and nature of its business.

(viii) To the best of our knowledge and according to the information and explanations given to us, as per notification of the Ministry of Corporate Affairs dated 3rd June, 2011 the provisions of the Companies (Cost Accounting) Rules 2011 are applicable to the company and the company is in process to comply with the said rules and the maintenance of the said records is in process. We have however not made a detailed examination of the cost records with a view to determine whether they are accurate or compute as the same are in process of maintenance.

(ix) According to the information and explanations given to us in respect of statutory and other dues:

(a) According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Income Tax, Excise Duty, Sales Tax, Service Tax, Cess and any other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Excise Duty and Cess were in arrears, as at 31st March, 2012, for a period of more than six months from the date they became payable subject to note No. 23, 26, 32 & 33 and the disputed amounts as detailed in (b) below.

(b) According to the information and explanations given to us, details of dues of income tax, excise duty and sales tax which have not been deposited as on 31st March, 2012 on account of any dispute are given below:

Particulars Forum where matter is Financial/ Assessment Amount Involved pending Year to which matter pertains

1 Excise Duty Commissioner Central Excise Various Years Rs. 23,37,75,030/- Department & others

2(a) CST M.R Commercial Appellate 1995-96, 1997-98 Rs. 4,86,766/- Board & 1998-99

(b) MPCT M. P. Commercial Appellate 1997-98 Rs. 27,041/- Board

(x) The Company have no accumulated losses as at 31st March, 2012 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceeding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions, banks and debenture holders during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statutes as specified under clause (xiii) of the order are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in securities & investments.

(xv) In our opinion and according to the information and explanations given to us, Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) According to the information and explanations given to us, no term loans were availed by the Company during the year was used for the purpose for which the loan was obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, in our opinion, Shortterm funds have generally been used for short term purposes.

(xviii) According to the information and explanations given to us, during the year the Company has not made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, the Company has not issued any debentures during the year.

(xx) The Company has not raised any money through public issues during the year.

(xxi) Based upon the audit procedures performed and information given by the management we report that no fraud on or by the company has been noticed or reported during the course of our Audit.

For SUNIL CHANDRAGOYAL & CO.,

Chartered Accountants

SUNIL GOYAL Proprietor Membership No.71809

Place: Indore FRN : 002658C

Date : 5th September' 2012

---

Mar 31, 2011

1. We have audited the attached Balance Sheet of M/s. Tirupati Starch & Chemicals Ltd., as at 31st March 2011 and also the Profit and Loss Account and 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 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 mis-statement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by 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 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, as amended by the Companies (Auditors Report) (Amendement) Order 2004 (together the order) and on the basis of such checks of the books and records of the company as we considered appropriate and according to the information's & explanations given to us, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order to the extent applicable to the Company.

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

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

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

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

(d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report subject to comments given below comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

(e) On the basis of the written representations received from the directors, as on March 31, 2011, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on March 31, 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) We have relied upon the representations made to us by the management that.

(i) Being a complex technical matter, the Stock in Process of Raw Starch has been determined as described in Note-1 (e) (iii) (a) in Schedule 20 forming part of accounts.

Subject to the foregoing, in our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the Company's Accounting Policies and the Notes thereto as per schedule 20 forming part of Accounts, more particularly. Note No.1(e) (vi) (vii) & (viii) regarding method of ascertainment & accounting of consignment expenses Inventory and sale of Finished Goods lying with consignee,. Note No.1(j) & 1(k) regarding Non-provision for leave encashment, in terms of revised AS-15 issued by Institute of Chartered Accountant of India, regarding ¦ premium paid under Group Gratuity Scheme < of LIC charged to Profit & Loss A/c. Note No.5 regarding inclusion of Excise Duty on un cleared Stock of Finished Goods amounting to Rs. 4,20,807/- Note No.11 regarding Non- reconciliation of coal & store records and Note No. 12 regarding non-ascertainment of amount receivable, Note No. 13, regarding non ascertainment of Export benefits of schedule 20 forming part of 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 profit of the Company for the year ended on that date; and

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

ANNEXURE TO THE AUDITORS' REPORT Referred to in paragraph 3 of our report of even date M/s.Tirupati Starch & Chemicals Ltd., Indore (2010-11)

(i) (a) In respect of fixed assets, the work of compilation of the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is in progress.

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be corelated with the Fixed Assets register the work of compilation is still in progress. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) During the year, as explained to us, No part of fixed assets has been disposed off by the Company.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increase. In respect of Stocks sent on consignment basis and lying with third parties these have substantially been confirmed by them, and in absence of some confirmations the stock is based on the basis of records available with the Company & Confirmation by the management, more particularly described in Note 1 (e)(vi) of schedule 20 forming part of accounts.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased.

(c) According to the information and explanations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been properly dealt with in the books of accounts time to time.

(iii) (a) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 301 of the Companies Act, 1956, therefore paragraphs (iii),(b),(c),(d) are not applicable.

(b) The Company has taken loan of Rs.3,87,07,486/- from 37 parties & maximum dues 5,31,04,397/- from 50 parties who are relatives of key management personal.

(c) The rate of interest and other terms & conditions of loans taken by the company are not prima facie prejudicial to the interest of the company.

(d) No amount was overdue for repayment.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets.

(v) (a) To the best of our knowledge and belief and according to information and explanations given to us, we are of the opinion that there was No transaction that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us. There was no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956. and exceeding the value of rupees five lakhs in respect to any party during the year.

(vi) In our opinion and According to the information and explanations given to us, we are of the opinion the Company has not complied with the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits), Rules, 1975 with regard to deposits accepted from public as it has accepted excess deposit of Rs.476.63 Lacs as on 31st March, 2005 and Rs.352.61 lacs as on 30th November, 2007 from the limits specified. As per information and explanation given to us. The Central Government has granted exemption to the company from the compliance of provisions of section 58A of the Companies Act, 1956 and Rules 3(2)(i) & 3(2)(ii) of the companies (Acceptance of Deposit) Rules 1975 framed there under upto 31.03.2013 subject to certain conditions and no other order under the aforesaid section has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vii) The Company has an internal audit system which in our opinion needs to be strengthened to make it commensurate and adequate with the size of the company and nature of its business.

(viii) To the best of our knowledge and according to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any product of the Company under Section 209(1 )(d) of the Companies Act, 1956.

(ix) According to the information and explanations given to us in respect of statutory and other dues:

(a) According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Income Tax, Excise Duty, Sales Tax, Service Tax, Cess and any other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Excise Duty and Cess were in arrears, as at 31st March, 2011, for a period of more than six months from the date they became payable subject to note No.2, 5, 11 & 12 of Notes on Accounts (Schedule 20) and the disputed amounts as detailed in (b) below.

(b) According to the information and explanations given to us, details of dues of income tax, excise duty and sales tax which have not been deposited as on 31st March, 2011 on account of any dispute are given below:

Particulars Forum where matter is Financial/ Assessment Amount Involved pending Year to which matter pertains

1 Excise Duty Commissioner Central Excise Various Years Rs. 23,35,79,776/- Department & others

2(a) CST M.P. Commercial Appellate 1995-96,1997-98 Rs. 4,86,766/- Board & 1998-99

(b) MPCT M.P. Commercial Appellate 1997-98 Rs. 27,041/- Board

(x) The Company have no accumulated losses as at 31st March, 2011 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceeding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions, banks and debenture holders during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statutes as specified under clause (xiii) of the order are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in securities & investments.

(xv) In our opinion and according to the information and explanations given to us, Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) According to the information and explanations given to us, no term loans were availed by the Company during the year.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, in our opinion, Short term funds have generally been used for short term purposes.

(xviii) According to the information and explanations given to us, during the year the Company has not made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, the Company has not issued any debentures during the year.

(xx) The Company has not raised any money through public issues during the year.

(xxi) Based upon the audit procedures performed and information given by the management we report that no fraud on or by the company has been noticed or reported during the course of our Audit.

For SUNIL CHANDRAGOYAL & CO.,

Chartered Accountants

SUNIL GOYAL

Proprietor

Membership No.71809

Place : Indore FRN : 002658C

Date :20th August'2011

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Mar 31, 2010

1. We have audited the attached Balance Sheet of M/s. Tirupati Starch & Chemicals Ltd., as at 31 st March 2010 and also the Profit and Loss Account and 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 mis-statement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by 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 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, as amended by the Companies (Auditors Report) (Amendement) Order 2004 (together the order) and on the basis of such checks of the books and records of the company as we considered appropriate and according to the informations & explanations given to us, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said-order to the extent applicable to the Company.

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

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

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

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

(d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report subject to comments given below comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

(e) Onthe basis of the written representations received from the directors, as on March 31,2010, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on March 31,2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(f) We have relied upon the representations made to us by the management that.

(i) Being a complex technical matter, the Stock in Process of Raw Starch has been determined as described in Note-1(e)(iii)(a) in Schedule 20 forming part of accounts.

Subject to the foregoing, in our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the Companys Accounting Policies and the Notes thereto as per schedule 20 forming part of Accounts, more particularly. Note No.1(e) (vi) (Vii) & (Viii) regarding method of ascertainment & accounting of Inventory and sale of Finished Goods lying with consignee,. Note No.1(j) & 1(k) regarding Non-provision for leave encashment, in terms of revised AS-15 issued by Institute of Chartered Accountant of India, regarding premium paid under Group Gratuity Scheme of LIC charged to Profit & Loss A/c. Note No.5 regarding inclusion & provision of Excise Duty on uncleared Stock of Finished Goods amounting to Rs. 1,50,836/- Note No.11 regarding Non-reconciliation of Excise records and Note No. 12 regarding non-ascertainment of amount receivable, Note No. 13, regarding Export benefits of schedule 20 forming part of accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in confirmity with the accounting principles generally accepted in India.

(a) in the case of the Balance Shee.t, 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 profit of the Company for the year ended on that date; and

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

ANNEXURE TO THE AUDITORS REPORT Referred to in paragraph 3 of our report of even date M/s.Tirupati Starch & Chemicals Ltd., Indore (2009-10)

(i) (a) In respect of fixed assets, the Fixed Assets register showing other particulars such as location, depreciation, quantitative details etc. is maintained.

(b) As explained to us, most of the fixed Assets were physically verified in a phased manner during the year by the management in accordance with a programme of verification, which in our opinion should be corelated with the Fixed Assets register. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) During the year, as explained to us, No part of fixed assets has been disposed off by the Company.

(ii) (a) As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification needs to be increased. In respect of Stocks sent on consignment basis and lying with third parties these have substantially been confirmed by them, and in absence of some confirmations the stock is based on the basis of records available with the Company & Confirmation by the management, more particularly described in Note 1(e)(vi) of schedule 20 forming part of accounts.

(b) According to the information and explanations given to us, in our opinion, the procedures for physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business and in our opinion frequency of verification needs to be increased.

(c) According to the information and explanations given to us, in our opinion the Company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material, having regard to the size & nature of the business of the Company and the same have been properly dealt with in the books of accounts time to time.

(iii) (d) According to the information and explanations given to us as the Company has not given any loans to companies, firms or other parties covered in register maintained under section 301 of the Companies Act, 1956, therefore paragraphs (iii),(b),(c),(d) are not applicable.

(e) The Company has taken loan of Rs.4,28,12,817/- from 41 parties & maximum dues 5,31,22,138/- from 53 parties who are relatives of key management personal.

(f) The rate of interest and other terms & conditions of loans taken by the company are not prima facie prejudicial to the interest of the company.

(g) No amount was overdue for repayment.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, the management has assured to strengthen the aforesaid internal control procedures mainly regarding purchase of Fixed Assets.

(v) (a) To the best of our knowledge and belief and according to information and explanations given to us, we are of the opinion that there was No transaction that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us. There was no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956. and exceeding the value of rupees five lakhs in respect to any party during the year.

(vi) In our opinion and According to the information and explanations given to us, we are of the opinion the Company has not complied with the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits), Rules, 1975 with regard to deposits accepted from public as it has accepted excess deposit of Rs.476.63 Lacs as on 31st March, 2005 and Rs.352.61 lacs as on 30th November, 2007 from the limits specified. As per information and explanation given to us. The Central Government has granted exemption to the company from the compliance of provisions of section 58A of the Companies Act, 1956 and Rules 3(2)(i) & 3(2)(ii) of the companies (Acceptance of Deposit) Rules 1975 framed there under upto 31.03.2013 subject to certain conditions and no other order under the aforesaid section has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vii) The Company has an internal audit system which in our opinion needs to be strengthened to make it commensurate and adequate with the size of the company and nature of its business.

(viii) To the best of our knowledge and according to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any product of the Company under Section 209(1 )(d) of the Companies Act, 1956.

(ix) According to the information and explanations given to us in respect of statutory and other dues:

(a) According to the information and explanations given to us and according to the books and records as produced and examined by us, the Company is generally regular in depositing undisputed statutory dues, including Provident Fund, Income Tax, Excise Duty, Sales Tax, Service Tax, Cess and any other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Excise Duty and Cess were in arrears, as at 31st March, 2010, for a period of more than six months from the date they became payable subject to note No.2, 5, 11 & 12 of Notes on Accounts (Schedule 20) and the disputed amounts as detailed in (b) below.

(b) According to the information and explanations given to us, details of dues of income tax, excise duty and sales tax which have not been deposited as on 31st March, 20010 on account of any dispute are given below :



Particulars Forum where matter is Financial Amount involved pending Yeartowhich matter pertains

1 Income Tax Income Tax Authority, Indore 1995-96 Rs.153648/-Addition of cash credit etc. reducing unabsorbed depreciation & Interest.

Income Tax Authority, Indore 1998-99 Pending for fresh order from AO. Rs. Nil Addition of cash credit etc. reducing unabsorbed depreciation CIT (Appe als)-ll, Indore 2004-05 Rs. Nil Addition of cash credit Disallowances certain expenses and addition under sec.145A

CIT (Appe als)-ll, Indore 2005-06 Rs. Nil Addition of cash credit Disallowances certain expenses and addition under sec.145A

2 Excise Duty Central Excise Department SCN No./OrderNo. Appeal by Central Excise Department against Order in Original No.26-27 dtd.21.07.06 Rs.9,34,36,459/- in the matter of class ification of Maize Starch

V(35)15-04/2007/Adj. 1/31986 dated 03.12.2007 Rs.26663128/- in the matter of Classification dispute of Maize Starch.

V(35)15-01/2008/Adj. l/28532 dated 22.10.2008 Rs.26458042/- in the matter of Classification dispute of Maize Starch.

Appeal No.E/2990/06/C. Exdse dated 06.09.2006 Rs.4,58,096/- Appeal No.E/1241/06 Rs.7,33,488/-

IV(16)30-318/OT/Pith/ Adj/8795 dated 07.12. 2007 Rs.393622/- in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-76/08/Pith/ Adj/1666 dated 10.03. 2008 Rs.477802/- in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-336/08/Adj/ 8667 dated 05.12.2008 Rs.495842-in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-95/08-09/ Adj/11450 dated 06.03. 2009 Rs.484387/- in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-136/06/Pith /5975 dated 11.09.2006 Rs.470576A in the matter of Disallow of Cenvat Credit as com mon input used in Hydrol.

IV(16)30-65/07/Pith/ 1003 dated 28.02.2007 Rs.466136/ - in the matter of Disallow of Cenvat Credit as com mon input used in Hydrol.

IV(16)30-66/07/Pith/ Adj/1006 dated 28.02. 2007 Rs.484341/- in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-43/08/Pith/ Adj/3433 dated 12.05. 2008 Rs.406131/-in the matter of Disallow of Cenvat Credit as common input used in Hydrol.

IV(16)30-12/09/Pith/ Adj/10048 dated 19.01. 2009 Rs.42464/- in the matter of Credit availed on service tax paid on outward transportation.

IV(16)30-219/08/Adj /5092 Rs.302663/- in the matter of Credit availed on service tax paid on outward transportation.

V(35) 15-02/07/Adj/ 23327 dt.09.08.2007. Demand of Rs. 20843 640/- has been issued on the ground that the company availed credit of service tax availed on Input Serv ices which were also used for exempted goods.

V(17) 15- /2007/Adj. 1/25123 dt.06/09/2007, Demand of Rs.16399760/- i.e.10% of value of exempted goods.

V(935) 15 - 02/15982 dt.25.06.2008. Demand of Rs.3762261/- i.e.1 0% of value of exempted goods on the ground of non maintenance of separate record of inputs of dutiable and exempted goods.

Appeal No.E/3683/2003- NB(SM) Rs.=166334/- in the matter of Credit on returned goods.

3. CST Reference application pending 1995-1996 Assessment demand after first appeal effect.

before M.P. Commercial Tax Rs. 175731/-, Part payment made of Rs. 35,200/-

Appellate Board on 06/02/2004. Demand outstanding as on 31/03/ 2010 Rs.1,40,531/-

MPCT Reference application pending 1997-1998 Assessment demand after second appeal effect.

before M.P. Commercial Tax Rs. 27041/-, No part payment made. Demand Appellate Board. outstanding As on 31/03/2010 Rs.27,041/-

CST Appeal argued before M.P. 1997-1998 Assessment demand after first appeal effect. Commercial Tax Appellate Rs. 232465/-, part payment made of Rs. 46,500/- Board Order awaited. on 06/02/2004. Demand outstanding As on 31/03/ 2010 Rs.1,85,956/-

CST Reference application pending 1998-1999 Assessment demand after first appeal effect.

before M.P. Commercial Tax Rs. 318392/-, part pay ment made of Rs. 63,700/- Appellate Board . on 06/02/2004. Demand outstanding As on 31/03/ 2010 Rs. 2,54,692/-

MPCT On revision, the assessment for. Reassessment u/s28(1) Demand Rs.166868/-, No MPCT & CST for both the years part payment made. MPCT & CST (2002-03) & are remanded to the file of (2003-04) Cases pending for reassessment Assessing Officer. before ACCT.

ET The Entry Tax Assessments are ET - 2002-03 Amount demanded paid vide challan confirmed vide order of Upper no. 1014 dt.05/12/2009 Commissioner Dated 19/08/2009 ET - 2003-04 Amount demanded paid vide challan no. 1015 dt.05/12/2009.

CST 2002-2003 Reassessment u/s28(1) Demand Rs.4025374/-, No part payment made. Demand outstanding as on 31/ _ 03/2010 is NIL.

ET 2002-2003 Reassessment u/s28(1) Demand Rs. 421514/- No part payment made. Demand outstanding as on 31/03/2010 is NIL.

MPCT 2003-2004 Reassessment u/s28(1) Demand Rs.353496/-, No part payment made. Demand outstanding as on 31/03/2010 is NIL.

CST 2003-2004 Reassessment u/s28(1) Demand Rs.2711474/-, No part payment made. Demand outstanding as on 31/03/2010 is NIL. ET 2003-2004 Reassessment u/s28(1) Demand Rs.510434/-, No part payment made. Demand outstanding as on 31/03/2010 is NIL.

MPCT Appeal filed before Hon ble 2004-2005 Reassessment u/s 28(1) Demand Rs. 390584/-, Deputy Commi ssioner of Part payment made of Rs. 39060/- on 22/05/08.

Demand outstanding as on 31/03/2010 is Rs.61/-

CST Comimercial Tax. All de cided in 2004-2005 Reassessment u/s 28(1) Demand Rs. 2595248/-, our favour. Net demand for Part payment made of Rs. 259530/- paid on 22/05/08 these three cases after Demand outstanding as on 31/03/2010 is NIL

ET adjustment of relief & part 2004-2005 Reassessment u/s 28(1) Demand Rs. 363157/-, payment rem ains Rs. 31 776/- Part payment made of Rs. 36320/- on 22/05/08. Demand outstanding as on 31/03/2010 is Nil

Dextrose Divison

MPCT Appeal filed before Honble 2004-2005 Reassessment u/s. 28(1) Demand X 8485/-, Part Deputy Commi ssioner of . payment made of Rs. 850/- on 22/05/08. Demand outstanding as on 31/03/2010 is NIL.

CST Commercial Tax. All dec ided in 2004-2005 Reassessment u/s. 28(1) Demand Rs. 138725/-, our favour. Net refund receivable Part payment made of Rs. 13880/- on 22/05/08. Demand outstanding as on 31/03/2010 is NIL

ET Rs. 31715/- after adjus tment Reassessment u/s. 28(1) Demand Rs. 8485/-, Part of relief & Part payment. 2004-2005 payment made of Rs. 9040/- on 22/05/08. Demand outstanding as on 31/03/2010 is NIL

(x) The Company have no accumulated losses as at 31st March, 2010 no cash losses incurred during the financial year covered by our audit there was no Cash Loss in the immediately preceeding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions, banks and debenture holders during the year.

(xii) In our opinion and according to the information and explanations given to us, the Company has not granted loans and acvances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statutes as specified under clause (xiii) of the order are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not a dealer or trader in securities & investments.

(xv) In our opinion and according to the information and explanations given to us, Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi; According to the information and explanations given to us, no term loans were availed by the Company during the year.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, in our opinion, Short term funds have generally been used for short term purposes.

(xviii) According to the information and explanations given to us, during the year the Company has not made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, the Company has not issued any debentures during the year.

(xx) The Company has not raised any money through public issues during the year.

(xxi) Based upon the audit procedures performed and information given by the management we report that no fraud on or by the company has been noticed or reported during the course of our Audit.

For SUNIL CHANDRAGOYAL & CO.,

Chartered Accountants

FRN: 002658C

SUNIL GOYAL

Proprietor

Membership No.71809

Place : Indore

Date : 4th September2010