Auditor Report of Unison Metals Ltd.

Mar 31, 2024

Unison Metals Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the standalone financial statements of Unison Metals Limited (the "Company") which comprise the standalone balance sheet as at March 31, 2024, and the standalone statement of profit and loss (including 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 material accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the.explanations given to us, the aforesaid 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 March 31, .2024, and its 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 in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor''s Responsibilities for the Audit of the Standalone Financial Statements section pf 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 Act and the Rules thereunder, and we have fulfilled, our other ethical responsibilities in ¦ accordance with these requirements and the Code of Ethics. We believe that.the audit evidence obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.

Key Audit Matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The Key Audit.Matter	How the matter was addressed in our audit
Revenue Recognition - Refer Note 19 of the Standalone Ind AS Financial Statements;
Revenue is recognised when significant risk and rewards of ownership of the products have passed to customers and it is measured at the fair value of the- consideration received or receivable, net of returns and allowances, trade discounts and volume rebates. Owing to the variety of products, markets,-product specifications, credit terms, delivery terms and other terms of supply, discounts and volume related concessions, the product pricing, recognition and. measurement of revenue involves "a significant amount of management judgement and estimation. Therefore, there is a risk of revenue being misstated as a result of faulty judgements or estimations. There is''also a risk of revenue bding overstated due to fraud resulting from the pressure on management to achieve performance targets at the reporting date.	Our audit procedures included: • Assessing the appropriateness of the revenue recognition accounting .policies, by comparing with applicable accounting standards. • Performing substantive testing (including year- end cut-off testing) by selecting samples of revenue transactions recorded during the year (and before and after the financial year end) by verifying the underlying documents, ¦ which included sales invoices/contracts and shipping documents. • Comparing the historical Sales Price to current trends. We also considered the historical accuracy of the Company''s estimates in previous years. • Seeking management explanations and justifications, in specific cases, and examining and evaluating them with available documentary evidences wherever considered necessary ¦ • Evaluating the adequacy of the Company''s'' disclosures in respect of revenue.
Suspension of manufacturing operations of Cold Rolled Patta-Patti Plant - Refer Note 2.3 of the Standalone Ind AS Financial Statements.
Our audit of the Financial Statements for the year ending 31st March, 2024 included the evaluation of the Accounting Treatment and disclosure of assets classified as "Held for Sale", which have not been sold within one year from the classification date. The assets in question have not been sold within the expected timeframe due to limited availability of buyers in the market, primarily attributed to the high value and specialized nature of the assets.	Our audit procedures included: • Evaluating the rationale and supporting documentation decision to classify these assets as held for management''s for sale despite the'' absence of potential buyers within one year and assessing whether the decision ¦ was well-founded, considering factors such as market

		conditions, historical sales data, and
Our -audit procedures revealed that		expert opinions.
management''s decision to classify the assets	•	Examining whether management
as held for sale, even though		conducted market research to
a sale within one year was not feasible due		identify potential buyers arid to
to limited availability of buyers, .was		assess the feasibility of sale-within
supported by appropriate justifications. The		the designated timeframe as well
market conditions and specialized nature of		as determining the credibility of the
the assets were consistent challenges		reasons provided for the lack-of
encountered in attracting potential buyers.	•	available buyers. Reviewing the methodologies
We confirmed that the fair value		employed by management to
determination was .. appropriately		.determine the fair value less costs to
conducted, taking into account the unique		sell relevant to the specialized
circumstances surrounding the assets.		nature of the assets and limited
Additionally, the related disclosures were		buyer availability and verified the
found to be in and transparent		inputs used in the valuation process
comprehensive communicating the reasons		and their- alignment with market
for the delayed sale and the potential		data and expert opinions.
impact on the entity''s operations.	•	Assessing whether the saje is anticipated to qualify for recognition as a completed sale within the stipulated time frame provided in Ind AS.
	•	Evaluating whether the assets classified as held for sale are measured at lower of its carrying amount or fair value less costs to sell ''and whether further impairment loss to be provided or not in accordance with Ind AS-36 Impairment of Assets.
	•	Reviewing the disclosures in the financial statements related to the classification of assets as held for sale and not sold within one year and evaluating the reasons for the delay in sale, potential impact on the entity''s operations, and the uncertainties surrounding the timing of sale are accurately.and adequately communicated to users of the financial statements.
	•	Evaluating whether the audit ¦ procedures applied provides a reasonable level assurance on the accounting treatment and disclosure of tb£^a($$ets as "Held for Sale",

despite the extended timeframe, are in accordance with the applicable framework financial reporting specifically IND AS.

Other Information

The Company''s Management and Board of Directors are ¦ responsible for the other information. The other information comprises the information included in the Company''s annual report, but does not include the financial statements and auditor''s reports 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 and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit dr otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management''s, and Board of Directors'' Responsibilities for the Standalone Financial Statements

The Company''s Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair''view of the state of affairs, profit/ loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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, the 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 is 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 includesour 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 judgement 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 interna) control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143{3)(i) of the Act, we are also responsible for expressing our opinion on whether the company '' has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

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

• . Conclude on the appropriateness of the Management and Board of Directors use of

the going concern basis of accounting in preparation of standalone financial statements 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 auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the 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 of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes.public disclosure about the m.atter 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 (Auditors'' Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable

2. 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 purposes of our audit.

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

c) The standalone balance.sheet, the standalone-statement of profit and loss (including other comprehensive income), the standalone statement of changes in equity and the standalone statement of cash flows 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 Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on May 02, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164(2) of the Act.

f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 2A(b) above on reporting under Section 143(3)(b) and paragraph 2B(f) below on reporting under Rule 11(g)

. of the Companies (Audit and Auditpjssf&ul^es, 2014.

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. g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".. . .

> , _ *

B. With. respect to the other matters to . be included in the Auditors'' 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:

a. The Company has disclosed the impact of pending litigations as at March 31, 2024 on its financial position in its standalone financial statements

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

c. There has been no delay in transferring amounts, 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(s) or entity(ies), including foreign entities ("Intermediaries".), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall 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(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by of on behalf of the Funding Parties ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(iii) Based on the 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 (i) and (ii) of Rule. 11(e), as provided, under (i) and (ii) above, contain any material misstatement. .

e. The company has not declared and paid any dividend during the year under review.

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 respective software. Further, where audit trail (edit log) facility was enabled apd-«peirated throughout the year

forthe accounting software, we did not come across any instance of the audittrail feature being tampered with.

C. With respect to the matter to be included in the Auditors'' 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.

For Purushottam Khandelwal and Co Chartered Accountants FRN: 0123825W

/W^y\ H i0

¦ IS ahmedabad / I iy

/1₉a

Mahendrasingh S Rao.

Partner

Place: Ahmedabad Membership No: 154239

Date: May 30, 2024 . UDIN: 24154239BKCRFA1597

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Mar 31, 2015

We have audited the accompanying standalone financial statements of UNISON METALS LIMITED.("the Company"), which comprise the Balance Sheet as at March 31, 2015, and the Statement of Profit and Loss and 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 Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ('the act') with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position , financial performance and cash flow 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 provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error

Auditor's Responsibility

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

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

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

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

Opinion

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

Report on Other Legal and Regulatory Requirements

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

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

a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 cash flow statement 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 applicable Accounting Standards referred to 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 other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 , in our opinion and to the best of our information and according to the explanations given to us::

(i) The Company has disclosed the impact if any, of pending litigations in its financial statements- Refer Note No. 26, Note No. 11(a), Note No. 12(a) & 12(b) to the financial statements.

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

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

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph 1 Under Report on Other legal & Regulatory Requirements of our Report of even date.)

(i) a) The Company has maintained proper records showing full particulars including quanti- tative details and situation of fixed assets;

b) As explained to us, the fixed assets have been physically verified by the management in reasonable interval and no material discrepancies have been noticed on such verifica- tion.

(ii) a) The inventory has been physically verified by the management during the year at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventory followed by the management are reason- able and adequate in relation to the size of the Company and the nature of its business.

c) The Company is maintaining proper records of inventory. In our opinion, discrepancies noticed on physical verification of stocks were not material.

(iii) a) The Company has granted unsecured loans to the parties covered in the register main- tained under section 189 of the Act,

b) In the case of the loans granted to the parties listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the interest and principal amount where ever stipulated.

c) There are no overdue amounts of more than rupees one lakh in respect of the loans granted to the parties listed in the register maintained under section 189 of the Act.

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

(v) The company has not accepted any deposits from public within the meaning of the provisions of Section 73 to 76 of the Companies Act,2013 and rules made thereunder.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government of India, regarding the maintenance of cost records under sub section (1) of section 148 of the Companies Act, 2013 and are of the opinion that prima facie, the prescribed accounts and records have been maintained. We have, however not made a detailed examination of the records with a view to determine whether they are accurate or complete.

(vii) a) According to the information and explanations given to us and the records examined by us, the Company is regular in depositing with appropriate authorities the undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales- tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and any other material statutory dues applicable to it.; and there are no such undisputed amount payable which are in arrears as at March 31, 2015 for a period of more then six months from the date they became payable.

b) According to the information and explanations given to us, details of dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax and Cess which have not been deposited on account of dispute are given below.

Name of the Particulars Period of Statute Which the Amount Relates

Income Tax Act, 1961 Income Tax 2009-10

Income Tax Act, 1961 Income Tax 2008-09

Name of the Statute Forum Amount Where the in (Rs.) Dispute is pending

Income Tax Act,1961 Commissioner Of 990130 Income tax(Appeals)

Income Tax Act,1961 Income Tax Appellate 36953 Tribunal

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

(viii) There are no accumulated losses of the Company as on March 31, 2015. The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(ix) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks, financial institutions. There are no debentures.

(x) According to the information and explanations given to us, the 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 and in our opinion the term loan raised have been applied for the purpose for which they were obtained.

(xii) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statement and as per the information and explanations 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 KISHAN M. MEHTA & CO.

Chartered Accountants.

Firm's Registration No.105229W

Place : Ahmedabad (K. M. MEHTA)

Date : 1st June, 2015 Patner

Membership No. 13707

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Mar 31, 2014

We have audited the accompanying financial statements of UNISON METALS LIMITED. ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and 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

Management is responsible for the preparation of the 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"), which continues to be applicable in light of Section 133 of the Companies Act 2013 read with the general circular No. 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs. 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 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 for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("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, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Act, which continues to be applicable in light of Section 133 of the Companies Act 2013 read with the general circular No. 15/ 2013 dated 13th September 2013 of the Ministry of Corporate Affairs.

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

ANNEXURE Referred to in paragraph 3 of our report of even date (i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As explained to us, the fixed assets have been physically verified by the management in reasonable, internal and no, material discrepancies have been noticed on such verification.

(c) During the year, the Company has not disposed off any substantial part of fixed assets.

(ii) (a) The inventory has been physically verified by the management during the year at reasonable intervals.

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

(c) The Company is maintaining proper records of inventory. In our opinion, discrepancies noticed on physical verification of stock were not material.

(iii) (a) The company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act,1956 therefore, provision of sub section para (iii)(b), 4 (iii) (c) and 4 (iii)(d) of the companies (Auditor''s Report ) order, 2003 are not applicable.

(b) The Company had taken unsecured loan from three parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.48.10 lacs and year end balance of loan taken from such party was Rs.26.75 lacs.

(c) In our opinion, the rate of interest other terms and conditions of loans taken from the party covered in the register maintained under Companies Act,1956 are not, prima facie prejudicial to the interest of the company.

(d) The company is regular in repaying the principal amounts wherever stipulated and has been regular in the payments of interest.

(iv) In our opinion and according to the information and explanation given to us, these are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchases of inventory, fixed assets and for sale of goods and services. During the course of our audit, no major weakness has been noticed in internal control in respect of these areas.

(v) (a) Based on the audit procedures applied by us and according to the information and explanation provided by the management, we are of the opinion that the particulars of contracts or arrangement that need to be entered in the register maintained under section 301 of the Companies Act,1956 have been entered.

(b) According to information and explanation given to us the transactions made in pursuance of contracts or arrangement entered in the register maintained u/s. 301 of companies act,1956. have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the company has complied with the provision of section 58A and 58AA or any other relevant provision of the Companies Act,1956 and rules framed there under with regard to deposit accepted from the public. We have been informed by the company that no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any Tribunal.

(vii) As per the information and explanation given to us the company did not have formal internal audit system however it has adequate internal control system commensurate with size of the company.

(viii) We have broadly reviewed the books of account maintained by the company pursuant to the rules made by the Central Government of India, regarding the maintenance of cost records under Section 209(1)(d) of the Act and are of the opinion that prima facie, the prescribed accounts and records have been maintained. We have, however not made a detailed examination of the records with a view to determine whether they are accurate or complete.

(ix) (a) According to the information and explanations given to us and the records examined by us, company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, Service tax, custom duty, cess and any other material statutory dues applicable to it.

(b) According to the information and explanations given to us, and the records of the company details of dues of income tax/sales tax/wealth tax/service tax/custom duty /excise duty/cess which have not been deposited on account of disputes are given below.

Name of the Particulars Period of Forum Statute Which Where the the Amount Dispute is Relates pending

Income Tax Act,1961 Income Tax 2008-2009 & Commissioner of 2009-2010 Income Tax (Appeals

Name of the statue Amount in (Rs)

Income Tax Act,1961 3,16,420

(x) There are no accumulated losses of the Company as on 31/03/2014 The company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanation given to us the company has not defaulted in repayment of dues to bank or financial institutions.

(xii) The company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or nidhi mutual benefit fund/Society therefore, the provisions of para-4 (xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the Company.

(xiv) In our opinion, the company is not dealing or trading in shares, securities, debentures and other investments. According, the provision of para 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the Company.

(xv) According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) The company has not raised any term loan during the year.

(xvii) According to the information and explanation given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long term investment.

(xviii) The company has not made any preferential allotment of shares during the year.

(xix) The company has not issued any debentures and hence, the question of creating securities or charges in respect thereof does not arises.

(xx) The company has not raised any money by way of public issues during the year.

(xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statement and as per the information and explanation 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 KISHAN M. MEHTA & CO. Chartered Accountants. Firm''s Registration No.105229W

PLACE : AHMEDABAD. (K. M. MEHTA) DATED : 31st May, 2014 Patner Membership No. 13707