Krishana Phoschem Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2025

We have audited the accompanying standalone financial
statements of KRISHANA PHOSCHEM LIMITED (the
“Company”), which comprise the Balance Sheet as at March
31st, 2025, the Statement of Profit and Loss (including Other
Comprehensive Income), the Statement of Changes in Equity and
the Statement of Cash Flows ended on that date, and a summary
of significant accounting policies and other explanatory information
(hereinafter referred to as the “standalone financial statements”).

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 the Indian Accounting Standards
prescribed under section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015, as amended, (“Ind
AS”) and other accounting principles generally accepted in India,
of the state of affairs of the Company as at March 31st, 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 statements
in accordance with the Standards on Auditing (“SA”s) specified
under section 143(10) of the Act. Our responsibilities under those
Standards are further described in the Auditor’s Responsibilities
for the Audit of the 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 (“ICAI”) 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 made 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
obtained by us is sufficient and appropriate to provide a basis for
our audit 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 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. 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 other
information. The other information comprises the information
included in the Management Discussion and Analysis, Board’s
Report including Annexures to Board’s Report, Business
Responsibility Report, Corporate Governance and Shareholder’s
Information, but does not include the standalone financial
statements and our auditor’s 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
and, in doing so, consider whether the other information is
materially inconsistent with the standalone financial statements
or our knowledge obtained during the course of our audit or
otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is
a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.

Management’s Responsibilities for the Standalone
Financial Statements

The Company’s Board of Directors is responsible for the matters
stated in section 134(5) of the Act with respect to the preparation
of these standalone financial statements that give a true and fair
view of the financial position, financial performance, including other
comprehensive income, changes in equity and cash flows of the
Company in accordance with the Ind AS and other accounting
principles generally accepted in India. This responsibility also includes
maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the Company
and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the 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
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 Company or
to cease operations, or has no realistic alternative but to do so.

The Board of Directors are 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 financial control
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for expressing
our opinion on whether the Company has adequate
internal financial controls 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 the management.

• Conclude on the appropriateness of management’s use of
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as
a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s
report to the related disclosures in the 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.

Materiality is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the standalone 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 standalone 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 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 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, Statement
of Changes in Equity and the Statement of Cash
Flows dealt with by this Report are in agreement with
the relevant books of account.

d) In our opinion, the aforesaid 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 March 31st, 2025 taken
on record by the Board of Directors, none of the
directors is disqualified as on March 31st, 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 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 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 does not have any
pending litigations which would impact its
financial position;

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

iii. There has been no delay in transferring amounts,
required to be transferred, to the Investor
Education and Protection Fund by the Company
and its subsidiary companies incorporated in India.

iv. a) The Management has represented that,

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

b) The Management has represented, that,
to the best of its knowledge and belief, no
funds (which are material either individually
or in the aggregate) have been received by

the Company from any person or entity,
including foreign entity (“Funding Parties”),
with the understanding, whether recorded
in writing or otherwise, that the Company
shall, whether, directly or indirectly, lend
or invest in other persons or entities
identified in any manner whatsoever by or
on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee,
security or the like on behalf of the
Ultimate Beneficiaries;

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

v. As stated in Note 13.2 to the standalone

financial statements

a) The final dividend proposed in the previous
year, declared and paid by the Company
during the year is in accordance with
Section 123 of the Act, as applicable.

b) The Board of Directors of the Company
have proposed final dividend for the year
which is subject to the approval of the
members at the ensuing Annual General
Meeting. The amount of dividend proposed
is in accordance with section 123 of the
Act, as applicable.

2) As required by the Companies (Auditor’s Report) Order,
2020 (“the Order”) issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure
B” a statement on the matters specified in paragraphs 3
and 4 of the Order.

For M/s. Ashok Kanther & Associates

Chartered Accountants
(Firm’s Registration No. 050014C)

Sd/-

Ashok Kanther

Partner

Place: Bhilwara (Membership No. 043571)

Date: 6th May, 2025 UDIN: 25043571BMMHYI3649

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Mar 31, 2024

We have aiirlned the atfp''liljpenytnE StBftdnlbne I Inarvtial stdtenienl \ oJ KRLSHANA PHOSCHEM LIMITED [ihe "Company"), wliich comprise the Balance Sheet as at March 31* 20?4, The Statement of Profit aid 1.0 55 (Including Other Comprefiyriiivt! Incam u), the Statement. of Chariots 1:1 Equity u 11 d tie." Statement of Cash i-tows ended on that date, and a summary of signtf leant accounting policies and mhn^r exp amatory information (hereinafter referred to jS Lhc ''“''sLantfuiont financial itatjemeftts"}.

in our opinion and to the best oh our information and according to the explanations given tn us. the a I ore 53. id stu n d atone financial state ments. g ive the .ntornna t io n requ imd oy the Com nan e 5 Act, 2 013 (t he "Act"''¹ n the manner SO required ant give d ti uu and fair view in conformity with the Indian AcCOuilhOg, Standards prescribed under section 133 of the Act read with the Companies [Indian Accounting Standards) RuEes, 2Dlb, as amended, ["Ind AS"f and other accounting principles generally accepted in India, of the state of affairs of the Company as dt Miici 3r''. 2024_h the p-otit and total compiche.nsi.,-Imcomt changes in equity and its-cash flows for LhE year ended ori -hat date

Bad* for Opinion

We conducted Qcti'' dUClit Ot the standalone financial statements in acCO 1UanCe with the Standards on Auditing (“SA¹'';} specified under section 143(10) of the Act- Qur responsibilities under those Standards are fui (her described to the Auditor''s Responsibilities for the Audit of the StandiCone Ffnsneial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued py the Institute of Chartered Accountants oi -r.dia ("ICAO together wth ihe ethicz-l requirements that are relevant to our audit of the standalone financial statements under the provisions of the Arc and too Kules made thereunder, and we have fultiled our other ethical, r ? soon si bill ties in accordance with thess esquire ments and the iCAl''s Code of Ethics. We bche-ue that the audit evidence obtained by us Is sufficient and appropriate to provide u basis for 00r audit opinion on the standalone financial statements.

Key Audit Matters

Key aud t matters are those matters that; ih QUr professional Judgment, were o\ mast sF^mficance 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, mid in forming our opinion There on. d n d we do r Ot n rcvtde a se p a rate 0 a mi pn q n t h h SE» ill at ters. We have det erftii ne d thatthe re are no hey audit m atttrs to comm un icate i n o u r report. 5=3^

Information Other than tfie- financial Statements and Auditor^ Report Thereon

The: Company''s Board ot DnectOfS is responsible for rhe Other informal ion. The other information comprisEs ihe information Included nthq Mana-gememCusuiSfcionand Analysis, Board''s Reportincluding Annexures to Board''s Report,. Business Rcspcnsibil ty Report, Co^rparute ¦G''ovorronco and lihuroho ucr''s liiforrTiutfon. Cut does out mcrmJe ihv ^randfiionf financial statements and our auditor''s report them or,

Dur Opinion a n the sta n da la no f i n a nt ia I statements does not CO ve( the Ot h 9 r inf ormati do and we do not uxpiuss rjny form of assurance non elusion thereon

In Connection with our audit of the standalone financial Statements, our responsibility is to re^d the other information and, in doing SO, consider whether the Other Enfurmutiun ii materially inconsistent with the siandoroflc financial statements o- our knowledge obtained during ihe course of our audit or otherwise appears ta be materral y mssstatcri.

If, based on tnP work wo hdvC pCrfur mud, we conduce that thf re is a maienu Tiiss-lfltfimem Dll tl oi ¦ information, we am retfuirod to report that fact Wo hive noMlng to report m ims regarn.

Manoeamepfs Responsibilities for the Standalone Financial Statements

The Compa n ¦/'' a B oa rd of ? rect ors is r e sponsi h If for t h p m atm rs stated i n sect on , U4( 51 of the Act Witll respect to th c preparation of those standalone fioanauf statements; Lfus: g-vt? a true -und farr view® ihe financial posit or., financial performance, in clod mg. other comprehensive income, changes tn eouiLy anu cash ftows oF the Company Fn accordance with the Imf AS and other aocoun£ng principles genially a crap tod In India. This responsibility also Includes mai rl r f 11 .jr''ice ui adequate accountfrie records tn accordance with tht provisions of the Act tor safegiiardingihe assets of the Comparand for prevent rig and detecting frauds and other irregularities; selection and application ol appropriate accounting policies; making judgments and estimates that am reasonable and prudent: and design. mp ementation and maintenance gf adequate internal financial controls, th;rt were operating effectively for ensuring the accuracy and completeness of the accounting records, mlev-nnt to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether doe to fraud oremnot,

m preparing the standalone financial statements;, manu--Eiment is responsiblf fur assessing Ihe Company^ ability ta ronlirue as a going concern, d tdosing, j, dppliLub^:c, mnf.ers luldtud Lu gong

concern and using the gomg concern basis of ^counting unless management either intends to liquidate Ihe Lompanyor to cease operations, or has no realistic alternative hut to do so

The Beard of Directors are responsible for ovm seeing the Company''s fiefindal reporting process

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

Our u bject IV CS are to obia i n rea so ri a n If? a ssura r ra abd i r w h p I ner the^t a nd a -oof I ina n r ini s L^t 91 rt l¹ n Ls at a whole are free from mate rial misstatement, whether due to fraud or error, and to Issue an auditor''s report that includes our opinion. Reasonable assurance is a h-gii levei ot assurance, but is not a guarantee that an audit conducted in accordance with SAs wiH aFways detect a material misstatement when It exists. MEsstatemenLs can arise from fraud or error and are cons''.dered material .f, individually ur ici Lhe aggmsale, they could reasonably be expected to influence the economic decisions of users fallen On the b:i'',jjrof these standalone financial statements.

As part o^; an audit in accoruuilLe wth SAs, we exercise professional jurigmetit ard maintain piuTeis-iOn.i skepticism throughout the audit We a^o:

* d^ntify and? t h e ri ik-? pi mate rial m \ statement o''" th u stu nfd bn c fi na ncia i st ate mert s, w h e1 he:

ri i ;(71 o f r? ud o r e rror, design t) nd pe r form au d it p roced u res responsive t o those fts k \, rfnd a b tai n a; i rJ it evidenceThat is sufficient and .np.nropn3.Ee to provider last For out opinion. The riskof not df-tectinq 3 m Bteriei m isstatem e n t res u It ing from fm u d Ih i^h.er th? r for onE res u It ing from e rror, a 5 frau d may involve collusion, lorgery, Intentional umis^njais-. misrepresentations, of rh:^j pur-nit!? oF nternnl control

¦ Obtain an underslanding of interne! financial control relevant to the audit in 0rde 1 to d{*sljgn audit procedunei 1 hat are 50proprigto in the cireumstanccs. Undor section L4l(3)(ij uf che Act, we a 1 e hl^ii responsible for expressing our opinion on whether the Company has adequate internal financial contiols system m place and the operating, effectiveness of such controls.

¦ Evaluate the appropriateness of accounting policies usee and the reasonableness of accounting estimates and rel-ted disclosures made by Lin; management.

* Concl u ti e on t h e 3 pprop ria te n e ss of managem e nt^rs j se of th e goi ng c oncern b u si s of utcountiffp a n d. bssed on the aucit evidence obtained, whether a material uncertainty exists related to events or conditions that may cait significant ? cob'', on the Compeln/iah;!ify to continue PS? qoipp concern if wu conclude that J material unC£r Unity e>(-SLS, wa are r-equi^ed to araw attent on in our auditors report to the rooted disclosures in the standalone financial statements or, if such disclosures are innnequate, to modify our opinion. Ou^r conclusions are bsced on 1he aud''t evidence obtained Up 1 ¦¦ the dita pf our iLidito-''s report. Howevei, futum events or conditions n-.-, ,. ¦ e Cp . cease to continue os a go>ng concern.

¦ Evaluate the oveiall presentation, structure and content of the tea n da lone flnandal statements, ir-d 1.1 ding the disclosures, ar.c whether chc standalone f nancial statements represent the underlying transactions and events In a manner that achieves fair presentation

Materiality is the magnitude of misstate me ms in the standalone financial statements that, individually or In aggregate, mekes it probable that the economic decisions or n reasonably f< now ledge? ble user of the stand atone financial statements maybe in Humi red. We consider quantitative material ty and qualitative f.Ktnrs in |i; plannng the scope of our audit work and in evaluating. the results of our work, am ^iij ro evaluate the effed of any identified misstatements m the standalone 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 icentifv durinR our audit

¦.Ve also |j:ovidn those charged with governance w=th a -statement that we nave cuinpin-d with relevant ei noj14equirements regar d i n g indepenrienpe, ar,d to tomrnuriKute with t;lerfl ai re!at''onships and other matters that may reasonably he thoughL id bear on our independence, and where applicable, related safeguards.

From the matters communicatL-''d with those charged with governsncei, we determine those- matters that were of most significance In the audit of the standalone financial statements of the current period and are therefore Lite key audit matter''.- Wh demerit® these -njhc-cs in our auditor''s r«?pori unless law 01 rRgubtusri precludes pub.ic discbsLire auuut the matter or when. 1 ei&remBly n*ti c.rcumstances, we determine that a matter should not bo communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such CO nipiurii cation.

Report art Other legal arid Regulatory Requirements

1) Ah required hy Section 143[3J of the Act, based on our audit we report that:

a) SYe have sought and obtained all the mfar manor end ex pin ratio ns which to the best of our k n owl edge and bel ief were n ecessa ry To r the [>u i puses uf our a 11 di t.

b| In our opinion, proper boons of account as required by law have heen kept by tqe Company s,u lur as it appearj from our examination of those books.

c) The balance Sheet, the Statement of Profit and Loss Including Other Comprehensive income, Statement pf Chan Res in Equity ard the Statement of Cash Plows duali with hy this Report are in dgioeruCmt with the relevant books of account

d) in Oui opinion, Liiu afumHiic standalone financial StatSfflentS comply wJth the I: id AS surd he''d under Section 133 otthe Act.

e) On the basis of the written rep re sen tat: ons received Coin thu diitctur.H as or. March 3r¹, 70JJ taken on record by the &oard of Directors, none of the directors Is disqualified as on March ill-¹, 1014 from being appointed as a director in terms Cit Section 16412) O- l ie Act.

f} With respect tp the adequacy of the internal financial controls over financial reporting of the Company and the Opeialillg effectiveness pf such conLiols, icfrtr to our separata Report in "Annex11re A", Our report expresses an unmodified opinion on the adequucy and operating effectiveness pf the Company''s internaJ financial cpntroli over financial ''eporting.

r| With respect tp the other matters tp be included in the Auditor''s Repo-1 in accordance with the requi r L"b e n ti pf sect io n 19?(11) Pf die Act_r -at a rne Rds?d:

In our opinion and to the best pf our information and according Lo the oxpianahan-s given to us. the remuneration paid by the Company to its directors during Hie year is n icco dance wnh the provisions of sect .on 197 of the Act,

h) With respect to the oLher matters to be included in the Auditor''s EtepoiL in accordance with Rule Hot the Companies (Audit and Auditors} Ruies_r 2014, .r> amended in oor opinion and tp the best pf our in form at on and according to the explanations given to us:

i Tl- f Com.pa n y does n ot have any oe nd li t igai. om which won d rrn pact its finar ri^; I po sition.

ii. I he Company did not have any long-term controots inrlLining derivatives com races for which

there we re any materiaL foreseeable losses;

lii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company and its subsidiary companies incorporated i-i India.

rv.

a) The Management has represented dial, to the best of its knowledge and belief, no funtiK !which are material either indiv^ually oi in the aggregate) nave been advanced or loaned or investee; Either from borrowed funds or share premium or anv other sources or kin riot funds) by the Company to or in any other person or enrity, inciLdriing f(]^reign entity ("IntenTied .-idts"), with the understanding, whether recorded in Writing Or uLliuwise, ^J.fuL ths Intermediary shall, whether, directly or indirectly lend or Invest In other persons or entitles iiliin t ifiod in arty manner whatsoever by or on hehslf of the Company ("Ultimate licnef iciar cs''I or provide any guarantee, sspunty nr ch? like or behalf ot the Ultimate Beneficiaries;

b) i no Management has represented-, that, to me best- oh its knowfedge and befiei. f» funds |which arp material either indivieljallv or m 1ho aggi&j-aLo) have been received hy m? Company from any person or entity, including foreign entjfy ("funding Parties"^ with the i j riders Landing, wfi ether i?c.a ^rd ed in w riting or others ise, t h at th e Lom pany shal I, w 11 e ther, directly or indirectly, lend cm invest in utner persons or entities ''rientir ed in any manner whatsoever by or on behaff of the Funding Party ("Ultimate Beneficiaries") or provide any £uargntee_r seam it y or the like on behalf of the Ultimate Henefltjarict;

c) Based on the audit procedures that have been consideied ruOiunablE and appropriate m the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (ij and (ii) of Rule 11(e), as provided under (a) and (b) above, Lonlai:i an#materia iTiissLaEprrpn

v. As state ri in Note 13.2 to the st-H nda lo no l ioa nc i al sta te m e n t s

a) The final dividend proposed in tire prev ous year, dec aied am; pj d by the ^:vrjjr, Uun the ye¹ ar 1$ in uccodime with 5e ctio i 123 of the Act_r as applicable

b] The Eoard ol Directors of the Company have proposed final dividend for the ycai Which is subject to the approval of the members at the ensuing Annua: General Meeting. The amount of dividend nreposed ? in accordance with section 123 of the Act, as applicable.

2) As required by the Companies (Auditor''s Report) Order, (''’the Order") issued by the Central Gnve rn m e n t i n term e of Secti on 143(11) (jrf the AeL, we g: ye- i n ^,fA n 11 u*u r e B" j i La L l rr e r t L>r t h e m u LCe i e ^pu l ified h pdiugraphS 3 and 1 of tho Orb e r.

For M/s. Ashok K.intfiEr &. Associates

Chartered Accountants

(firms ite&h^ratian Mrs. 05O014C \

Place; Bhllwara

Date: ll^:lTvlyy, 2D2fl ¦¦'' '' j^h™™^nLhpr

^Far^ner

" I Ms m be rs n ip No. 04 3f 71)

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Mar 31, 2023

KRISHANA PHOSCHEM LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of KRISHANA PHOSCHEM LIMITED (the "Company"), which comprise the Balance Sheet as at March 31^st, 2023, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows ended on that date, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as the "standalone financial statements").

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 the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31^st, 2023, 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 statements in accordance with the Standards on Auditing ("SA"s) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the 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 ("ICAI") 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 made 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 obtained by us is sufficient and appropriate to provide a basis for our audit 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 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. 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 other information. The other information comprises the information included in the Management Discussion and Analysis, Board''s Report including Annexures to Board''s Report, Business Responsibility Report, Corporate Governance and Shareholder''s Information, but does not include the standalone financial statements and our auditor''s 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 and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management''s Responsibilities for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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 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 Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are 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 financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls 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 the management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the 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.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone 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 standalone 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 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 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, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid 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 March 31^st, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on March 31^st, 2023 from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls 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 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 does not have any pending litigations which would impact its financial position;

ii. The Company did not have any long-term contracts including derivatives contracts for which

there were any material foreseeable losses;

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

Education and Protection Fund by the Company and its subsidiary companies incorporated in

India.

iv.

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

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

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

v. As stated in Note 13.2 to the standalone financial statements

a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.

b) The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with section 123 of the Act, as applicable.

2) As required by the Companies (Auditor''s Report) Order, 2020 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

For M/s. Ashok Kanther & Associates

Chartered Accountants (Firm''s Registration No. 050014C)

Place: Bhilwara Sd/-

Date: 21^th April, 2023 Ashok Kanther

Partner

(Membership No. 043571)

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Mar 31, 2021

TO THE MEMBERS OF KRISHANA PHOSCHEM LIMITED Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of KRISHANA PHOSCHEM LIMITED (the "Company"), which comprise the Balance Sheet as at March 31, 2021, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows ended on that date, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as the "standalone financial statements").

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 the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, 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 statements in accordance with the Standards on Auditing ("SA"s) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the 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 ("ICAI") 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 made 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 obtained by us is sufficient and appropriate to provide a basis for our audit 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 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. 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 other information. The other information comprises the information included in the Management Discussion and Analysis, Board''s Report including Annexures to Board''s Report, Business Responsibility Report, Corporate Governance and Shareholder''s Information, but does not include the standalone financial statements and our auditor''s 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 and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management''s Responsibilities for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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 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 Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are 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 financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls 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 the management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the 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.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone 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 standalone 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 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 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, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid 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 March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 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 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 does not have any pending litigations which would impact its financial position;

ii) The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses;

iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company and its subsidiary companies incorporated in India.

2) As required by the Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

For M/s. Rajneesh Kanther & Associates

Chartered Accountants (Firm''s Registration No. 021262C)

Place: Bhilwara Sd/-

Date: June 10, 2021 Rajneesh Kanther

Proprietor

(Membership No. 102162)

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Mar 31, 2018

Report on the Financial Statements

We have audited the accompanying financial statements of Krishana Phoschem Limited (“the Company”), which comprise the Ba lance Sheet as at March 31, 2018 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 in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the 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 the 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 internal financial control, 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.

Auditors’ Responsibility

Our responsibility is to express an opinion loase financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and mattei which are required to be included in the audit report under the provisions of the Act and the Rules ma thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under section 43(D) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the au to obtain reasonable assurance aubto 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 m those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the finical statements that give 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 eseimmade by Company’s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we ha¹ obtained is sufficient and appropriate to provide a basis for our audit opinion on the fmancialntstateme

Opinion

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

a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2018;

b) In the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and Report on other Legal and Regulatory Requirements

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

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

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

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

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

e) On the basis of written representations received from the directors as on 31 March, 2018, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2018, from being appointed as a director in terms of Section 164(2) of the Act;

f) With respect to the other matters included in the Auditor’s Report and to our best of our information and according to the explanations given to us :

i. The Company does not have any pending litigations which would impact its financial position;

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

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

2. As required by the Companies (Auditor’s Report) Order, 2016 (“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.

Annexure referred to in Point 2 of the Auditors’ Report of even date to the members of Krishana Phoschem Limited for the year ended as on March 31, 2018.

On the basis of such checks as considered appropriate and in terms of the information and explanations given to us, we state as under:

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

b. As per the information and explanations given to us, fixed assets have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification.

c. As per the information given to us the title deeds of the immovable properties are held in the name of the company.

(ii) As per the information and explanation given to us, the inventories have been physically verified during the year by the management at reasonable intervals. No material discrepancy was noticed on such verification.

(iii) As per the information and explanation given to us and on the basis of our examination of the books of account, the company has not granted loans to any parties covered in the register maintained under section 189 of the Companies Act, 2013. Thus clause iii (a), iii (b) iii (c) are not applicable.

(iv) In our opinion and according to the information and explanations given to us, in respect of loans, investments, guarantees, and security the provisions of section 185 and I86 of the Companies Act, 2013 has been complied with by the company.

(v) In our opinion and as per the information and explanations given to us and on the basis of our examination of the books of account, the company has not accepted any deposits covered under section 73 of the Companies Act, 2013.

(vi) As per information & explanation given by the management, maintenance of cost records has been prescribed by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.

(vii) a. According to the information and explanations given to us and the records examined by us, the company is generally regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service tax, duty of custom, duty of excise, value added tax, cess and any other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, no undisputed arrears of statutory dues were outstanding, as at 31st March 2018 for a period of more than 6 months from the date they became due. b. According to the record of the company, there is no amounts payable in respect of income tax or sales-tax or wealth tax or service tax or duty of customs or duty of excise or value added tax or cess, which have not been deposited on account of any disputes.

(viii) Based on our audit procedures and the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to financial institutions or banks. There are no debenture holders of the company.

(ix) According to the record of the company, no money has been raised by way of initial public offer or further public offer. Company raised money of Rs. 650.00 Lacs by way of term loan. The loan has been utilized for the purpose for which it has been sanctioned.

(x) Based on our audit procedures performed and on the information and explanations given to us, we have neither came across any instances of fraud on or by the company noticed or reported during the year, nor we have been informed for such case by the management.

(xi) According to the records of the company and on the basis of information and explanation given to us, we are of the opinion that the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provision of section 197 read with schedule V to the Companies Act.

(xii) In our opinion, the Company is not a nidhi. Therefore, clause 12 of the Companies (Auditor’s Report) order, 2016 is not applicable to the Company.

(xiii) In our opinion and according to the record of the company all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc. as required by the applicable accounting standards.

(xiv) According to the record of the company, the company has not made any preferential allotment or fully or partly convertibles debentures during the year. Company has made private placements of shares during the year in compliance of section 42 of Companies Act, 2013 and amount raised has been utilized for the purpose for which it has been raised.

(xv) According to the information and explanations given to us and the records examined by us the company has not entered into any non-cash transactions with directors or persons connected with him.

(xvi) According to the record of the company, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934.

For M/s. Rajneesh Kanther & Associates

Chartered Accountants

FRN 021262C

Sd/-

Rajneesh Kanther

Place: Bhilwara (Partner)

Date: 29.05.2018 M. No. 102162

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Mar 31, 2016

INDEPENDENT AUDiTORS'' REPORT

To

The Members of Krishana Phoschem Limited Report on the Financial Statements

We have audited the accompanying financial statements of Krishana Phoschem Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2016 and the Statement of Profit and Loss and Cash Flow Statement for the year 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 in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the 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 the 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 internal financial control, 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.

Auditors'' Responsibility .

Our responsibility is to express an opinion on these financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made 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 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 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 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, 2016;

b) In the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and Report on other Legal and Regulatory Requirements

1. 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;

12. Any other measures with the approval of Board of Directors on the recommendation of CSR Committee subject to the provisions of Section 135 of Companies Act, 2013 and rules made there under.

Composition of CSR Committee-

CSR Committee shall consist of following persons:

(1) Shri Pradeep Agarwal Chairman

(2) Shri Basant Patwa Member

(3) Shri Sunil Kothari Member

Average net profit of the company for last three financial years-

Year	Net profit (In Lacs)
2014-2015	276.50
2013-2014	747.83
2012-2013	747.53
Total	1771.86
Avg. Profit	590.62

CSR Expenditure - CSR Expenditure for financial year 2015-16 of Company is Rs. 11.81 Lacs i.e. 2% of Rs. 590.62 Lacs.

Details of CSR Spent during the financial year

(a) Total amount to be spent for the financial year Rs. 11.81 Lacs

(b) Amount unspent for the financial year Rs. 6.28 Lacs

(c) Manner in which the amount spent during the financial year is detailed below.

(1) I (2)		(3)	(4)	(5)	(6)	(7)	(°)
S. No.	CSR Project or activity Identified	Sector in which the Project is covered	Projects or Programs Local Area or other Specify The State and District where Projects or Programs was undertaken	Amount outlay (budget) Project Programs wise	Amount Spent on The Projects or programs Sub heads- (1) Direct Expenditure on project or programs (2) Overheads	Cumulative expenditure Up to the Reporting period	Amount Spent: Director Through Implementing Agency
1	Terapanth Professional Forum	Promoting Education	Bhilwara (Raj.)	4.23	2.61	2.61	Direct
2	Nirmala Devi Ostwal Seva Sansthan	Promoting Education	Bhilwara (Raj.)	2.00	0.56	0.56	Direct
3	Medical health checkup camps	Preventive Healthcare	Meghnagar (M.PJ	1.75	0.96	0.96	Direct
4	Tree Plantation	Environmental Sustainability	Meghnagar (M.P.)	1.00	0.36	0.36	Direct
5	Water Hut	Making available drinking water	Meghnagar (M.P.)	2.83	1.04	1.04	Direct
	Total			11.81	5.53	5.53

Sd/- Sd/- Sd/-

(Praveen Ostwal) (Praveen Ostwal) (Sunil Kothari)

Managing Director Chairman CSR Committee Member

---

Mar 31, 2015

Independent Auditor''s Report

To the Members of Krishana Phoschem Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Krishana Phoschem Limited ("the Company"), which comprise the Balance Sheet as at March 31^st, 2015 and the Statement of Profit and Loss 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 in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the 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 the 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 internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made 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 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 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 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 31^st March, 2015;

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

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

f) With respect to the other matters included in the Auditor''s Report and to our best of our information and according to the explanations given to us :

i. The Company does not have any pending litigations which would impact its financial position; ii The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses; iii. There were no amounts which required to be transferred, to the Investor Education and Protection Fund by the Company.

2. 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.

Annexure referred to in point 2 of the Auditors Report of even date to the members of Krishana Phoschem Limited for the year ended as on 31^st March 2015.

On the basis of such cheks as considered appropriate and in terms of the information and explanations given to us we state as under:

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

b. As per the information and explanations given to us, fixed assets have been physically verified by the monument at reasonable intervals; no material discrepancies were noticed on such verification

⁽ⁱⁱ⁾ a. As per the information and explanation given to us the inventories have been physically verified during the year by the management at reasonable intervals.

b. In our opinion and according to the information and explanations given to us, procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

c. In our opinion, and according to the information and explanations given to us, the Company is maintaining proper records of inventory and no material discrepancies were noticed Physical verification of inventory by the management as compare to book records.

⁽ⁱⁱⁱ⁾ As per the information and explanation given to us basis of our examination of the books of account the company has not granted short term loans to any parties covered in the register maintained under section 189 of the Companies Act, 2013. Thus clause iii (a) & iii (b) are not applicable. ⁶

^(iv) In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, with regard to purchase

^(V) In our opinion and as per the information and given to us and on the basis of our examination of the books account, the company has not accepted any deposits covered under section 73 of the Companies Act, 2013.

(vi) As per information & explanation given by the management, maintenance of cost records has been prescribed by the ^Sub section ^{(1) of section 148 of the} Companies Act, 2013 and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.

(vii) a. According to the information and explanations given to us and the records examined by us, the company is

generally regular in depositing undisputed statutory dues including provident fund, employees'' state insurance income-tax sales-tax wealth-tax service tax duty of custom duty of excise value added tax cess and any e statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, no undisputed arrears of statutory dues were outstanding, as at 31^st March 2015 for a period of more than 6 months from the date they became due.

^b) According to the record of the company there is no amounts payable in respect of income tax or sales-tax or wealth tax or service tax or duty of customs or duty of excise or value added tax or cess, which have not been deposited on account of any disputes.

c. According to the record of the company, no amount required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under.

(vi) As per information & exp.

(viii) The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

(ix) Based on our audit procedures and the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to financial institutions or banks. There are no debenture holders of the company.

(x) According to the information and explanations given to us, the company given guarantee to HDFC Bank ltd. of Rs. 20.35 crore against credit facility to our group company, Seasons International Pvt. Ltd.

(xi) Based on our audit procedures and on the information given by the management, we report that the company has not raised any term loans during the year.

(xii) Based on our audit procedures performed and on the information and Explanations given to us we across any instances of fraud on or by the company noticed or reported dung the year, nor we have been informed for such case by the management.

For M/s Ashok Kanther & Associates

Chartered Accountants

FRN-050014C

Sd/-

CA. Ashok Kanther

(Proprietor)

Place : Bhilwara (Raj.) M.NO43571

Date : 25/05/2015

---

Mar 31, 2014

AUDITORS'' REPORT

Independent Auditors'' Report

To the Members of Krishana Phoschem Limited

Report on the Financial Statements

We have audited the accompanying financial statements of KRISHANA PHOSCHEM 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 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 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

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") as amended 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 for 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 Companies Act, 1956 read with the General Circular 15/ 2013 dated 13 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 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 Our Report of even date to the members of Krishana Phoschem Limited for the year ended as on March 31, 2014.

1. a) The Company has maintained proper records showing full particulars, including quantitative details and situations of fixed assets.

b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

c) Fixed assets disposed off during the year were not substantial, and therefore, do not affect the going concern assumption.

2. a) As per the information and explanation given to us, the inventories have been physically verified during the year by the management. In our opinion, having regard to the nature and location of stocks, the frequency of the physical verification is reasonable.

b) In our opinion and according to the information and explanations given to us, 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) In our opinion, and according to the information and explanations given to us, the Company is maintaining proper records of inventory and no material discrepancies were noticed on verification of inventory.

3. a) As per the information and explanation given to us, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

b) In our opinion and as per the information and explanations given to us, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Thus sub clauses (0 & (g) are not applicable to the company.

4. 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 nature of its business with regard to purchase of inventory and fixed assets and for the sales of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

5. a) In our opinion and according to the information and explanation given to us the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

b) As explained to us, transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from the public.

7. In our opinion, the company has an internal audit system through internal control system, which is carried out by the internal audit department, the scope and coverage of which is commensurate with size & nature of the business of the company.

8. The Central Government has prescribed maintenance of the cost records U/S 209(1 )(d) of the Companies Act, 1956 in respect to the company''s products and we are of the opinion that prima facie, the prescribed accounts and records have been made & maintained.

9. a) According to the information and explanations given to us and the records examined by us, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees'' state insurance, income-tax, sales-tax, wealth-tax, service tax, custom-duty and excise duty, cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, no undisputed arrears of statutory dues were outstanding, as at 31st March 2014 for a period of more than 6 months from the date they became due.

b) According to the information and explanations given to us, there is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

10. The Company does not have any accumulated losses during the year and it has not incurred cash losses in current financial year and in the immediately preceding financial year.

11. Based on our audit procedures and the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to financial institutions and banks. There are no debenture holders of the company.

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

13. The company is not a chit fund company or nidhi/ mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to the information and explanations given to us, the Company is not trading in Shares, securities, debentures and other investments.

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

16. According to the information and explanations given to us, the term loans raised during the year have been applied for the purpose for which they were raised.

17. In our opinion and according to the information and explanation given to us, on an overall examination of the Balance Sheet and cash flow of the company during the year we report that no funds raised on short-term basis have been used for Long Term Investment.

18. The company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. The Company has no outstanding debentures during the period.

20. The company has not raised money through public issue during the year.

21. 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 explanation given to us, we have neither came across any instances of fraud on or by the company noticed or reported during the year, nor we have been informed or such case by the management.

For M/s Ashok Kanther & Associates

Chartered Accountants

FRN-050014C

Sd/-

CA. Ashok Kanther

Place : Bhilwara (Rajashtan )

Date : 16.07.2014 ^{MNo 043671}

---

Mar 31, 2013

INDEPENDENT AUDITORS'' REPORT

To the Members of Krishana Phoschem Limited, Bhilwara

Report on the Financial Statements

We have audited the accompanying financial statement of KRISHNA PHOSCHEM LIMITED (“the company”)which comprise the balance sheet as at march 31 2013 and the statement of profit and cash flow statement for the year then ended and summary of significant accounting policies and other explanatory information

Management s Responsibility for the Financial Statements

Management is audited the accompanying Financial performance of these financial statement that give a true and fair view of the financial position financial performance and cash flows of the company in accounting standards referred to in sub-section ¹(3C) of internal control relevant to the preparation and presentation of the financial statement that give a true and fair view and are and maintenance from material misstatement, whether due to fraud or error

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statement based on our audit .we conducted our audit in accordance with the standards on auditing issued by the institute of chartered accountant of India those standard require that we company with ethical requirement and plan perform the audit to obtain reasonable assurance about whether the financial statement are free from material misstatement

An audit involves performing procedures to obtain audit evidence about the amount and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment including the assessments of the risks of material misstatement of the financial statement whether due to fraud or error. In making those risk assessments the auditor considers internal control reasonableness of the accounting estimates made by management , as well as evaluation the overall presentation of the financial statement.

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

OPINION

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

b) n he case o he 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

Annexure referred to in Point 1 of the Our Report of even date to the members of Krishana Phoschem Limited for the year ended as on March 31, 2013. .

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we state as under:

1. a) The Company has maintained proper records showing full particulars, including quantitative details and situations of fixed assets.

b) As per the information and explanations given to us, physical verification of fixed assets has been carried out in terms of the phased programme of verification adopted by the company and no material discrepancies were noticed on such verification.

c) In our opinion and according to the information and explanations given to us, during the year the company has not disposed off any substantial parts of Fixed Assets and therefore does not affect the going concern assumption.

2. a) As per the information and explanation given to us, the inventories have been physically verified during the year by the management. In our opinion, having regard to the nature and location of stocks, the frequency of the physical verification is reasonable.

b) In our opinion and according to the information and explanations given to us, 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) In our opinion, and according to the information and explanations given to us, the Company is maintaining proper records of inventory and no material discrepancies were noticed on verification of inventory.

3. a) As per the information and explanation given to us, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

b) In our opinion and as per the information and explanations given to us, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Thus sub clauses (f) & (g) are not applicable to the company.

4. 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 nature of its business with regard to purchase of inventory and fixed assets and for the sales of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

5. a) In our opinion and according to the information and explanation given to us the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

b) As explained to us, transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7. In our opinion, the company has an internal audit system through internal control system, which is carried out by the internal audit department, the scope and coverage of which is commensurate with size & nature of the business of the company.

8. The Central Government has prescribed maintenance of the cost records U/S 209(1 )(d) of the Companies Act, 1956 in respect to the company''s products and we are of the opinion that prima facie, the prescribed accounts and records have been made & maintained.

9. a) According to the information and explanations given to us and the records examined by us, the company is

generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees'' state insurance, income-tax, sales-tax, wealth-tax, service tax, custom-duty and excise duty, cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, no undisputed arrears of statutory dues were outstanding, as at 31st March 2013 for a period of more than 6 months from the date they became due..

b) According to the information and explanations given to us, there is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

10. The Company does not have any accumulated losses during the year and it has not incurred cash losses in current

Financial year and in the immediately preceding financial year.

11. Based on our audit procedures and the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to financial institutions and banks. There are no debenture holders of the company.

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

13. The company is not a chit fund company or nidhi/ mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor’s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to the information and explanations given to us, the Company is not trading in Shares, Mutual funds & other Investments. Therefore, the provision of this clause of the Companies (Auditor’s Report) Order, 2003 (as amended) is not applicable to the Company.

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

16. According to the information and explanations given to us, the term loans raised during the year have been applied for the purpose for which they were raised.

17. In our opinion and according to the information and explanation given to us, on an overall examination of the Balance Sheet and cash flow of the company during the year we report that no funds raised on short-term basis have been used for Long Term Investment.

18. The company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. The Company has no outstanding debentures during the period under audit.

20. The company has not raised money through public issue during the year.

21. During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices iri India and according to the information and explanation given to us, we have neither came across any instances of fraud on or by the company noticed or reported during the year, nor we have been informed or such case by the management. ’

For M/s Ashok Kanther & Associates

Chartered Accountants FRN-050014C

Sd/-

CA. Ashok Kanther

Place : Bhilwara (Raj.) (Proprietor)

Date : 31.05.2013 M.No.: 043571

---

Mar 31, 2012

To

The Members,

Krishana Phoschem Limited,

Bhilwara

1. We have audited the attached Balance Sheet of KRISHANA PHOSCHEM LIMITED as at 31^st March, 2012 and also the Profit & Loss Account 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 have conducted our audit in accordance with the auditing standards generally accepted in India. These 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 examination on test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the Accounting Principles used and significant estimates made by management as well as evaluating the overall presentation of the financial statements. We believe that our audit provides us 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 the Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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

(i) 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; ,

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

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

(iv) In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this report, comply with the Accounting Standards referred to in Sub-section (3C) of Section 211 of the Companies Act, 1956;

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

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with notes thereto and statement on Significant Accounting Policies give, in the prescribed manner, the information required by the Companies Act, 1956 and also give respectively true and fair view in conformity with the Accounting Principles generally accepted in India:

(a) It. the case of Balance Sheet, of the state of affairs of the Company as at 31^st March, 2012 and

(b) In the case of Profit & Loss Account of the Profit for the year ended on that date.

1. In respect of its fixed assets:

a. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, which in our opinion is reasonable, having regard to size of the Company and nature of its assets. No material discrepancies were noticed on such verification.

c. In our opinion, the Company has not disposed of substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of its inventories:

a. As explained to us, the management at regular intervals during the year has physically verified inventories.

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

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records, and they have been properly dealt with, in the books of account.

3. In respect of loans, secured or unsecured, granted or taken by the company to/ from companies, firm or other parties covered in the register maintained under section 301 of the Companies Act, 1956:

a. The Company has not taken any loans, secured or unsecured from the Companies firms or other parties required to be listed in the register maintained under section 301 of the Companies Act, 1956. In terms of sub section (6) of section 370 of the Indian Companies, Act, 1956, provisions of the section are not applicable to a Company on or after the commencement of the Indian Companies (Amendment) Act, 1999.

b. The Company has not granted any loan secured or unsecured to the Companies, firms or other parties required to be listed in the register required to be maintained under section 301 of the Companies Act, 1956. In terms of sub section (6) of section 370 of the Indian Companies, Act, 1956, provisions of the section are not applicable to a Company on or after commencement of the Indian Companies (Amendment) Act, 1999.

c. In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and other terms and conditions are not prima facie prejudicial to the interest of the company.

d. In respect of loans or advances granted by the company to others, the loans or advances are interest free and repayable on demand. In respect of loans taken by the Company, the interest payments and the principal amount is payable on demand.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business for purchase of inventory, 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 controls.

5. In respect of transactions covered under Section 301 of the Companies Act, 1956:

a. To the best of knowledge and belief and according to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been so entered in the register required to be maintained under that section.

b. Transactions made to pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market price at relevant time.

6. The Company has not accepted any deposits from the public during the year within the meaning of section 58-A, 58AA or other relevant provision of the Companies Act, 1956 and rules framed there under, except inter-corporate deposit, members & directors deposits in the form of unsecured, which are exempted deposits.

7. The Company has its internal control system. In our opinion, its internal control procedures involve reasonable internal checking of financial and other records, which is considered to be adequate in the circumstances and needs to be strengthened for its internal audit.

8. We have broadly reviewed the Books of Account maintained by the Company, pursuant to the rules made by the Central Government for maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956 and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the said records, with a view to determine their accuracy or completeness.

9. In respect of statutory dues:

a. According to the information and explanations given to us, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, Employees'' State Insurance, Income Tax, Sales-tax, Custom duty, Excise duty Service Tax and Cess and other material statutory dues as may be applicable to it.

b. According to the information and explanations given to us, no undisputed amounts of statutory dues was in arrears as at 31st March, 2012 for a period of more than six months from the date it became payable.

c. According to the information and explanations given to us, there are no disputed dues outstanding of Income tax, wealth tax, Sales Tax, service tax excise duty & cess except as reported here under and any other statutory dues on account of any dispute. _

	Particulars	Amount	Remarks
A. Y. 2007-08	Addition made by assessing officer under section 68	4725000/-	Appeal pending at commissioner appeal
F. Y. 2009-10	Demand raised in CST Assessment	17294/-	Appeal filed at deputy commissioner appeal

10. The Company does not have accumulated losses of previous years. The Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and banks. We have further to inform that the company has not issued any debenture.

12. In our opinion and according to the information and explanations given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the Company is not a chit fund or nidhi/mutual benefit fund/ society. Therefore, clause 4(xiii) of the Companies (Auditor''s Report) order, 2003 is not applicable to the Company.

14. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investment. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the Company.

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

16. In our opinion, the term loan taken from financial institutions have been applied for the purpose for which they were raised.

17. According to the information and explanations 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. No long-term funds have been used to finance short -term assets except permanent working capital.

18. 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.

19. No reporting under Para 4(xix) and (XX) of the Companies (Auditor''s Report) Order, 2003 is required as no debenture were issued during year under review. Likewise the company made no public issue during the year.

20. In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For M/s. Ashok Kanther & Associates

Chartered Accountants

Sd/-

CA. Ashok Kanther

Place : Bhilwara (Raj.) (Proprietor)

Date : 30^th July, 2012 M.No. - 043571