Associated Ceramics Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2025

ASSOCIATED CERAMICS LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the accompanying standalone financial statement of ASSOCIATED CERAMICS LIMITED (‘The Company’) which comprises the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including other comprehensive income), the Statement of changes in equity and Statement of Cash Flows for the year then ended, and a summary of significant accounting policies and other explanatory information (thereinafter referred to as “the standalone financial statements”), which we have signed under reference to this report.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statement in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards arc further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the C ode 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 ^lh^c Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAl’s Code of Ethics. We believe that the audit evidence wc have obtained 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 31^s’ March, 2025. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and inlorming our opinion thereon, and we do notraee&dea separate opinion on these matters.

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

The Company''s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Board’s Report including Annexures to Board’s Report but does not include the financial statements and our Auditor’s Report thereon. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance or conclusion thereon.

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

We have nothing to report in this regard.

Responsibility of Management and those charged with governance 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 with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with accounting principles generally accepted in India. This responsibility also includes responsible the maintenance of the 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 leeoids, relevant to the preparation and presentation of the standalone financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are tree 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 financial statements.

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

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

• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(I) of the Act, wc arc also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

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

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and. based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Company’s 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are

therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit wc 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 Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes in Equity and the cash flows are dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the specified under Section 133 of the Act, read with companies (Indian Accounting Standards) Rules, 2015, as amended.

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

t) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexurc A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

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

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 read with Schedule V of the Act.

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

*• ^The Company has disclosed the impacUisf^s^ng litigations on its financial position of the financial statements.

ii The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund.

i) a) 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 persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Company or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries, (also refer Note: 47).

b) The management has represented that, to the best of its knowledge and belief, no funds have been received by the Company from any persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Funding Party or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries, (also refer Note: 48) and

c) Based on such audit procedures as 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)(a) and (i)(b) contain any material misstatement.

j) The Company has not paid/declarcd any dividend during the year.

k) Based on our examination which included test checks, the company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the 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 accounting software. Additionally, the audit trail has been preserved by the company as per the statutory requirements for record retention.

2. The Companies (Auditor''s Report) order, 2020 (“the order”) issued by the Central Government of India in terms of subsection (11) of section 143 of the Act, we give in the Annexure B, a statement on the matters specified in the paragraph 3 and 4 of the order, to the extent applicable.

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Mar 31, 2024

TO THE MEMBERS OF ASSOCIATED CERAMICS LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the accompanying standalone financial statement of ASSOCIATED CERAMICS LIMITED (‘The Company’) which comprises the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss (including other comprehensive income), the Statement of changes in equity and Statement of Cash Flows for the year then ended, and a summary of significant accounting policies and other explanatory information (thereinafter referred to as “the standalone financial statements”), which we have signed under reference to this report.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statement in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.

Emphasis of Matters

We draw attention to the following matters in the Notes to the financial statements as per information’s and explanations given to us by management:

(a) Note no. 13 The issued Shares of 9,750 Preference Shares Capital face value of Rs.1,000/- each and 1,00,000 Preference Shares Capital face value of Rs.100/- is to be redeemed in FY 2024-25, therefore the same is shown under Note no. 18.

The 1,00,000 Preference Share of Rs 100/- is to be redeemed @ Rs 500/-each, 7483 Preference Share of Rs 1000/- is to be redeemed @ Rs 6,000/-each & 2267 Preference Share of Rs 1000/- is to be redeemed @ Rs 1,000/-each.

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 31^st March, 2024. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and informing 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 Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Board’s Report including Annexures to Board’s Report but does not include the financial statements and our Auditor’s Report thereon. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance or conclusion thereon.

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

We have nothing to report in this regard.

Responsibility of Management and those charged with governance 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 with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with accounting principles generally accepted in India. This responsibility also includes responsible the maintenance of the 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 statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than 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 financial controls 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 system in place and the operating effectiveness of such controls.

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

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Company’s 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

Report on Other Legal and Regulatory Requirements

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

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

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 Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes in Equity and the cash flows are dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the specified under Section 133 of the Act, read with companies (Indian Accounting Standards) Rules, 2015, as amended.

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

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

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

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 read with Schedule V of the Act.

h) 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 our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position of the financial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund.

i) a) 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 persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Company or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries, (also refer Note: 47 Standalone Financial Statement)

b) The management has represented that, to the best of its knowledge and belief, no funds have been received by the Company from any persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Funding Party or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries, (also refer Note: 48 Standalone Financial Statement) and

c) Based on such audit procedures as 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)(a) and (i)(b) contain any material misstatement.

j) The Company has not paid/declared any dividend during the year.

k) Based on our examination which included test checks, the company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the 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 accounting software.

2. The Companies (Auditor’s Report) order, 2020 (“the order”) issued by the Central Government of India in terms of subsection (11) of section 143 of the Act, we give in the Annexure B, a statement on the matters specified in the paragraph 3 and 4 of the order, to the extent applicable.

For SANJAY GULAB & CO Chartered Accountants Firm Registration No. 012598N

CA SANJAY KUMAR JAIN PARTNER

Place- Delhi Membership No. 091273

Date- 30.05.2024 UDIN: 24091273BKHIOG4543

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Mar 31, 2003

We have audited the attached Balance Sheet of ASSOCIATED CERAMICS LIMITED as at 31st March, 2003 and Profit & Loss Account for the year ended on that date annexed hereto and report that:

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

2) 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.

3) 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 the books.

4) The Balance Sheet and Profit & Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account and comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable.

5) On the basis of the written representation received from the directors and taken on record by Board of Directors, we report that none of the Directors is disqualified as at 31st March, 2003 from being appointed as a director in terms of Sec. 274(1)(g) of the Companies Act, 1956.

6) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view in conformity with the accounting principles generally accepted in India in the case of:-

i) the Balance Sheet of the state of affairs of the Company as at 31st March, 2003 and

ii) the Profit & Loss Account, of the Profit of the Company for the year ended on that date.

iii) The Cash Flow Statement of the Cash Flow for the year ended on that date.

7) As required by the Manufacturing and Other Companies (Auditors Report) Order, 1988 issued by the Company Law Board in the term of Section 227 (4A) of the Companies Act, 1956, and on the basis of such checks as we considered appropriate and according to the informations and explanations given to us we further report that:

a) the company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets. We have been informed that the Fixed Assets have been physically verified by the management and no material discrepancies were noticed between book records and physical verification.

b) None of the fixed assets of the company have been revalued during the year.

c) The stock of finished goods, stores, spares, and raw materials have been physically verified by the management at regular intervals.

d) In our opinion and according to the information, the raw materials have been physically verified by the management at regular intervals.

e) The discrepancies noticed on such verification between the physical stock and the books were not significant and the same have been properly dealt with in the books of accounts.

f) On the basis of our examination, the valuation of stocks is fair and proper in accordance with the normally accepted accounting principles and is on the same basis as in the preceeding year.

g) The Company has taken loans from the parties listed in the Register maintained under Section 301 of the Copmpanies Act 1956. The rate of interest and conditions of such loans are not prima-facie pre-judicial to the interests of the company.

h) The Company has granted loans to the parties listed in the Register maintained under Section 301 of the Companies Act 1956. The rate of interest and conditions of such loans are not prima-facie pre-judicial to the interests of the company.

i) As explained to us, loans and advance and the advance in the nature of loan given to employees of the Company are being repaid as stipulated.

j) In our opinion and according to the information and explanations given to us during the course of the audit, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components and other assets.

k) So far as we have been able to ascertain and as per the information and explanation given to us, there are transactions of purchase of goods and materials and sale of goods, materials and services aggregating during the year Rs. 50,000/- or more in respect of each party in pursuance of contract or arrangements entered in register maintained under Section 301 of the Companies Act, 1956. However, the terms and conditions of such transactions are not pre-judicial to the interests of the company.

l) According to the information and explanations given to us there were no stock of unserviceable damaged stores or raw materials.

m) The Company has not accepted any deposit from public during the year within the meaning of Section 58A of the Companies Act, 1956 and the rules framed thereunder.

n) In our opinion and according to the information and explanation given to us, there is no disposal of scrap generated and the company does not have any by-product.

o) The Company has an adequate internal audit system commensurate with the size and nature of its business.

p) As we have been informed, the Central Government has not prescribed the maintenance of Cost Records under Section 209(1)(d) of the Companies Act, 1956.

q) According to the records of the Company, provident fund dues and Employees State Insurance dues have generally been regularly deposited with the appropriate authorities.

r) According to the information and explanation given to us, there are no undisputed amount payable in respect of income tax, wealth tax, sales tax, custom duty which are outstanding as on 31st March, 2003 for a period more than six months from the date they become payable.

s) On the basis of examination of books of account carried out by us in accordance with the generally accepted auditing practice and according to the information and explanations given to us, no personal expenses of employees or directors have been charged to the Profit and Loss Account, other than those payable under contractual obligations or in accordance with the generally accepted business practices.

t) The Company is not a sick industrial company within the meaning of clause (O) of sub- section (1) of the Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985.

u) The other provisions of the said order are not applicable or there is nothing to report adversely in the case of this Company.

For A. PANDEY & ASSOCIATES

Chartered Accountants

Sd/-

(A. PANDEY)

Proprietor

Place : Kolkata Date : 19.08.2003

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Mar 31, 2002

We have audited the attached Balance Sheet of ASSOCIATED CERAMICS LIMITED as at 31st March, 2002 and Profit & Loss Account for the year ended on that date annexed hereto and report that :

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

2) 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.

3) 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 the books.

4) The Balance Sheet and Profit & Loss Account referred to in this report are in agreement with the books of account and comply with the accounting standards referred to in sub- section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable.

5) On the basis of the written representation received from the directors and taken on record by Board of Directors, we report that none of the Directors are disqualified as at 31st March, 2002 from being appointed as a director in terms of Sec. 274(1)(g) of the Companies Act, 1956.

6) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view in confirmity with the accounting principles generally accepted in India in the case of :-

i) the Balance Sheet of the state of affairs of the Company as at 31st March, 2002 and

ii) the Profit & Loss Account, of the Profit of the Company for the year ended on that date.

7) As required by the Manufacturing and Other Companies (Auditors Report) Order, 1988 issued by the Company Law Board in the term of Section 227 (4A) of the Companies Act,

1956, and on the basis of such checks as we considered appropriate and according to the informations and explanations given to us we further report that:

a) the company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets. We have been informed that the Fixed Assets have been physically verified by the management and no material discrepancies were noticed between book records and physical verification.

b) None of the fixed assets of the company have been revalued during the year.

c) The stock of finished goods, stores, spares, and raw materials have been physically verified by the management at regular intervals.

d) In our opinion and according to the information and raw materials have been physically verified by the management at regular intervals.

e) The discrepancies noticed on such verification between the physical stock and the books were not significant and the same have been properly dealt with in the books of accounts.

f) On the basis of our examination, the valuation of stocks is fair and proper in accordance with the normally accepted accounting principles and is on the same basis as in the preceeding year.

g) The Company has taken loans from the parties listed in the Register maintained under Section 301 of the Copmpanies Act 1956. The rate of interest and conditions of such loans are not prima-facie pre-judicial to the interests of the company.

h) The company has granted loans to the parties listed in the Register maintained under Section 301 of the companies act 1956. The rate of interest and conditions of such loans are not prima-facie pre-judicial to the interests of the company.

i) As explained to us, loans and advance and the advance in the nature of loan given to employees of the Company are being repaid as stipulated.

j) In our opinion and according to the information and explanations given to us during the course of the audit, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of stores, raw materials including components and other assets.

k) So far as we have been able to ascertain and as per the information and explanation given to us, there are transactions of purchase of goods and materials and sale of goods, materials and services aggregating during the year Rs. 50,000/- or more in respect of each party in pursuance of contract or arrangements entered in register maintained under Section 301 of the Companies Act, 1956. However, the terms and conditions of such transactions are not pre-judicial to the interests of the company.

l) According to the information and explanations given to us there were no stock of unserviceable damaged stores or raw materials.

m) The Company has not accepted any deposit from public during the year within the meaning of Section 58A of the Companies Act, 1956 and the rules framed thereunder.

n) In our opinion according to the information and explanation given to us, there is no disposal of scrap generated and the company does not have any by-product.

o) The Company has an adequate internal audit system commensurate with the size and nature of its business.

p) As we have been informed, the Central Government has not prescribed the maintenance of Cost Records under Section 209(1)(d) of the Companies Act, 1956.

q) According to the records of the Company, provident fund dues and Employees State Insurance dues have generally been regularly deposited with the appropriate authorities.

r) According to the information and explanation given to us, there are no undisputed amount payable in respect of income tax, wealth tax, sales tax, custom duty which are outstanding as on 31st March, 2002 for a period more than six months from the date they become payable.

s) On the basis of examination of books of account carried out by us in accordance withe the generally accepted auditing practice and according to the information and explanations given to us, no personal expenses of employees or directors have been charged to the Profit and Loss Account, other than those payable under contractual obligations or in accordance with the generally accepted business practices.

t) The Company is not a sick industrial company within the meaning of clause (O) of sub- section (1) of the Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985.

u) The other provisions of the said order are not applicable or there is nothing to report adversely in the case of this Company.

For A. PANDEY & ASSOCIATES Chartered Accountants

Sd/- (A. PANDEY) Proprietor

Place : Kolkata Date : 20.08.2002