Shree Narmada Aluminium Industries Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2024

We have audited the accompanying financial statements of Shree Narmada Aluminium Industries Limited,, (hereinafter referred to as "the Company"),
which comprise of the Balance Sheet as at 31st March 2024, the Statement of Profit & Loss (including Other Comprehensive Income), statement of
changes in equity and the Cash Flow Statement for the year then ended, and including a summary of Significant Accounting Policies and other
explanatory information (collectively referred to as ''Financial Statements'').

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except the matter specified in the below para under
Basis of Qualified Opinion, the aforesaid Financial Statements give the information required by the Companies Act, 2013 (hereinafter referred to as
"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, pnd AS") and other accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2024 and its profit, total comprehensive income, changes in equity and its
cash flows for the year ended on that date.

Basis for Qualified Opinion

The Company is a sick Company under Sick Industrial Companies Act, 1985. The order of the Honorable High Court of Gujarat dated May 16, 2008 for
rehabilitation is under the process of implementation. Meanwhile, a secured creditor filed an application before Debt recovery Tribunal-Ill (DRT-lil) and
the court receiver now having the possession of property. Despite net worth of the Company fully eroded, the Management is of the opinion that the
Going Concern Assumption is sustainable and accordingly the accounts of the Company have been prepared on going concern basis. (Refer Note 18 of
financial statements). This situation indicates that material uncertainty exists that may cast significant doubt on Company''s ability to continue as going
concern. The financial statement does not adequately disclose this matter.

We conducted our audit in accordance with the Standards on Auditing (SAs) 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 Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical
requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder and we have fulfilled
our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our opinion.

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 Auditors Report Thereon

The Company''s Board of Directors is responsible for preparation of the other information. The other information com prises the information included
in the Board''s Report Including Annexure to Board''s Report, Corporate Governance and Shareholder''s information, 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 statement or our knowledge obtained in the 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 Act with respect to the preparation of these 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 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 statement that give a true and fair view and are free from material misstatement, whether due
to fraud or error.

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

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

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

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

• Obtain an understanding of internal 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, to the extent applicable to the Company during the year 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 re port 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;

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. Further, 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 bylaw 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 Cash
Flow Statement dealt with by this Report are in agreement with the Company''s 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 March 31, 2024, and taken on record by the Board of Directors, none
of the directors is disqualified as on March 31, 2024, from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial control over financial reporting of the company and the operating effectiveness of such
controls, refer to our separate report in "Annexure A",

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 accorda nee with the Rule 11 of the Com pa nies (Audit and Auditors)
Rule,2G14 according to the explanations given to us, we report that,

i) The Company has disclosed the impact of pending litigations on its financial position- Refer IMote.15 and 17 of the financial statements.

ii) The Company does not have any long term contracts including derivative contracts for which there were any material foreseeable losses; and

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

ivf (a) Management has represented to us that, to the best of it''s knowledge and belief, other than as disclosed in the notes to the accounts no
funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds)
by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, 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 a ny guarantee, security or the
like on behalf of the Ultimate Beneficiaries

(b) Management has represented to us that, to the best of it''s knowledge and belief, other than as disclosed in the notes to the accounts
no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the
understanding, whether recorded in writing or otherwise, that the Company shall, 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 our audit procedure conducted that are considered reasonable and appropriate in the circumstances, nothing has come to our
attention that cause us to believe that the representation given by the management under paragraph (1) (h) (iv) (a) & (b) contain any
material misstatement,

v) The Company has not declared or paid any dividend during the year and has not proposed final dividend for 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 operated throughout
the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of
the audit trail feature being tampered with.

As provisonto 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.

2. As required by the Companies (Auditor''s Report) Order, 2020 issued by the Central Government of India in terms of sub-section (11) of Section 143
of the Act, we enclose in the "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the said Order, to the extent applicable
to the Company during the period under review.

For SVH & Associates
Chartered Accountants
Firm Registration No. 138024 W

SD /-

Hiren Vora

Partner

Membership No. 153268

Mumbai, dated 30th June 2024 UDIN: 24153268BKEGAT8293

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Mar 31, 2014

Report on the Financial Statements

We have audited the accompanying financial statements of Shree Narmada Aluminium Industries 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

The 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 13th September 2013 issued by the Ministry of Corporate Affairs with regard to 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.

Auditor''s Responsibility

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

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

Basis of Qualified Opinion

a. The Company is a sick Company under Sick Industrial Companies Act, 1985. The order of the Honorable High Court of Gujarat dated 16.05.2008 for rehabilitation is under the process of implementation. Despite net worth of the Company fully eroded, the Management is of the opinion that the Going Concern Assumption is sustainable and accordingly the accounts of the Company have been prepared on going concern basis.

b. The unsecured loan of Rs. 3,13,05,706/- and Trade payables of Rs. 89,73,203/- are subject to confirmation receivable from the party.

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 except in respect of consequential possible impacts of the matters mentioned under Para ''Basis of Qualified Opinion:

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

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

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

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

d. In our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 ; read with the General Circular 15/2013 dated 13th September 2013 issued by the Ministry of Corporate Affairs with regard to section 133 of the Companies Act, 2014.

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 TO THE AUDITORS'' REPORT REFERRED TO IN PARA 5 (1) OF OUR REPORT OF EVEN DATE

1. (a) The Company is maintaining records showing full particulars, including quantitative details and situations of all the fixed assets.

(b) According to the information and explanations given to us, the fixed assets are being physically verified by the Management in a phased manner at year end which in our opinion is reasonable having regard to the size of the Company and nature of assets. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) The Company did not dispose off any substantial part of fixed assets during the year and hence the going concern status is not affected.

2. (a) The Company is trading for goods only by "sale-in-transit" transactions hence Company did not carry any inventory throughout the year. Considering the nature of activity, clause 4 (2) (a), (b) and (c) of the Order are not applicable.

3. (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

As the Company has not granted any loans, secured or unsecured, to parties listed in the Registers maintained under Section 301 of the Companies Act, 1956, paragraphs (3) (a), (b),(c) & (d) of the Order are not applicable.

(b) The Company has taken interest free unsecured loan from one party covered in the register maintained under Section 301 of the Companies Act, 1956. Maximum amount outstanding at any point of time during the financial year in respect of said party is Rs 3,13,05,706/- and the year end balance is Rs 3,13,05,706/-.

(c) In our opinion the rate of interest and the terms and conditions of unsecured loans, are not prima facie prejudicial to the interest of the Company

(d) In the absence of specific terms for repayment of the said loans and according to the information and explanations given to us, the management considers that the amount referred to clause 3(b) is paid as and when demanded and no amount is overdue in this respect.

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 the nature of its business, for the purchase of fixed assets and the sale of goods and services. Further, during the course of our audit, we have neither come across nor have been informed of any continuing failure to correct any major weakness in such internal controls.

5. (a) In our opinion, and according to the information and explanations given to us, the transactions that need to be entered into a Register maintained under Section 301 ofthe Companies Act, 1956 have been entered.

(b) In our opinion, and according to the information and explanations given to us, as the transactions entered into a Register maintained under Section 301 of the Companies Act, 1956, paragraph

(5) (b) of the Order which exceed Rupees five lacs have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion, and according to the information and explanations given to us, the Company has not accepted any public deposits and hence directives issued by the Reserve Bank of India and the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under are not applicable. As per the information and explanations given to us, no order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal in this respect.

7. In our opinion, the internal audit function carried out during the year by a firm of Chartered Accountants appointed by the Company have been commensurate with its size of the Company and nature of its business.

8. According to the information and explanations given and to the best of our knowledge, the provisions of ''The Companies (Cost Accounting Records) Rules, 2011'' published by the Central Government under Clause (d) of Sub-Section (1) of Section 209 of the Companies Act, 1956 for maintenance of cost records are not applicable to the Company as the Company is not engaged in the production, processing, manufacturing, or mining activities. Hence clause 4 (8) of the Order is not applicable,

9. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, ncome- Tax, Sales-Tax, Wealth Tax, Service Tax, Custom Duty, Cess and other material statutory dues, as applicable, with the appropriate authorities. There are no arrears of outstanding statutory dues as at 31st March 2014 for a period of more than 6 months from the date they became payable except for the following

Nature of statutory Due Unpaid overdue as on 31st March 2014 Amount in Rupees Sales tax(deferment) 17,020,866

Electricity duty (deferment) including interest 6,05,778

(b) As at 31st March 2014, according to the records of the Company and the information and explanations given to us, the following are the particulars of dues on account of Income Tax/ Sales Tax/ Wealth Tax/ Service Tax/ Custom Duty / Excise Duty that have not been deposited on account of disputes:-

Name of the Nature of the Amount Period to Forum where dispute Statute Dues (Rupees) which pending Amount relates

The Bombay Sales Tax, Sales Tax Act, Interest 114,000 1991-92 Before Honorable And Penalty Tribunal Filed by Company The Bombay Sales Tax, Before Honorable Sales Tax Act, Interest 2,217,000 1992-93 Tribuna Filed by And Penalty Company The Bombay Sales Tax, Before Honorable Sales Tax Act, Interest 2,618,000 1993-94 Tribunal Filed by And Penalty Company The Bombay Sales Tax, Before Honorable Sales Tax Act, Interest Tribunal And Penalty 918,000 1994-95 Filed by Company The Bombay Sales Tax, Before Honorable Sales Tax Act, Interest Tribunal And Penalty 200,000 1995-96 Filed by Company The Bombay Sales Tax, Before Honorable Sales Tax Act, Interest Tribunal And Penalty 8,000 1999-00 Filed by Company

10. The accumulated losses of the Company are more than it''s paid up capital and free reserves. The Company has not incurred any cash losses during the current year.

11. According to the information and explanations given to us and on the basis of our examination of the books of account, in our opinion, the Company has not defaulted in repayment of dues to any financial institution or banks or debenture holders.

12. According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a chit fund, nidhi, mutual benefit or a society. Accordingly, provisions of Clause 4(xiii) of the Order are not applicable to the Company.

14. The Company has not entered into any trading in shares, securities, debentures and other investments during the year. Accordingly, provisions of Clause 4(14) of the Order are not applicable to the Company.

15. According to the information and explanations given to us and the representations made by the management, the Company has not given any Guarantee for loans taken by others from any bank or financial institutions.

16. In our opinion and according to the information and explanations given to us, During the year the

Company has not raised any term loans.

17. According to the information and explanations given to us and based on the overall examination of the Balance Sheet of the Company, funds raised on short term basis have prima- facie not been used for long term investment. -

18. During the year, Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any secured debentures during the year.

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

21. To the best of our knowledge and belief 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.

For CHOKSHI & CHOKSHI Chartered Accountants (Firm Registration No.: 101872W)

R. S. Chokshi Partner Membership No. 07498

Place: Mumbai Date: 29th May 2014

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Shree Narmada Aluminium Industries Ltd. (''the Company''), which comprise the Balance sheet as at 31 March 2013, and the Statement of Profit and Lass and the Cash Flow Statement for the year then ended, and a summary off significant accounting policies and ether explanatory inform action,

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 2013 of Section 211 of the Companies Act, 1966 (''the Act'') This responsibility includes the design implementation and maintenan.ee the internal control relevant to the preparation anal presentation of the financial statements that give a true made fair view and arc free from material nuns statement, whether due to fraud Cir error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical retirements and plan and perform the audit to obtain reasonable assurance about whether 1 he Financial statements are free from material misstatement An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statement- The procedures sedated depend can the auditor''s judgment. including the assessment of the risks of material statement of the financial statements, whether due to fraud orator. In making those reassessments, the auditor considers internal control reward to the Company''s preparation and fair presentation of the binaural statements In Order to design audit procedure the tare .appropriate in the circumstances. An audit also Includes evaluating the appropriateness of accounting policies used and the reasonableness of the demounting, 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. Basis of Qualified Opinion

The Company is a sick Company under Sick Industrial Companies Act. 1985. The order of the Honorable High Court of Guyanese dated 23.03.2013 for rehabilitation is under me process of Implementation. Despite next worth at the Company folly eroded, the Management is of me option that the Gosh3 Concern Assumption is sustainable and accordingly the account of his Company have teen prepared on going concern basis.

h As per the in Formation Bifid and explanation given to us by the Company, triage is one party registered under Small, Medium, and Micro Enterprises Ac! 2006 to whom milepost of Rs. 1S9h253/

- as on 31st March Jelly a is payable whiff is not novels by the Company. Accordingly 1c that expend |he Losses of the Company and Current Liabilities of the Company are under Stated.

c. Company has not taken actuarial valuation for Entity and leave enchain gyring the year and the (lavishly for: that same has been provided based or Companies awn copulating. Academy, mina Company has not complied with Accounting Standard 15, ''Employee Benefits'' and consequential disclosure as inquired under Sand standard ant not made to that extent

Opinion

En cur opinion and to (he bean of our information and according to the explanations given to us. the finance statements give (he McMahon required by the Act in the manner pot recurrent and give a True and user in conformity with the accounting incepts generally accepted in India except In respect of consequential possible Impacts of the waiters mentioned under Farad ''Basis of Qualified Opinion'':

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

(b) in the case of the Statement of Profit and Loss, of the profit/ loss for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

d. in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3Q of section 211 of the Companies Act, 1956; Except for Accounting standard 15 , "Accounting for Retirement Benefits in the Financial Statements of Employer". The liability has not been worked out and provided for by the Company.

e. on the basis of written representation 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, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company .-

(I) (a) The Company is manning records showing full particular. including quantitative details and situations of all the fixed asset.

(b) According to the information and explanations given It us the filed assets are being physically verified by the management in a phased manner at yearn ended which in our opinion is response having regard to the size of the Company and nature- of assets. According to the Information and Emanations given to us, material discrepancies were noticed of such verification

(c) The Company did not dispose off any substantial pan of fixed assets during the year and '' hence the going concern status is not affected

ii) (a) The Company is trading for goods only by sale -in-transitions hence Company did not carry any inventory throughout the year. considering the nature of activity, clause 4 (ii) (a), (c) and (d) of the Order are not applicable.

(iii) (a) The Company has dot granted any loans, secured or unsecured to companies, firms nr other parties covered in the Register maintained under Section 301 of the Companies Act. 1956 At the Company has not granted any loans, secured of unsecured, Id parties listed in that Registers maintained under Section 301 of the Companies Add, 301 paragraphs (iii) (a) (b) (c) & (d) of the Order are not applicable.

(b) The Company has taken internal free unsecured loan from one party covered in the regime maintained under Section 301 off the companies Add 1956 Maximum amount out sailing at any point of time during the Financial year in respect of said party is Rs 12,396,733/- and the year end balance is Rs 5,l26,733/-.

(c) In our opinion the rate of interest and the farms and conditions of unsecured loans, are not prima face prejudicial to the Interest of the Company

(d) In the absence of specific terms for repayment of the said loans and according to the information end explanations given to us. the management considers that the Amount referred to clause 3(b) is paid as are when demanded and no amount is overdue In this respect.

(d) In our opinion, and according to the information and explanations given ''a bus, there are adequate internal control of procedures commensurate with the size of lithe Company and the nature of ills business tar the purchase if fixed assets and the sale of floods end iatric- Further, during the course of our audit, we have neither come across nor thieve been Informed of any aluminum party to correct any major weakness In such internal controls.

(v) (a) in our opinion, and according to the information and explanations given to us, It transition that need to be entered into a Register maintained under Section 301 of the Companies Act, 1956 have been ferreted

(b) In our opinion, and according to the Information end explanations given to us. as the transactions entered Into a Register maintained under Section 301 of the Companies Act,1956, paragraph (V) (b) of the Crater which exceed Rupees five tens have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

I) in our opinion, and according to the Information and explanation given to us, the Company place not accepted any public deposits and hence directives issued by the Reserve Bann of during and the provision of Sections 53A end 50AA or any older relevant provisions of the Companies Act 1956 and the tunas frame tee rounder are not applicable As par the information and adpersons given to us no order has been passed by company law Board or National company law Tribunal or reserve Bank of India or any court or any other Tribunal in this respect.

(vii) In our opinion, the Internal audit function carried out during the year by a firm of Chartered Accountants appointed by the Company have been commensurate with the Company and nature of its business..

(viii) According to the information and explanations given and to the Dust Knowledge provisions of ''The Companies [Cost According Records Rules 2011'' published by the Central Government under provisions (d) of Sub-Section (i- of Section 209 of tune Companies Act, 1&56 for maintenance of cast records are not applicable in the company as the Company is not engaged in the production processing manufacturing or mining activities Hence clause 4 (vii) of the order is not applicable.

(ix) (a) According to the information and explanations given to us and on the bastes of our examination the boots of account, the Company has been generally regular In depositing undisputed salutary dues including Provident Investor Education and Protection Fund, Income'' The Sales-Tax, Wealth Tax. Service Tax, Custom Duty. Cess and other material statutory does, at applicable with the appropriate authorizes. There are no arrears of outstanding statutory dues as 31st March 2013 for 3 period of more financial 6 months from the date they reframe papacies except for the following .

Nature of statutory Due Unpaid overdue as on 31st March 2013 Amount In Rupees

Sates tax(deferment) 17.020.866

Electricity duty (deferment) including interest 6.05,773

(b) As at 31st March 2013, according 10 the records of the Company and in the Nation and explanations given to us. the following are the particulars of duos on account of Income Tax/ Sales Tax Wealth Traffic Service Tax/ Custom Duly / Excise Duty that them not been deposited on account of disputes:-

Name of the Nature of the Amount Period to Forum where dispute Statute Dues (Rupees} which pending Amount rotates

The Bombay Sales Tax, Interesl Before Honorable Tribunal Sales Tax Act, And Penalty 114.00 1991-92 Filed by Company_

The Bombay Sales Tex, Interest Before Honorable Tribunal

Sales Tax Act And Penalty 2,217,000 1992-93 filed by Company

The Bombay Salas Tax, Interest before Honorable Tribunal Sales Tax Act. And Penalty 2,618.000 1993-94 Filed by Company

The Bombay Sales Tax, Before Honorable Tribunal Sales Tax Act, And Penalty 918.000 1994-95 Filed by Company

The Bombay Sales Tax, Interest Before Honorable Tribunal Sales Tax Act, And Penalty 200.000 1995-56 Filed by Company

The Bombay Sales Tax Interest Before Honorable Tribunal

Sale Tax Act And penalty Filed by Company

(x) The accumulated lasses of the Company are more than it''s paid up capital and Free reserves. The Company has Incurred a cash loss of Rs 633113/- during the financial the financial year and made a cash profit Rs 1,734,372/- In the Immediately preceding financial year

(xi) According to the Information and applications given to us and on the basis of our examination the books of account in our opinion, the company has not defaulted in repayment at dues to any financial institution or basis or debenture honors.

(xii) According to the Information and explanations given to us are on the of our examination of the books of account, the Company has not granted any lean and advances ann. me basis the of security by way of pledge of shares, debentures and other securities.

(Xiii) The Company is not a chit nidhi mutual benefit are a society. Accordingly, provisions of Clause 4(xiii) of the Order are not applicable to the Company.

(xiv) The Company has not emerged into any trading in shares. securities, debentures and quality investments during the year. Accord provisions of Clause 4 (xiv} other not applicable to the Company.

(xv) According to the information and explanations given to us and the Recent sensation mate by the management. the Company has not given any Guaranties for loans taken by others from any bark or financial institutions.

(xvi) In our opinion and sardine to the information and explanations given to us During that year in the Company has not raised any term loans.

4xvii) According to that information and explanations given to us end based on that overalls examination of that Balance Sheet of the Company, funds raised on short Insert basis have prime account that been used for long term investment.

(xv During the year, Company has and meds any preferential allotment of shares to parses and companies coveted in the Register maintained under Section 301 of the companies Act, I956.

(xix) The Company has not issued any secured debentures during the year.

(xk) The Company has not raised any money by way of public Issues funny the year

xxi) To the best of our knowledge and belief and according to the Information and explanation given to us. no Freud on or by the Company has Men noticed or reported during the year.

For CHOKSHI & CHOKSHI

Chartered Accountants

(Firm Registration No. 101872W-



Kanu Chokshi

Partner

Membership No. 17D35



Plage: Bharuph

Date: 30th May 2013

---

Mar 31, 2011

We have audited the attached Balance Sheet of Shree Narmada Aluminium Industries Limited (the Company) as at 31st March, 2011 and also the Profit and Loss Account and the Cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

(1) As required by the Companies (Auditor's Report) Order, 2003 issued by the Company Law Board in terms of Section 227(4A) of the Companies Act, 1956 (the Act), and as per the information and explanation given to us, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

(2) Further to our comments in the Annexure referred to in paragraph No. (1) above we state that:

(a) The accounts of the Company have been prepared on a going concern basis. The order of the Honorable High Court of Gujarat dated 16.05.2008 is under the process of implementation.

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

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

(d) In our opinion and to the best of our information, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this Report comply with the Accounting Standards referred to in Section 211 (3C) of the Act.

(e) The Balance Sheet, Profit and Loss account and Cash flow statement dealt with by this report are in agreement with the books of accounts of the Company.

(g) On the basis of written representation received from the directors and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March 2011 from being appointed as directors in terms of Clause (g) of Sub Section (1) of Section 274 of the Act.

(h) In our opinion and to the best of our information and according to the explanation given to us, the said accounts subject to para 2(a) above and pending confirmation of balances of Sundry debtors of Rs 14.89 lacs, Advances recoverable of Rs.30.37 lacs, Sundry Creditors (Including disputed creditors) of Rs.227.66 lacs and Advances from Customers of Rs.5 lacs, Bank balances of Rs.9372.28/-(Refer 2(xiii)(b) of Schedule 18), consequential impact on the Financial Statements due to all the above cannot be ascertained and therefore not quantified, read together with notes to Accounts, 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:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011;

(ii) In the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date;

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

ANNEXURE REFERRED TO IN PARAGRAPH '1' OF AUDITOR'S REPORT OF EVEN DATE TO THE MEMBERS OF SHREE NARMADA ALUMINIUM INDUSTRIES LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH 2011.

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

(b) As explained to us considering the size of the Company, management carries out verification of fixed assets at the year end. On such verification Fixed Assets verified during the year had no material discrepancies were observed.

(c) The Company has not disposed off any part of its fixed assets during the year, which could affect the going concern.

(2) Company did not have inventory during year, thus Physical Verification of inventory and maintenance of it's records as required by said clause of order is not warranted.

(3) (a) The Company has taken unsecured loan from one company covered in the register maintained u/s 301 of the Act.

(b) During the year maximum amount involved in such loan aggregates to Rs.369.71 lacs.

(c) In our opinion the rate of interest and the terms and conditions of unsecured loans, are not prima facie prejudicial to the interest of the company;

(d) In the absence of specific terms for repayment of the said loans and according to the information and explanations given to us, the management considers that the amount referred to clause 3(b) above is not overdue.

(e) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered under register maintained under section 301 of the Act, hence question of reporting on overdue as required by clause 3(f) & 3(g) of Companies (Auditor's Report) Order, 2003 does not arise.

(4) In our opinion there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business, for the purchases of inventory and fixed assets and for the sale of goods. Further during the course of our audit we have neither observed any continuing failure nor have we been informed of any instance of major weaknesses in internal control;

(5) (a) Based on the audit procedures applied by us and according to the information and explanations given to us, the transactions that need to be entered into a register in pursuance of section 301 of the Act have been so entered;

(b) According to the information and explanations given to us, the transactions referred to in 5 (a) above, which exceed Rupees five lacs 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 within the meaning of section 58A and section 58 AA of the Act and the rules framed there under;

(7) The internal audit of the Company is carried out by an independent firm of Chartered Accountants. The Company has an adequate internal audit system, which, in our opinion, is commensurate with its size and the nature of business.

(8) Since the Company does not have any manufacturing activity, the maintenance of cost records under section 209 (1) (d) is not required.

(9) (a) According to the information and explanations given to us and on our examination of the books of account the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Excise Duty, Cess and any other statutory dues with the appropriate authorities except for the following which are in arrears as at the last day of the financial year concerned for a period of more than six months they became payable ;

Nature of statutory Due Unpaid overdue Amount (Rs in lacs)

Sales tax(deferment) 170.21

Electricity duty (deferment) including interest 6.05

VAT (2008-09) 0.49

(b) As regards the disputed amounts of Sales tax, Income tax, Customs Duty, Wealth tax, Excise Duty, Cess and Service Tax, as applicable, the quantum of disputed amounts which have not been deposited on account of any dispute and the forum where the dispute is pending as at last day of financial year are as follows:

Nature of Statute Forum where pending Nature of Dues Amount Period (Rs in lacs) Related

The Bombay Before Honorable Tribunal Sales Tax, Interest 1.14 1991-92 Sales Tax Act, Filed by Company And Penalty

Before Honorable Tribunal Sales Tax, Interest 22.17 1992-93 Filed by Company And Penalty

Before Honorable Tribunal Sales Tax, Interest 26.18 1993-94 Filed by Company And Penalty

Before Honorable Tribunal Sales Tax, Interest 9.18 1994-95 Filed by Company And Penalty

Before Honorable Tribunal Sales Tax, Interest 2.00 1995-96 Filed by Company And Penalty

Before Honorable Tribunal Sales Tax, Interest 0.08 1999-00 Filed by Company And Penalty

(10) The Company's accumulated loss at the end of the financial year exceeds fifty percent of its net worth and it has not incurred cash losses in financial year and immediately preceding financial year.

The Company is a sick industrial company within the meaning of Section 3(1)(o) of the Sick Industrial Companies (Special Provisions) Act, 1985. The accounts of the Company have been prepared on going concern basis in spite of erosion of net worth and order of the Board for Industrial and Financial Reconstruction (BIFR) in its order dated 1.9.2000 it is stated that prima facie the Company was not likely to make up its net worth within a reasonable time while meeting all its financial obligations and was not likely to become viable in future and hence it was just, equitable and in public interest that it should be wound up. Company had filed an application to the Honorable Gujarat High Court for a Scheme of Compromise or Arrangement u/s 391 of Companies Act 1956 with its Secured Creditors, Unsecured Creditors and Equity Shareholders. The company has received an order from High Court of Gujarat dated 16.05.2008 and is under process of implementation.

(11) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not defaulted in repayment of dues to any financial institution or bank.

(12) According to the information and explanations given to us ,the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities and therefore the question of maintaining documents and records thereof does not arise;

(13) The provisions of any special statute applicable to a chit fund/ nidhi / mutual benefit fund/society are not applicable to the Company;

(14) The Company is not dealing or trading in shares, securities, debentures and other investments;

(15) On the basis of the information and explanations given to us, the Company has not given any guarantee for loans and advances taken by others from banks or financial institutions;

(16) During the year the Company has not raised any term loans.

(17) On the basis of our examination of the books of account and the information and explanations given to us, in our opinion, no funds have been raised on short term basis in the current year or near past.

(18) The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Act;

(19) The Company did not have any outstanding debentures during the year;

(20) The Company has not raised any money by public issues during the year and hence disclosure of end use of money does not arise.

(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 explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.

For CHOKSHI & CHOKSHI CHARTERED ACCOUNTANTS

Firm Registration NO.101872W

DILIP J PARIKH Partner

Place: Mumbai M.N.35305

Dated: 30th August, 2011

---

Mar 31, 2010

We have audited the attached Balance Sheet of Shree Narmada Aluminium Industries Limited (the Company) as at 31st March, 2010 and also the Profit and Loss Account and the Cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

(1) As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of Section 227(4A) of the Companies Act, 1956 (the Act), and as per the information and explanation given to us, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

(2) Further to our comments in the Annexure referred to in paragraph No. (1) above we state that:

(a) The accounts of the Company have been prepared on a going concern basis. The order of the Honourable High Court of Gujarat dated 16.05.2008 is under the process of implementation.

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

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

(d) In our opinion and to the best of our information, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this Report comply with the Accounting Standards referred to in Section 211 (3C) of the Act.

(e) The Balance Sheet, Profit and Loss account and Cash flow statement dealt with by this report are in agreement with the books of accounts of the Company.

(g) On the basis of written representation received from the directors and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31st March 2010 from being appointed as directors in terms of Clause (g) of Sub Section (1) of Section 274 of the Act.

(h) In our opinion and to the best of our information and according to the explanation given to us, the said accounts subject to para 2(a) above and pending confirmation of balances of Advances recoverable of Rs 15662380/-, Sundry Creditors (Including disputed creditors) of Rs 20491051/ - and Advances from Customers of Rs 7022621/- (Refer 2(xii)(b) of Schedule 18), consequential impact on the Financial Statements due to all the above cannot be ascertained and therefore not quantified, read together with notes to Accounts, 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:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010;

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

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

ANNEXURE REFERRED TO IN PARAGRAPH 1 OF AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF SHREE NARMADA ALUMINIUM INDUSTRIES LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31 ST MARCH 2010.

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

(b) As explained to us considering the size of the Company, management carries out verification of fixed assets in a phase manner. On such verification Fixed Assets verified during the year had no material discrepancies subject to the clause 2(a) of the Auditors Report which states that the accounts of the Company have been prepared on going concern basis.

(c) Though the Company has leased out all the Plant & Machinery and Land & Building for 99 years, but the Company has not disposed off any part of its fixed assets during the year, which could affect the going concern.

<2) (a) As explained to us, the inventory has been physically verified by the management at reasonable intervals except goods in transit;

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

(c) In our opinion the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to the books of account were not material and have been properly dealt with in the books of accounts;

(3) (a) The Company has taken unsecured loan from one company covered in the register maintained u/s 301 of the Act.

(b) During the year the maximum amount involved in such loan aggregates to Rs. 8,37,92,202.63.

(c) In our opinion the rate of interest and the terms and conditions of unsecured loans, are not prima facie prejudicial to the interest of the company;

(d) In absence of specific terms for repayment of the said loans and according to the information and explanations given to us, the management considers that the amount referred to clause 3(b) above is not overdue.

(e) The company has not granted any loans, secured or unsecured to companies, firms or other parties covered under register maintained under sec 301 of the Act, hence question of reporting on overdue does not rise.

(4) In our opinion there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business, for the purchases of inventory and fixed assets and for the sale of goods. Further during the courses of our audit we have neither observed any continuing failure nor have we been informed of any instance of major weaknesses in internal control;

(5) (a) Based on the audit procedures applied by us and according to the information and explanations given to us, the transactions that need to be entered into a register in pursuance of section 301 of the Act have been so entered;

(b) According to the information and explanations given to us, the transactions referred to in clause 5 (a) above, which exceed Rupees five lacs 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 within the meaning of section 58A and section 58 AA of the Act and the rules framed there under;

(7) The internal audit of the Company is carried out by an independent firm of Chartered Accountants. The Company has an adequate internal audit system, which, in our opinion, is commensurate with its size and the nature of business.

(8) We have reviewed the books of accounts maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under section 209(1) (d) of the Act, and are of the opinion that prima facie the prescribed records have been made ana maintained. We are not required to and, accordingly, have not made a detailed examination of the same.

(9) (a) According to the information and explanations given to us and on our examination of the books of account the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Excise Duty, Cess and any other statutory dues with the appropriate authorities except for the following which are in arrears as at the last day of the financial year concerned for a period of more than six months they became payable ;

Nature of statutory Due Unpaid overdue Amount (Rs in lacs)

Sales tax (deferment) 170.21

Electricity duty (deferment) 6.05

(b) As regards the disputed amounts of Sales tax, income tax, Customs Duty, Wealth tax, Excise Duty, Cess and Service Tax, as applicable, the quantum of disputed amounts which have not been deposited on account of any dispute and the forum where the dispute is pending as at last day of financial year are as follows:

Nature of Statute Forum where pending Nature of Dues

The Bombay Before Honourable Tribunal Sales Tax, Interest Sales Tax Act, Filed by Company and Penalty

Before Honourable Tribunal Sales Tax, Interest Filed by Company and Penalty

Before Honourable Tribunal Sales Tax, Interest Filed by Company and Penalty

Before Honourable Tribunal Sales Tax, Interest Filed by Company and Penalty

Before Honourable Tribunal Sales Tax, Interest Filed by Company and Penalty

Before Honourable Tribunal Sales Tax, Interest Filed by Company and Penalty



Name of Statue Amount Period (Rs in lacs) related

The Bombay Sales Tax Act, 1.14 1991-92

22.17 1992-93

26.18 1993-94 9.18 1994-95 2.00 1995-96 0.08 1999-00

(10) The Companys accumulated loss at the end of the financial year exceeds fifty percent of its net worth and it has incurred cash losses in financial year and also in the immediately preceding financial year.

The Company is a sick industrial company within the meaning of Section 3(1)(o) of the Sick Industrial Companies (Special Provisions) Act, 1985. The accounts of the Company have been prepared on going concern basis in spite of erosion of net worth and order of the Board for Industrial and Financial Reconstruction (BIFR). In its order dated 1.9.2000 it is stated that prima facie the Company was not likely to make up its net worth within a reasonable time while meeting all its financial obligations and was not likely to become viable in future and hence it was just, equitable and in public interest that it should be wound up. Company had filed an application to the Honorable Gujarat High Court for a Scheme of Compromise or Arrangement u/s 391 of Companies Act 1956 with its Secured Creditors, Unsecured Creditors and Equity Shareholders. The Company has received an Order from Honorable High Court of Gujarat dated 16.05.2008 and is under the process of implementation.

(11) The Company has not defaulted in repayment of dues to any financial institution, bank or to debenture holders during the year. The Company has repaid the amount of dues to financial institutions and a bank as per the order of Honorable High Court of Gujarat. One of the banks had filed an appeal against the above order before Division Bench of the Honorable High Court of Gujarat claiming additional amount, for the same matter is still pending.

(12) According to the information and explanations given to us the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities and therefore the question of maintaining documents and records thereof does not arise;

(13) The provisions of any special statute applicable to a chit fund/ nidhi / mutual benefit fund/society are not applicable to the Company;

(14) The Company is not dealing or trading in shares, securities, debentures and other investments;

(15) On the basis of the information and explanations given to us, the Company has not given any guarantee for loans and advances taken by others from banks or financial institutions;

(16) During the year the Company has not raised any term loans.

(17) On the basis of our examination of the books of account and the information and explanations given to us, in our opinion, no funds have been raised on short term basis in the current year or near past.

(18) The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Act;

(19) The Company did not have any outstanding debentures during the year;

(20) The Company has not raised any money by public issues during the year and hence disclosure of end use of money does not arise.

(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 explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.

For CHOKSHI & CHOKSHI CHARTERED ACCOUNTANTS Firm Registration No. 101872W

DILIP J. PARIKH Place; Mumbai Partner

Dated: 28 August 2010 M.N. 35305

---

Mar 31, 2009

We have audited the attached Balance Sheet of Shree Narmada Aluminium Industries Limited (the Company) as at 31st March, 2009 and also the Profit and Loss Account and the Cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

(1) As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of Section 227(4A) of the Companies Act, 1956 (the Act), and as per the information and explanation given to us, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

(2) Further to our comments in the Annexure referred to in paragraph No. (1) above we state that:

(a) The accounts of the Company have been prepared on a going concern basis. The order of the Honble High Court of Gujarat has been implemented and entries have been made accordingly as referred in Note No.2(i) of Schedule 18 on Notes to Accounts.

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

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

(d) In our opinion and to the best of our information, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this Report comply with the Accounting Standards referred to in Section 211 (3C)of the Act.

(e) The Balance Sheet, Profit and Loss account and Cash flow statement dealt with by this report are in agreement with the books of accounts of the Company.

(g) On the basis of written representation received from the directors and taken on record by the Board of Directors, we report that none of the directors are disqualified as on 31 st March 2009 from being appointed as directors in terms of Clause (g) of Sub Section (1) of Section 274 of the Act.

(h) In our opinion and to the best of our information and according to the explanation given to us, the said accounts subject to para 2 (a) above and pending confirmation of balances of Sundry debtors of Rs. 27,125,809/- Advances recoverable of Rs. 19,569,927/-, Sundry Creditors (Including disputed creditors) of Rs. 56,670,297/- and Advances from Customers of Rs. 71,81,582/- (Refer 2 (xiii) (b) of Schedule 18), consequential impact on the Financial Statements due to all the above cannot be ascertained and therefore not quantified, read together with notes to Accounts, 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:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2009;

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

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

ANNEXURE REFERRED TO IN PARAGRAPH 1 OF AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF SHREE NARMADAALUMINIUM INDUSTRIES LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31 ST MARCH 2009.

(1) (a) The Company has maintained proper records showing full particulars, including quantitative

details and situation of fixed assets;

(b) As explained to us considering the size of the Company, management carries out verification of fixed assets in a phase manner. On such verification Fixed Assets verified during the year had no material discrepancies subject to the clause 2(a) of the Auditors Report which states that the accounts of the Company have been prepared on going concern basis.

(c) The Company has not disposed off any part of its fixed assets during the year, which could affect the going concern.

(2) (a) As explained to us, the inventory has been physically verified by the management at reasonable intervals except goods in transit;

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

(c) In our opinion the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to the books of account were not material and have been properly dealt with in the books of accounts;

(3) (a) The Company has taken unsecured loan from one company covered in the register maintained u/s 301 of the Act. The said loans have been adjusted as per order of the Hqnorable High Court of Gujarat.

(b) Th,e Company has also treated old outstanding of a party as a loan account, during the year wrjose maximum amount involved during and the year end balance of such loan aggregates to Rs. 8,65,53,715 and 5,47,67,203 respectively.

(c) In our opinion the rate of interest and the terms and conditions of unsecured loans, are not prima facie prejudicial to the interest of the company;

(d) In respect of old unsecured loan the Company has repaid the amount of loan as per the order of the Honorable High Court of Gujarat.

(e) In absence of specific terms for repayment of the said loans and according to the information and explanations given to us, the management considers that the amount referred to clause 3(b) above is not overdue. Except the same, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered under register maintained under section 301 of the Act, hence question of reporting on overdue does notarise.

(4) In our opinion there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business, for the purchases of inventory and fixed assets and for the sale of goods. Further during the courses of our audit we have neither observed any continuing failure nor have we been informed of any instance of major weaknesses in internal control;

(5) (a) Based on the audit procedures applied by us and according to the- information and explanations given to us, the transactions that need to be entered into a register in pursuance of section 301 of the Act have been so entered;

(b) According to the information and explanations given to us, the transactions referred to in elapse 4 and 5 (a) above, which exceed Rupees five lacs in respect of Purchases from a party have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time. There are no other transactions.

(6) The Company has not accepted any deposits from the public within the meaning of section 58A and section 58 AA of the Act and the rules framed there under;

(7) The internal audit of the Company is carried out by an independent firm of Chartered Accountants. The Company has an adequate internal audit system, which, in our opinion, is commensurate with its size and the nature of business.

(8) We have broadly reviewed the books of accounts maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under section209(1) (d) of the Act, and are of the opinion that prima facie the prescribed records have been made and maintained. We are not required to and, accordingly, have not made a detailed examination of the same.

(9) (a) According to the information and explanations given to us and on our examination of the books of account the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Excise Duty, Cess and any other statutory dues with the appropriate authorities except for the following which are in arrears as at the last day of the financial year concerned for a period of more than six months they became payable;

Nature of statutory Due Unpaid overdue Amount (Rs in lacs)

Sales tax(deferment) 170.21

Electricity duty (deferment) including interest 11.47



(b) As regards the disputed amounts of Sales tax, Income tax, Customs Duty, Wealth tax, Excise Duty, Cess and Service Tax, as applicable, the quantum of disputed amounts which have not been deposited on account of any dispute and the forum where the dispute is pending as at last day of financial year are as follows:

Nature of Statute Forum where pending Nature of Dues Amount Period

(Rs in lacs) Related

The Bombay Before Honorable Tribunal Sales Tax, Interest 1.14 1991-92

Sales Tax Act, Filed by Company and Penalty

Before Honorable Tribunal Sales Tax , Interest 22.17 1992-93

Filed by Company and Penalty

Before Honorable Tribunal Sales Tax , Interest 26.18 1993-94

Filed by Company and Penalty

Before Honorable Tribunal Sales Tax , Interest 9.18 1994-95

Filed by Company and Penalty

Before Honorable Tribunal Sales Tax , Interest 2.00 1995-96

Filed by Company and Penalty

Before Honorable Tribunal Sales Tax , Interest 0.08 1999-00

Filed by Company and Penalty

(10) The Companys accumulated loss at the end of the financial year exceeds fifty percent of its net worth and it has incurred cash losses in financial year and also in the immediately preceding financial year.

The Company is a sick industrial company within the meaning of Section 3(1 )(o) of the Sick Industrial Companies (Special Provisions) Act, 1985. The accounts of the Company have been prepared on going concern basis in spite of erosion of net worth and order of the Board for Industrial and Financial Reconstruction (BIFR) in its order dated 1.9.2000 wherein it is stated that prima facie the Company was not likely to make up its net worth within a reasonable time while meeting all its financial obligations and was not likely to become viable in future and hence it was just, equitable and in public interest that it should be wound up. Company had filed an application to the Honorable Gujarat High Court for a Scheme of Compromise or Arrangement u/s 391 of Companies Act 1956 with its Secured Creditors, Unsecured Creditors and Equity Shareholders. During the year the Company has received an Order from Honorable High Court of Gujarat dated 16.5.2008 and the consequential impact on the financial statement of the Company has been accounted. (Referto Note No.2(i) of Schedule -18)

(11) The Company has not defaulted in repayment of dues to any financial institution, bank or to debenture holders during the year. The Company has repaid the amount of dues to financial institutions and a bank as per the order of Honorable High Court of Gujarat.

(12) According to the information and explanations given to us ,the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities and therefore the question of maintaining documents and records thereof does not arise;

(13) The provisions of any special statute applicable to a chit fund/ nidhi / mutual benefit fund/society are not applicable to the Company;

(14) The Company is not dealing or trading in shares, securities, debentures and other investments;

(15) On the basis of the information and explanations given to us, the Company has not given any guarantee for loans and advances taken by others from banks or financial institutions;

(16) During the year the Company has not raised any term loans. The term loans appearing in the accounts represents old outstanding dues since long and interest provided thereon from year to year.

(17) On the basis of our examination of the books of account and the information and explanations given to us, in our opinion, no funds have been raised on short term basis in the current year or near past.

(18) The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Act; However during the year the Company has issued Equity shares to the parties as per the order of HonoTable High Court of Gujarat.

(19) The Company did not have any outstanding debentures during the year;

(20) The Company has not raised any money by public issues during the year and hence disclosure of end use of money does not arise.

(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 explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.



For CHOKSHI & CHOKSHI

CHARTERED ACCOUNTANTS

K.S.CHOKSHI Place: Mumbai Partner Dated: 31-08-2009 M.N 17085