Riddhi Steel and Tube Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2025

We have audited the Financial Results For The Year ended March 31, 2025 audit the Financial Results for the Year
ended March 31, 2025 (refer ''Other Matters'' section below). which were subject to limited review by us, both
Included in the accompanying "Statement of Financial Results for the year ended March 31, 2025" of Riddhi Steel
And Tube Limited ("the Company"}, being Submitted by the Company pursuant to the requirements of Regulation
33 of the SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015. as amended ("the Listing
Regulation") including relevant circulars issued by the Securities and Exchange Board of India [SEBI] from time
to time.

in our opinion and to the best of our information and according to the explanation given to us these
financial results:

(a) is presented in accordance with the requirements of vi Regulation 33 of the SEBI (Listing
Obligations and disclosure Requirements) Regulations,2015 in this regard; and
(b) gives a true and fair view in conformity with the recognition and measurement principles laid
down ip Accounting Standards specified under Section 133 of the companies Act 2013) ( the
Act”), read with relevant rules issued thereunder and other accounting principles generally accepted in India of the net profit and other financial information of the Company for the year
then ended.

Z- Basis for Opinion on the Audited Financial Results for the year ended March 31, 2025

We conducted our audit of the Financial statements in accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Our responsibility under those Standards are further described In Auditor''s
Responsibility for the Audit of the financial statements section of our report. We are independent of the company
in accordance of with code of ethics issued by ICAI together with the independence requirement that are relevant
to

our audit of financial Statement under the provisions of the Act and the rule made there under, and we have
fulfilled our other ethical responsibilities in accordance with, these requirements and the ICAI'' Code of Ethics
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.

3. Management''s and Those Charged with Governance Responsibilities for the Statement

This Statement has been prepared on the basis of the annual financial statements. The
Company''s Board of Directors is responsible for the preparation and presentation of the
Statement that gives a true and fair view of the net profit loss and other financial information
of the Company in accordance with the accounting principles generally accepted in India,
including Accounting Standards prescribed under Section 133 of the Act, read with relevant
rules issued thereunder and other accounting principles generally accepted in India, and in
compliance with Regulation 33 of the Listing Regulations including SEBI Circular. This
responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding of the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to
the preparation and presentation of the Statement that gives a true and fair view and is free
from material misstatement, whether due to fraud or error.

In preparing the Statement, the Board of Directors 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 the Board of Directors either
intends to liquidate the Company or to cease operations, or has no realistic alternative but to
do so.

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

4. Auditor''s Responsibility for the Audit of the Statement

Our objectives are to obtain reasonable assurance about whether 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 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 aggregate, they could reasonably be expected to influence the
economic decision of users taken on the basis of these financial statements.

As a part of an audit in accordance with SAS, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also: ¹

* Obtain an understanding of internal financial control relevant to the audit in order to
design audit procedure that are appropriate in the circumstances. Under section
143(3)(1) of the Act, we are also responsible for expressing our opinion on whether
the company has adequate internal financial control 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.

* Evaluate the appropriateness and reasonableness of disclosures made by the Board of
Directors in terms of the requirements specified under Regulation 33 of the Listing
Regulations.

* 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 financial statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our
auditor''s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.

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

* Obtain sufficient appropriate audit evidence regarding the Annual Financial Results of
the Company to express an opinion on the Annual Financial Results.

Materiality is the magnitude of misstatements in the Annual Financial Results that, individually
or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable
user of the Annual Financial Results 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 Annual
Financial Results.

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.

S, Other Matters

The ’Statement induces the results for the Year ended March 31, 2025 being the balancing
figure between audited figures in respect of the full financial year and the published year to
date figures up to the year End of the current Financial year which were subject to limited
Review of Financial Statements conducted by us. Our report on the Statement is not modified
In respect of this matter.

For, Ashok Rajpara & Co.

Chartered Accountants
FRN: 153195W

^{ashok RAJPARA & CO.}

M.NO, 100559 *

^{{CA ASHOK RAJPARA)} CHARTERD ACCOUNTANTS

M. Not: 100559Place: Ahmedabad
Date :27/05/2025 UDIN; 251005598MNXZV3627

1

Identify and assess the risk of material misstatement of the financial statements,
weather due to fraud or error, design and perform audit procedure responsive to
those risk, and obtain evidence that us sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material misstatement resulting from fraud
for one resulting from error, as fraud may involve collusion, forgery, intentional,
omission, misrepresentation, or the override of internal control.

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Mar 31, 2024

RIDDHI STEEL AND TUBE LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of RIDDHI STEEL AND TUBE LIMITED ("the Company"), which comprise the balance sheet as at 31st March 2024, and the statement of profit and loss, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and according to the information and explanations given to us, except for the possible effect of the matter described in the basis for modified opinion section of our report, the aforesaid Financial statements give the information required by the Companies Act, 2013 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, and its profit/loss, changes in equity and its cash flows for the year ended March 31, 2024.

Basis for Modified Opinion

1. The maintenance of trade payables does not align with the prescribed guidelines delineated in Schedule III of the Companies Act, 2013. According to these regulations, it is necessary to include an ageing schedule that provides a breakdown of dues to Micro, Small, and Medium Enterprises (MSMEs) and other entities, as well as separate categorizations for disputed MSME dues and disputed dues to other parties.

2. No disclosure has been provided in accordance with the Micro, Small, and Medium Enterprises Development Act, 2006 (MSMED Act), regarding dues to micro and small enterprises as of March 31, 2024, and March 31, 2023.

3. The maintenance of trade receivables does not align with the prescribed guidelines delineated in Schedule III of the Companies Act, 2013. According to these regulations, it is necessary to include an ageing schedule that provides a breakdown of undisputed trade

receivable considered good, undisputed trade receivable considered doubtful, disputed trade receivable considered good, disputed trade receivable considered doubtful

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor''s Responsibility 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 (ICA!) 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 Matter

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

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, but does not include the financial statements and our auditor''s report thereon.

• Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon

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

Responsibilities of Management and Those Charged with Governance for the Financial Statements

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

In preparing the financial statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

That Board of Directors are also responsible for overseeing the Company''s financial reporting process.

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

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

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

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

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls

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

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the 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 financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by 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 A" a statement on the matters specified in paragraphs 3 and 4 of the Order

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

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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, the Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

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

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

f) With respect to the adequacy of the internal financial controls with reference to these Standalone Financial Statements and the operating effectiveness of such controls, refer to our separate Report in "Annexure 2" to this report;

g) In our opinion, the managerial remuneration for the year ended March 31, 2024 has been paid / provided by the Company to its directors in accordance with the provisions of Section 197 read with Schedule V to the Act;

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

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

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

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

iv.

a. The Management has represented that, to the best of its knowledge and belief, 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. The company has not declared and paid any dividend or interim dividend in the year.

vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2024 which has a feature of recording audit trail (edit log) facility and the same has not been operated throughout the year for all relevant transactions recorded in the software.

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

For, JIGAR SHAH & ASSOCIATES Chartered Accountants Firm Reg. No.: 128263W

Sd/-

CA JIGAR M SHAH

Proprietor

M. NO.: 075778

UDIN: 24075778BKBNXM2841

Date: 06.06.2024 Place: Ahmedabad

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Mar 31, 2016

TO THE MEMBERS OF RIDDHI STEEL & TUBE LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of RIDDHI STEEL & TUBE LIMITED ("the Company”], which comprise the Balance Sheet as at 31^st March, 2016, the Statement of Profit and Loss, cash flow statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditor''s Responsibility

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

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

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2016, and its Profits and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

i. As required by the Companies (Auditor’s Report] 0rder,2016 (‘The Order’] issued by the Central Government of India in terms of subsection ll of section 143 of the Act, We give in the Annexure - A a statement on the matters specified in the paragraph 3 and 4 of the order to the extent possible.

ii. As required by Section 143 (3] of the Act, we report that:

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

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

(c] The Balance Sheet, the Statement of Profit and Loss and cash flow statement dealt with by this Report are in agreement with the books of account.

(d] In our opinion, the aforesaid 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 the written representations received from the directors as on 31^st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2016 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 and the operating effectiveness of such controls, refer to our separate report in Annexure - B; and

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

i. The Company has no pending litigations which can impact its financial position.

ii. The company has made the provision, as required under the applicable laws or accounting standards for material foreseeable losses on long term contracts including derivative contracts.

iii. The company is not require to transfer any amount to the Investor Education and Protection Fund.

Referred to in paragraph 1 under the heading ''Report on Other Legal & Regulatory Requirement'' of our report of even date to the financial statements of the Company for the year ended March 31, 2016:

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;

(b] The Fixed Assets have been physically verified by the management in a phased manner, designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the company and nature of its business. Pursuant to the program, a portion of the fixed asset has been physically verified by the management during the year and no material discrepancies between the books records and the physical fixed assets have been noticed.

(c] The title deeds of immovable properties are held in the name of the company.

2. In respect of its Inventories:

(a] The management has conducted the physical verification of inventory at reasonable intervals.

(b] The discrepancies noticed on physical verification of the inventory as compared to books records which has been properly dealt with in the books of account were not material.

3. The Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability partnerships or other parties covered in the Register maintained under section 189 of the Act. Accordingly, the provisions of clause 3 (iii] (a] to (C] of the Order are not applicable to the Company and hence not commented upon.

4. In our opinion and according to the information and explanations given to us, the company has neither granted loans nor has made investments nor has executed guarantee and thus company does not require compliance with the provisions of section 185 and 186 of the Companies Act, 2013 In respect of loans, investments, guarantees, and security. Accordingly, the provisions of clause 3 (iv] of the Order are not applicable to the Company and hence not commented upon.

5. The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit] Rules, 2015 with regard to the deposits accepted from the public are not applicable

6. With reference to the compulsory cost records to be maintained by the Company pursuant to the Companies (Cost Records and Audit] Rules, 2014 prescribed by the

Central Government of India under section 148 of the Companies Act, 2013, the Company has complied with the same; however we have not made a detailed examination of the records.

7. In respect of Statutory Dues:

(a] The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employee’s state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other statutory dues applicable to it. According to the information and explanations given to us, no undisputed amount is payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty and cess, etc., for a period of more than six months from the date they became payable.

(b] According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax outstanding on account of any dispute.

8. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks. The Company has not taken any loan either from financial institutions or from the government and has not issued any debentures.

9. Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix] of the Order are not applicable to the Company and hence not commented upon.

10. Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its officers or employees has been noticed or reported during the year.

11. Based upon the audit procedures performed and the information and explanations given by the management, the remuneration paid is within the limits laid down under section 197 read with schedule V of the companies Act, 2013. Accordingly, the provisions of clause 3 (xi] of the Order are not applicable to the Company and hence not commented upon.

12. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3 (xii] of the Order are not applicable to the Company.

13. In our opinion, all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.

14. Based upon the audit procedures performed and the information and explanations given by the management, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of clause 3 (xiv] of the Order are not applicable to the Company and hence not commented upon.

15. Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv] of the Order are not applicable to the Company and hence not commented upon.

16. In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi] of the Order are not applicable to the Company and hence not commented upon.

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (“THE ACT”)

We have audited the internal financial controls over financial reporting of RIDDHI STEEL AND TUBE LIMITED ("the Company”] as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management''s Responsibility for Internal Financial Controls:

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors'' Responsibility

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note”] and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10] of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that:

(1] pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2] provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

(3] provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For, C.P. Shah & Co.

Chartered Accountants

Sd/-

Ahmedabad Chetan P. Shah

27^th August,2016 Proprietor

M. No. 031239

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Mar 31, 2015

TO THE MEMBERS OF RIDDHT STEEL & TUBE PRIVATE LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of RIDDH1 STEEL &. TUBE PRIVATE LIMITED ("the Company), which comprises the Balance Sheet is at 31^st March, 2015, the Statement of Profit and Loss, cash flow statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditor’s Responsibility

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

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

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

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

Opinion

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

Report on Other Legal and Regulatory Requirements

i. As required by the Companies (Auditor’s Report) Order, 2015 (“The Order'') issued by the Central Government of India in terms of subsection 11 of section 143 of the Act, We give in the annexure a statement on the matters specified in the paragraph 3 and 4 of the order to the ex lent possible.

ii. 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 bonks of seen u fit 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 and cash flow statement dealt with by this Report are in agreement with the books of account

[d) In our opinion, the afore said financial statements comply with die Accounting Standards specified under Section 133 of the Act, read with Rule 7of the Companies [Accounts) Rules, 2014.

(e) On the basis Of the 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 3l^st March. 2015 from being appointed as a director in terms of Section 164 [2) of the Act.

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

i. The Company has no pending litigations which can impact its financial position.

ii, The company has made the provision, as required under the applicable laws or accounting _ standards for material foreseeable losses un long term contracts including derivative contracts,

iii The company is not require to transfer any amount to the Investor Education and Protection Fund.

ANNEXURE TO THE INDEPENDENT AUDITORS REPORT

The annexure'' referred to in our Independent Auditors'' Report to the members of the Company on the financial statement for the year ended 31^st March. 2015, we report that;

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 and it, we report that

1. In respect of its fixed assets:

(a] The Company has maintained proper records showing full particular*; including quantitative details of the 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 mariner Over a regular interval of time. In accordance with tills programme certain fixed assess were verified during the year am! no material discrepancies were noticed on such verification.

2. In respect of its Inventories:

[a] The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

[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 the size of the Company and nature of its business.

(c) The company is maintaining propel records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. In Respect of the Loans, secured or unsecured, granted by the company to companies, firms or other panics covered In the register maintained under the Section 189 of (the Companies Act, 2013.

The Company has not granted unsecured loan to parties covered In the register maintained under section 189 of the Companies Act 2013. Therefore, the paragraph 3(iii) of the companies (Auditor Report) Order, 2015 is not applicable to the company.

4. In our opinion and according in the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fined assets and with regard to the sale of Roods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5. The company has not accepted any deposits from the public. Therefore, the paragraph 3(v) of the companies (Auditor’s Report) Order 2015 is not applicable to the company.

6. The company is not required to maintain cost records under section 148 of the Companies Act. 2013.

7. In respect o f statutory dues:

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues Including provident fund. Investor education and protection fund, employee''s state insurance, income tax, sales tax, wealth Lax,, custom duty, excise duty, cess and other statutory dues applicable to it. According to the information and explanations given to us, no undisputed amount is payable in respect of income tax wealth tax, sales tax, customs duly, excise duty and cess, for a period of more than six months from the date they became payable.

[b] According to the information and explanation given to us, there are no dues of sales tax, income tax, customs duty, wealth tax and cess which have not been deposited on accounts of any dispute.

(c)There being no dividends which remained unpaid or unclaimed and hence The Company is not requires to transfer any amount to the investors education and Protection Fund, Therefore clause (c) of the paragraph 3(vii) of the companies (Auditor''s Report ) Order, 2015 is not applicable.

8. The company does not have accumulated losses at the end of the financial year and has nut incurred cash losses ill the financial year and in the immediately preceding financial year,

9. In our opinion and according to the information and explanation given to us, the company has not defaulted In repayment of dues to a financial institution or bank. The company is not having any debentures outstanding. Therefore paragraph 3 (ix) of the companies (Audi fur''s Report) Order, 2015 is not applicable.

10. The company has not given guarantees for loan taken by others from banks or financial institutions. Therefore paragraph 3(x) of the companies (Auditor''s Report) Order, 2015 is not applicable.

11. In our Opinion, the term loan raised during the financial year has been applied for the purpose for which they were procured.

12. According to the information and explanation given to us. no material fraud on or by the company has been noticed or reported during the course of our audit

For, C.P. Shah & Co.

Chartered Accountants

Chetan P. Shah

Ahmedabad Proprietor

01^st September, 2015 M. No. 031239

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Mar 31, 2014

To the Members,

RIDDHI STEEL & TUBE PRIVATE LIMITED.

REPORT ON FINANCIAL STATEMENTS

We have audited the accompanying financial statements of RIDDH1 STEEL &. TUBE PRIVATE LIMITED ("the Company), which comprises the Balance Sheet is at 31^st March, 2015, the Statement of Profit and Loss, cash flow statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENT

The Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance 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, 213. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on these financial statement based on our audit. We have 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 amount and the disclosures in the financial statements The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating tire appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the 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 m 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 case of the Balance Sheet, of the state of affairs of the Company’s at March 31, 2014:

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

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

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

i. As required by the Companies (Auditor’s Report) Order, 2003 (“The Order'') issued by the Central Government of India in terms of subsection (4A) of section 227 of the Act, We give in the annexure a statement on the matters specified in the paragraph 4 and 5 of the order to the ex lent possible.

ii. As required by section 227[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 accounts 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 and cash flow statement dealt with by this Report are in agreement with the books of account;

[d) In our opinion, the Balance Sheet, the Statement of Profit and Loss Account 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 Mystery of Corporate Affairs in respect of section 133 of the Companies Act, 2013;

(e) On the basis of the written representations received from the directors as on 31^st March, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 3l^st March. 2014 from being appointed as a director in terms of clause of (g)of sub-section (1) of section 274 of the Companies Act, 1956.

The annexure referred to in paragraph 1 of the our Report of even date to the members of RIDDHI STEEL & TUBE PRIVATE LIMITED on the accounts of the company for the year ended 31^st March, 2014.

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 report that:

1. In respect of its fixed assets:

(a] The Company has maintained proper division wise records showing detailed full particulars of the fixed assets.

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification, which in our opinion, is reasonable with regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

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

2. In respect of its Inventories:

[a] The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(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 the size of the Company and nature of its business.

(c) The company is maintaining propel records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(e) The company is regular in repaying the principal amounts as stipulated and has been regular in the payment of interest for the loan accepted.

4. In our opinion and according in the information and explanations given to us, having regard to the explanation that some of the items purchased are of special nature and suitable alternative sources are not readily available for obtaining comparable quotation, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and sale of goods and services. During the course of our audit, we have not observed any major weakness in such internal control system.

5. In respect of the contracts or arrangements referred to in Section 301 of the Companies Act, 1956.

Accordingly to the information and explanation given to us the Company has not entered into any contract or arrangements with companies, firms or other parties during the year covered in the Register maintained under section 301 of the company has not made any transactions in pursuance of contracts or arrangements.

6. In our opinion and according to information and explanation given to us, the company has complied with the provisions of sections 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.

7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of the Act and are of the opinion that, prima facte, the prescribed cost records have been maintained. We have however not made a detailed examination of the records with a view to determine whether they are accurate or complete.

9. In respect of Statutory Dues:

(a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Customs Duty, Excise Duty, Cess Tax and other statutory dues applicable. According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, customs duty, excise duty and cess etc., for a period of more than six months from the date of becoming payable.

(b) According to the information and explanations given to us, there are no dues of sales tax, Income tax, customs duty, and cess which have not been deposited on accounts of any disputes.

10. In our opinion, the Company has not incurred any cash loss during the financial year covered by our audit and the immediately preceding financial year and is not a sick industrial company within the meaning of the clause (o) of Subsection (1) of section 3 of the Sick Industries Companies (Special Provisions) Act, 1985.

11. In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

12. According to the information and explanation given to us, the Company has not given any loans and advances 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 a nidhi/ mutual benefit fund / society. Therefore the provisions of clause 4(xiii) of the companies (Auditors Report) Order 2003 are not applicable to the company.

14. In our opinion, the company is not give any guarantees for loans taken by other from banks or financial institutions and therefore Paragraph 4(xiv) of the Companies (Auditor Report) Order, 2003 are not applicable to the company.

15. In our opinion, the company has not given any guarantees for loans taken by others from banks or financial institutions and therefore Paragraph 4(xv) order is not applicable.

16.In our opinion the term loan 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 the 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. The Company has not made preferential allotment of shares to the parties covered in the register maintained under Section 301 of the Companies Act, 1956.

19. In our opinion and according to the Information and explanation given to the Company has not issued any secured debentures during the period covered by report. Accordingly, the provisions of clause 1(xix) of the Companies (Auditors Report) order, 2003 are not applicable to the Company.

20. The Company has not raised any money by way of public issue during the year.

21. According to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For, C.P. Shash & Co.

Chartered Accountants

Firm Registration No:- 109526W

Place: Ahmedabad Chetan P. Shah

Date: 05^th September, 2014 Proprietor

Membership No:- 31239

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Mar 31, 2013

To

The Members of

Riddhi Steel & Tube Private Limited.

Ahmedabad.

REPORT ON FINANCIAL STATEMENT

We have audited the accompanying financial statements of RIDDHI STEEL & TUBE PRIVATE LIMIT to ("the Company”), which comprise the Balance Sheet as at March 31^st , 2013, and the Statement of Profit and Lass and Cash Flow Statement for tire year then ended, and a summary of significant accounting policies and other explanatory information.

MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENT

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 by the- Company in accordance with the Accounting Standards referred to in sub-section (3C) or section 211 of the Companies Act, 1956 (“the Act”), 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 Lo 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 el so includes evaluating the appropriateness to 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, to the state of affairs of the Company as at March 31, 2013;

b) in the case of the Statement of Profit and Loss, of the 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 OH OTHFR LEGAL. AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor’s Report) Order, 2003(“''the Order”) Issued by the Central Government of India in terms of sub-section (4A) of section 217 to 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’s required by law have been kept by the Company so far as appears from our examination of those books

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

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

e. on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, f0m being appointment as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO THE INDEPENDENT AUDITOR''S REPORT

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of Riddhi Steel a Tube Private Limited on the accounts of the company for the year ended 31^st March, 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 report that:

1. In respect of its fixed assets;

(a) The Company has maintained proper records showing detailed full particulars of the fixed assets.

(b) All the assets have not been physically verified by the management during the year but there is regular programmed of Verification, Which, In our opinion, is reasonable with retard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) in our opinion, the Company has not disposed off a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of its Inventories:

(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(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 the size of the Company and nature of its business. The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(d) Inventory lying with third parties at year end have beer, verified by the management with reference to confirmations of statements at accounts or correspondence of third parties or subsequent receipt of the goods.

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

(a) The Company has granted unsecured loan id a company covered in the register mg in tamed under section 301 of the Companies Act, 1956- The year-end balance of the loan granted was Rs. 291.13 lacs.

(b) The Company has taken unsecured Loan from parries covered in the registers maintained under section 301 of the Companies Act. 1956. The yearend balance of unsecured loans is Rs, 1314.60 lacs.

(c) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions on which loans has been taken from Company, firm, HUF and other parties listed in the register maintained under section 301 of the Companies Act 1956, are not prima face prejudicial to the Interest of the Company.

(d) The company is regular in repaying the principal amounts as stipulated and has been regular in the payment of interest for the loan accepted.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate ate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the state of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5. In respect of the Contracts or arrangements referred to in Section 301 of the Companies Act, 1956.

(A) According to the information and explanations given to us, we are of the opinion that the transactions that need to he entered into the register maintained under section 301 of the Companies Act. 1954 have been so entered.

(B) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs or more in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. The Company has not accepted any deposit from the public within the meaning of Section 58A and 58AA of the Act and the rules framed there under.

7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

8. With reference to the compulsory cost records to be maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under section 209(1) of the Companies Act, 1956, the Company has adequate data base, however we have not made a detailed examination of the same.

9. In respect of statutory dues:

(a) The company is regular fn depositing with appropriate authorizes undisputed statutory dues including provident fund, investor education and protection fund, employee''s state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other statutory dues applicable to it- According to the information and explanations given to us, no undisputed amount is payable in respect of income tax, wealth taw, sales lax, customs duty, excise duty and cess, etc., tor a period of more than six months from the date they became payable,

(b) According to the information and explanation given to us, there are no dues of sales tax, income tax, customs duty, wealth tax in and cess which have not been deposited on accounts of any dispute.

10, In our opinion, the Company has not incurred any cash toss during the financial year covered by our audit and the immediately preceding financial year and is not a sick industrial company within the meaning of the clause (o) of sub-section (1) of section 3 of the Sick Industries Companies (Special Provisions) Act, 1985

11. In our opinion and according to the information and -explanation given to us, the company has not defau.tcd in repayment or dues to a financial institution, bank or debenture holder.

12. According to the information and explanations given to us, the Company has not given any loans and advances 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 a nidhi / mutual benefit fund/society. Therefore, the provisions of clues 4(xiii) of the companies (Auditor''s Report) Order, 2003 are not applicable to the company.

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

15. In our opinion, the terms and conditions on which the company has given guarantees for Loans taken by others from banks or financial Institutions are not prejudicial to the interest of the company.

16. in our opinion, the term loans 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 the 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 wording capital.

18.. The Company has not made preferential allotment of shares to the parties covered in The register maintained under Section 301 of the Companies Act, 1956.

19. In our opinion and according to the informal-on and explanation given to us, "he Company has not issued any secured debentures during the period covered by our report. Accordingly, the provisions of clause -4(xix) of the Companies (Auditor’s Report) Order, 2003 are not applicable to the Company.

70. The Company has not raised any money by way of public issue during the year.

21. According to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For C.P. Shah h Co.

Chartered Accountants

Chetan P. Shah

Place:- Ahmedabod (Proprietor)

Date:- 9^th September. 201 3 Membership Mo. : 31239

FRN.109526W