SVC Industries Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2025

We have audited the accompanying Financial Statements of SVC Industries Limited ("the Company”), which comprise the Balance
Sheet as at 31 st March, 2025 the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow
and the Statement of Changes in Equity for the year then ended, and notes to the Financial Statements, including material accounting
policies and other explanatory information ("the Financial Statements”).

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 Companies Act, 2013, as amended (“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 (“IndAS”) and other accounting principles generally accepted in India, of the state of affairs of the
Company as at 31 st March, 2025, its loss, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance with the Standards on Auditing (SAs), as specified under section
143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibility 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 (ICAI)togetherwiththeethical requirements that are relevant to our audit of the 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 we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements
for the financial year ended 31st March, 2025. 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. For each matter below, our
description of how our audit addressed the matter is provided in that context

We have determined the matters described below to be the key audit matters to be communicated in our report along with our description
of how our audit addressed the matters.

Key audit matters	Purpose
Evaluation of uncertain financial liabilities	Our audit procedure on evaluation of uncertain financial liabilities included
As described in Note No. 13.1 to 13.6, Note No. 27 and Note No. 30, the Company has outstanding financial liabilities having book value of Rs. 4,910.07 Lakhs as on 31.03.2025 towards Non-convertible debentures and	•Obtained understanding of key uncertain financial liabilities and their status before various judicial authorities;
loan from state financial institutions.	•Read and analysed key correspondences between lenders and the Company regarding the uncertain financial liabilities;
Recovery petition filed by the lenders are pending before the Debt Recovery Tribunal (DRT). The amount claimed	•Discussed with appropriate senior management and valuated
in these petitions are much higher than the book value	management’s underlying key assumptions in estimating the
of the liabilities. The Management has approached these lenders for one-time settlement of these financial liabili-	uncertain financial liabilities: and
ties and is hopeful to close the matter by mutual agree-	•Assessed management’s estimate of the possible outcome of
ment in due course, a reliable estimate cannot be made of the amount likely to be paid in satisfaction of these	the negotiation by way of one-time settlement with lenders.
financial liabilities.	•Obtained the extension letter granted by PICUP, read the key correspondences also obtained the PICUP Minutes approving the
Meanwhile the State Financial Institution (PICUP), has granted to the company extension of the deadline for the payment of the balance One Time Settlement dues for an aggregate amount of Rs. 2,299 Lakhs payable on or before 3rd June, 2025.	extension to the OTS.
Litigation matters	Our audit procedures included and was not limited to the following:
The provisions and contingent liabilities relate to ongoing litigations and claims with various authorities and third	•Assessing management’s position through discussions with the
parties. These relate to direct tax, indirect tax, claims,	in-house legal/tax team and external legal opinions obtained by
general legal proceedings and other eventualities arising	the Company (where considered necessary) on both, the proba-
in the regular course of business.	bility of success in the aforesaid cases, and the magnitude of any potential loss.
As at the year ended 31st March, 2025, the amounts involved are significant. The computation of a provision	•Discussion with the management on the development in these
or contingent liability requires significant judgement by the Company because of the inherent complexity in	litigations during the year ended 31st March, 2025.
estimating future costs. The amount recognized as a	•Roll out of enquiry letters to the Company’s legal counsel
provision is the best estimate of the expenditure. The	(intemal/external) and study the responses received from them.
provisions and contingent liabilities are subject to changes in the outcomes of litigations and claims and the positions taken by the company. It involves significant	Also verified that accounting/disclosure made by the Company are in accordance with the assessment of legal counsel.
judgement and estimation to determine the likelihood	•Review of the disclosures made by the Company in the financial
and timing of the cash outflows and interpretations of the legal aspects, tax legislations and judgements previously made by authorities.	statements in this regard.

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

The Company''s Management and Board of Directors is responsible for the other information. The other information comprises the
information included in Management Discussion and Analysis, Board''s Report and the Annual Report, but does not include the financial
statements and our auditor''s report thereon. The reports are expected to be made available to us after the date of this auditor''s report.

Our opinion on the Financial Statements does not cover the other information and we do not and will 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 identified above when it
becomes available and, in doing so, consider whether such 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 at this moment.

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, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally
accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of
the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the 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.

The Company''s Board of Directors is 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 skepticism throughout the
audit. We also:

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

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

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

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

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

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by 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 based on our audit we report that:

a) We have sought and obtained all the information and explanatbns 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 for as it appears from our examination
of those books.

c) The Balance Sheet the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Cash Flows and
Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.

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

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

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the
operating effectiveness of such controls, refer to our separate Report in “Annexure B”. Our report expresses an unmodified opinion
on the adequacy and operating effectiveness of the Company''s internal financial with reference to financial statements.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the
Act, as amended, in our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 13.1 to
13.6,27,30 and 32 to the financial statements;

ii. There are no foreseeable losses on any long-term contract including derivative contract as required under applicable law or
accounting standards;

iii. According to records of the company, there are no amounts that are due to be transferred to the Investor Education and Protection
Fund in accordance with the relevant provisions of the Act and rules made there under.

iv. Based on such audit procedures that we have considered reasonable and appropriate in the circumstances and also as represented
by the management nothing has come to our notice that has caused us to believe that Any funds have been advanced or loaned or
invested by the company in any “Intermediaries”, with the understanding, that the Intermediary shall, lend or invest on behalf of the
company or provide any guarantee or security on its behalf.

Also no funds have been received by the company from any entities (“Funding Parties"), with the understanding that the company
shall lend or invest in other entities on behalf of the Funding Party.

v. The company has not declared or paid any dividend during the year.

vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of
account which have a feature of recording audit trail (edit log) facility and that has operated throughout the year for all relevant
transactions recorded in accounting software. Further, during the course of our audit we did not come across any instance of the
audit trail feature being tampered with and the audit trail has been preserved by the company as per the statutory requirements of
record retention.

For B.M. CHATURVEDI & Co.

Chartered Accountants

ICAIFRN: 114317W

KartikAgrawal

Partner

ICAIMN. 463529

UDIN: 25463529BMOPJM9689

Date: 27" May, 2025

Place: Mumbai

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Mar 31, 2024

To the Members of SVC Industries Limited

Report on the Audit of the Finan cial Statements Opinion

We have audited the accompanying Financial Statements of SVC Industries Limited ("the Company”), which comprise the Balance Sheet as at 31 st March, 2024 the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity forthe year then ended, and notes to the Financial Statements, including a summary of the material accounting policies and otherexplanatory information ("the Financial Statements”).

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 Companies Act, 2013, as amended (The Act’) in the manner so required and give a true and fair view in conformity with the with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 st March, 2024, its loss, its cash flows and the changes in equity forthe year ended on that date.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibility for the Audit of the Financial Statementssection of our report. We are independent of theCompanyin accordance with the ’Code of Ethics''issued by the Institute of Chartered Accountants of India (ICAI)togetherwiththeethical requirements that are relevanttoour audit of thefinancial 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 thatthe audit evidence we have obtained is sufficient and appropriate to provide a basisforour audit opinion on the Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements for the financial year ended 31st March, 2024. 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. For each matter below, our description of how our audit addressed the matter is provided in that context

We have determined the matters described below to be the key audit matters to be communicated in our report along with our description of how our audit addressed the matters.

	Key audit matters	Purpose
	Evaluation of uncertain financial liabilities As described in Note No. 15.1 to 15.6, Note No. 26 and Note No. 29, the Company has outstanding financial liabilities having book value of Rs. 5,588.99 lakhs as on 31.03.2024 towards Non-convertible debentures and loan from state financial institutions. Recovery petition filed by the lenders are pending before the Debt Recovery Tribunal (DRT). The amount claimed in these petitions are much higher than the book value of the liabilities. The Management has approached these lenders for one-time settlement of these financial liabilities and is hopeful to close the matter by mutual agreement in due course, a reliable estimate cannot be made of the amount likely to be paid in satisfaction of these financial liabilities. Meanwhile the State Financial Institution (PIICUP), has granted to the company One Time Settlement of its dues for an aggregate amount of Rs. 2,597 Lakhs payable within 12 months from 03.01.2024 along with 11% simple interest from that day to the date of payment of OTS amount. Litigation matters The provisions and contingent liabilities relate to ongoing litigations and claims with various authorities and third parties. These relate to direct tax, indirect tax, claims, general legal proceedings and other eventualities arising in the regular course of business. As at the year ended 31st March, 2024, the amounts involved are significant. The computation of a provision or contingent liability requires significant judgement by the Company because of the inherent complexity in estimating future costs. The amount recognized as a provision is the best estimate of the expenditure. The provisbns and contingent liabilities are subject to changes in the outcomes of litigations and claims and the positions taken by the company. It involves significant judgement and estimation to determine the likelihood and timing of the cash outflows and interpretations of the legal aspects, tax legislations and judgements previously made by authorities.	Our audit procedure on evaluation of uncertain financial liabilities included • Obtained understanding of key uncertain financial liabilities and their status before various judicial authorities; • Read and analysed key correspondences between lenders and the Company regarding the uncertain financial liabilities; • Discussed with appropriate senior management and valuated management''s underlying key assumptions in estimating the uncertain financial liabilities; and • Assessed management’s estimate of the possible outcome of the negotiation by way of one-time settlement with lenders. • Obtained the OTS Policy granted by PIICUP, Read the key correspondences and traced the payments made in terms with the OTS policy of Rs. 678.92 Lakhs on 20.04.2024. Our audit procedures included and was not limited to the following: • Assessing management’s position through discussions with the in-house legal/tax team and external legal opinions obtained by the Company (where considered necessary) on both, the probability of success in the aforesaid cases, and the magnitude of any potential toss. • Discussion with the management on the development in these litigations during the year ended 31st March, 2024. • Roll out of enquiry letters to the Company’s legal counsel (inter-nal/extemal) and study the responses received from them. Also verified that accounting/disclosure made by the Company are in accordance with the assessment of legal counsel. • Review of the disclosures made by the Company in the financial statements in this regard.

Information Otherthan the Financial Statements and Auditor''s Report Thereon

The Company''s Management and Board of Directors is responsible for the other information. The other information comprises the information included in Management Discussion and Analysis, Board''s Report and the Annual Report, but does not include thefinancial statements and our auditor''s report thereon. The reports are expected to be made available to us after the date of this auditor''s report.

Our opinion on the Financial Statements does not coverthe other information and we do not and will 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 identified above when it becomes available and, in doing so, consider whether such 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 feet. We have nothing to report in this regard at this moment.

Management''s Responsibility forthe 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, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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 orto cease operations, or has no realistic alternative but to do so.

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

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

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

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

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

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i)oftheAct, 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 disebsures made by the management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of ourauditoris report. However, future events orconditbns 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 fairpresentatbn.

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure aboutthe matter orwhen, 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) oftheAct, based on ouraudit, we reportthat:

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 aud it.

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

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books ofaccount.

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

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

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B", Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial with reference to financial statements.

g) With respect to the other matters to be included in theAuditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 15.1 to 15.6,26,29 and 32 to the financial statements;

ii. There are no foreseeable losses on any long-term contract including derivative contract as required under applicable law or accounting standards;

iii. According to records of the company, there are no amounts that are due to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions oftheAct and rules made there under.

iv. Based on such audit procedures that we have considered reasonable and appropriate in the circumstances and also as represented by the management, nothing has come to our notice that has caused us to believe that Any funds have been advanced or loaned or invested by the company in any “Intermediaries", with the understanding, that the Intermediary shall, lend or invest on behalf of the compa ny or provide any gua ran tee or secu rity on its behalf.

Also no funds have been received by the company from any entities (“Funding Parties"), with the understanding that the company shall lend or invest in other entities on behalf of the Funding Party.

v. The company has not declared or paid any dividend during the year.

vi. The Company has migrated to Tally Prime Edit Log from Old Visuals Trio ERP during middle of the year and is in the process of setting up necessary audit trailand its controls in its software regarding required audit trail. Consequently, we are unable to comment on above compliances during the year.

For B.M. CHATURVEDI & Co.

Chartered Accountants ICAI FRN: 114317W

Kartik Agrawal

Partner

ICAI MN. 463529 UDIN: 24463529BKEYZV5175 Date: 27th May, 2024 Place: Mumbai

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Mar 31, 2023

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements for the financial year ended 31st March, 2023. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report along with our description of how our audit addressed the matters.

We have audited the accompanying Financial Statements of SVC Industries Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2023 the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the Financial Statements, including a summary of the significant accounting policies and other explanatory information (“the financial statements”).

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 Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2023, its loss, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance with the Standards on Auditing (Sas), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibility 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 (ICAI) together with the ethical requirements that are relevant to our audit of the 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 we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Financial Statements.

Key audit matters	How our audit addressed the key audit matter
A.Evaluation of uncertain financial liabilities
As described in Note No. 15.1 to 15.6, Note No. 25 and Note No. 29, the Company has outstanding financial liabilities having book value of Rs. 5,588.99 lakhs as on 31.03.2023 towards Nonconvertible debentures and loan from state financial institutions. Recovery petition filed by the lenders are pending before the Debt Recovery Tribunal (DRT). The amount claimed in these petitions are much higher than the book value of the liabilities. The Management has approached these lenders for onetime settlement of these financial liabilities and is hopeful to close the matter by mutual agreement in due course. Meanwhile as the Company is in the process of negotiation by way of one-time settlement with the lenders, a reliable estimate cannot be made of the amount likely to be paid in satisfaction of these financial liabilities. Litigation matters The provisions and contingent liabilities relate to ongoing litigations and claims with various authorities and third parties. These relate to direct tax, indirect tax, claims, general legal proceedings and other eventualities arising in the regular course of business.	Our audit procedure on evaluation of uncertain financial liabilities included •Obtained understanding of key uncertain financial liabilities and their status before various judicial authorities; •Read and analysed key correspondences between lenders and the Company regarding the uncertain financial liabilities; •Discussed with appropriate senior management and val-uated management''s underlying key assumptions in estimating the uncertain financial liabilities; and •Assessed management''s estimate of the possible outcome of the negotiation by way of one-time settlement with lenders. Our audit procedures included and was not limited to the following: •Assessing management''s position through discussions with the in-house legal/tax team and external legal opinions obtained by the Company (where considered necessary) on both, the probability of success in the aforesaid cases, and the magnitude of any potential loss.

As at the year ended 31 March,	•Discussion with the manage-
2023, the amounts involved are	ment on the development in
significant. The computation of	these litigations during the
a provision or contingent liability requires significant judgem-	year ended 31st March, 2023.
ent by the Company because	•Roll out of enquiry letters to
of the inherent complexity in	the Company''s legal counsel
estimating future costs. The	(internal/external) and study
amount recognized as a provi-	the responses received from
sion is the best estimate of the	them. Also verified that accou-
expenditure. The provisions	nting/disclosure made by the
and contingent liabilities are	Company are in accordance
subject to changes in the out-	with the assessment of legal
comes of litigations and claims and the positions taken by the	counsel.
company. It involves significant	•Review of the disclosures
judgement and estimation to	made by the Company in the
determine the likelihood and	financial statements in this
timing of the cash outflows and interpretations of the legal aspects, tax legislations and judgements previously made by authorities.	regard.

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

The Company''s Management and Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the Financial Statements and our auditor''s report thereon. The reports are expected to be made available to us after the date of this auditor''s report.

Our opinion on the Financial Statements does not cover the other information and we do not and will 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 identified above when it becomes available and, in doing so, consider whether such 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 at this moment.

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 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, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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.

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

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

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

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

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

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

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

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

on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by 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, based on our audit, we report that:

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

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

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.

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

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2023 from being appointed as a director in terms of section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial with reference to financial statements.

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, no remuneration has been paid by the Company to its directors during the year.

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

I. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 15.1 to 15.6, 25, 29 and 31 to the financial statements;

ii. There are no foreseeable losses on any long-term contract including derivative contract as required under applicable law or accounting standards;

iii. According to records of the company, there are no amounts that are due to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Act and rules made there under.

iv. Based on such audit procedures that we have considered reasonable and appropriate in the circumstances and also as represented by the management, nothing has come to our notice that has caused us to believe that Any funds have been advanced or loaned or invested by the company in any “Intermediaries”, with the understanding, that the Intermediary shall, lend or invest on behalf of the company or provide any guarantee or security on its behalf.

Also no funds have been received by the company from any entities (“Funding Parties”), with the understanding that the company shall lend or invest in other entities on behalf of the Funding Party.

v. The company has not declared or paid any dividend during the year.

For B.M. CHATURVEDI & Co.

Chartered Accountants

ICAI FRN: 114317W

Kartik Agrawal

Partner

ICAI MN. 463529

UDIN: 23463529BGZGUR7376

Date: 26th May, 2023

Place: Mumbai

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Mar 31, 2018

INDEPENDENT AUDITORS'' REPORT TO THE MEMBERS OF

SVC INDUSTRIES LIMITED

(Formerly known as SVC Superchem Limited) Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of SVC INDUSTRIES LIMITED (Formerly known as SVC Superchem Limited) (“the Company”), which comprise the Balance Sheet as at 31st March 2018, the Statement of Profit and Loss (including other comprehensive income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information (herein after referred to as “Standalone Ind AS Financial Statement”).

Management''s Responsibility for the Standalone Ind AS Financial Statements

The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standard (Ind AS) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the standalone Ind AS 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 standalone I nd AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS 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 including Ind AS, of the financial position of the Company as at 31st March 2018, and its financial performance including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the “Annexure A”, a statement on the matters specified in paragraphs 3 and 4 of the said Order, to the extent applicable.

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

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

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

c) The balance sheet, the statement of profit and loss, the statement of cash flows and the statement of change in equity dealt with by this Report are in agreement with the books of account;

d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with relevant rule issued thereunder;

e) On the basis of the written representations received from the directors as on 31st March 2018 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2018 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 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 & Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

(I) The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer Note 12a to 12e, 23, 25 and 29 to the standalone I nd AS financial statements;

(ii) There are no foreseeable losses on any long term contract including derivative contract as required under applicable law or accounting standards;

(iii)According to records of the company, there are no amounts that are due to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Act and rules made there under.

ANNEXURE A TO THE INDEPENDENT AUDITORS'' REPORT

The Annexure referred to in Paragraph 1 under the heading of ''Report on Other Legal and Regulatory Requirements'' of our report of even date on the financial statements of SVC INDUSTRIES LIMITED (Formerly known as SVC Superchem Limited) for the year ended 31st March 2018.

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

(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies except as mentioned in Note No. 24 of notes forming part of financial statement, were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) According to the information and explanations given to us and on the basis of our examination of records of the Company, the title deeds of immovable properties are held in the name of the Company for 236.83 acres and in the name of some of the present and earlier directors for 24.14 acres.

2. According to the information given to us, physical verification of inventory was conducted by the management during the year at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on physical verification of inventories.

3. The Company has not granted any loans, secured and unsecured, to companies, firms or other parties listed in the register maintained under Section 189 of the Companies Act, 2013. Accordingly, paragraphs 3(iii)(a), (b) and (c) of the Order are not applicable.

4. The Company has not given loans, investments, guarantees and security. Accordingly, Paragraph 3(iv) of the Order is not applicable.

5. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public. The provisions of Sections 73 to 76 of the Companies Act, 2013 and the rules framed thereunder are not applicable.

6. Maintenance of cost records under Section 148(1) of the Act as prescribed by the Central Government is not applicable to the Company as the Company is yet to start commercial production.

7. (a) According to the information and explanations given to us and on the basis of our examination of records of the Company, the Company is regular in depositing undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income-tax, Value Added Tax, Service-tax, Goods and Service tax and other material statutory dues applicable to the Company with the appropriate authorities.

(b) The disputed statutory dues aggregating to Rs. 22.71 lakhs that have not been deposited on account of disputed matters pending before appropriate authorities. Out of the above, a sum of Rs. 2.63 lakh has been deposited under protest. The details of disputed statutory dues are as under:

	Nature of dues	Period	Amount Rs. in Lakhs	Forum where dispute is pending
	UP Value Added Tax	2007-08	0.82	Appellate Tribunal, Agra
	UP Value Added Tax	2008-09	1.81	Appellate Tribunal, Agra
	Provident Fund / Demurrage	1995-2003	20.08	Allahabad High Court
			22.71

8. Due to non-commencement of commercial operations for more than a decade causing non-servicing of its debts, the Company has defaulted on the dues of State Bank of India (NCD of Rs. 15.00 Crore), Canara Bank (NCD of Rs. 14.72 Crore) & PICUP (Loan of Rs. 26.38 Crore) for aggregate amount of Rs. 56.10 Crore. Company is in negotiations for settlement of their dues.

9. According to the information and explanation provided to us, Company has not raised money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3(ix) of the Order is not applicable.

10. According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

11. According to the information and explanations given to us, the Company has not paid managerial remuneration during the year. Accordingly, paragraph 3(xi) of the Order is not applicable.

12. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.

13. According to the information and explanations given to us and based on our examination of records of the Company, transactions with related parties are in compliance with Sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

14. According to the information and explanations given to us and based on our examination of records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

15. According to the information and explanations given to us and based on our examination of records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with them. Accordingly, Paragraph 3(xv) of the Order is not applicable.

16. According to the information and explanations given to us, the Company is not required to register under Section 45-IA of the Reserve Bank of India Act 1934.

Annexure B to the Auditors'' Report Report on the Internal Financial Controls under Clause (f) 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 SVC INDUSTRIES LIMITED (Formerly known as SVC Super hem Limited) (''the Company'') as of 31st March, 2018 in conjunction with our audit of the 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 the 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 (''ICAI''). 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 the 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, 2018, 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 CHATURVEDI SK & FELLOWS

Chartered Accountants

Firm Registration No. 112627W

Srikant Chaturvedi

Partner

Membership No. 070019

Place: Mumbai.

Date: 02/06/2018

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Mar 31, 2017

INDEPENDENT AUDITORS'' REPORT To the Members of, SVC Superchem Limited Report on the Financial Statements

We have audited the accompanying financial statements of SVC Superchem Limited which comprise the Balance Sheet as at 31 March 2017 and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information. No Profit and Loss Account has been prepared as no commercial production has started on the date of Balance sheet and no trading or servicing activities were carried on during the year ended on that date.

Management''s Responsibility for the Financial Statements

The Company''s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position and 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 includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements in compliance with the provisions of all applicable laws on a going concern basis that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, they said accounts together with the notes thereon, subject to (i) Note No.15 regarding losses, if any, due to impairment of assets or its status of being going concern, (ii) Note No. 16 regarding non- provision of interest of Rs. 235.97 crore (iii) Note No. 5(d) regarding non-provision of lease rentals and late payment charges on such Lease Rentals, (iv) Note No.

22 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.2.12 of Notes forming the part of financial statement regarding AS-15 "Employees benefits” 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.:

I. in the case of Balance Sheet, of the state of affairs of the company as at 31st March,2017;

ii. in the case of Cash Flow Statement, of the Cash Flow for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 (“the Order”) (CARO 2016) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure (A) a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by section 143(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 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 and Cash Flow Statement dealt with by this report are in agreement with the books of account.

d. In our opinion, the financials statement dealt with by this report comply with the accounting standards referred to under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. Our observations and comments on financial transactions and matters which have any adverse effect on the functioning of the company are given in our opinion as above.

f. On the basis of written representations received from the directors of the company as on 31st March 2017, and taken on record by the Board, we report that none of the directors is disqualified as at 31st March 2017 from being appointed as a director under Section 164(2) of the Act.

g. The qualification, reservation and adverse remarks pertaining to maintenance of accounts and other matters connected therewith are given in our opinion as above.

h. With respect to the adequacy of the internal financial controls over financial reporting of the company and the operating effectiveness of such controls, refer to our separate report in "Annexure B”

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

a) The Company has disclosed the impact of pending litigations on its financial position in its financial statements subject to Note No. 5(a-e),14,16,20 to the financial statements;

b) There are no foreseeable losses on any long term contract including derivative contracts as required under the applicable law or accounting standards;

c) According to records of the company, there are no amounts that are due to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 and rules made there under.

d) The Company has provided requisite disclosures in its financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8 November, 2016 to 30 December, 2016 and these are in accordance with the books of accounts maintained by the Company. Refer note no 25 to the financial statements

Annexure (A) to the Independent Auditor''s Report

The annexure required under CARO, 2016 (“Order”) referred to in our report to the members of SVC Superchem Limited (“the company”) for the year ended 31st March 2017. We report that:

I) a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

b) Some of the fixed assets have been physically verified by the management at reasonable intervals. We were informed that no material discrepancies except as mentioned in note no.15 of notes forming the part of financial statement have been noticed on such verification ;

c) The title deeds of immovable properties are held in the name of the company for 236.83 acres and in the name of some of the present and earlier directors for 24.14 acres.

ii) The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

iii) The company has not granted loans to the parties covered in the register maintained under section 189 of the Act . Consequently, requirement of clause (iii)(a), (iii)(b) and

(iii)(c) of paragraph 3 of the order are not applicable.

iv) The company has not advanced any loan or given any guarantee or provided any security or made any investment covered under section 185 and 186 of the Act. Consequently, requirements of clause (iv) of paragraph of the order are not applicable;

v) The Company has not accepted any deposits, from the public within the meaning of 73 to 76 of the Act and rules framed there under. Consequently, requirements of clause

(v) of paragraph of paragraph 3 of the order are not applicable;

vi) Maintenance of cost records under section 148(1) of the act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial production.

vii) a) According to the records of the company, it is regular in depositing undisputed statutory dues such as Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Service Tax and any other statutory dues whichever is applicable to the company with the appropriate authorities.

b) The disputed statutory dues aggregating Rs.248.23 lacs that have not been deposited on account of disputed matters pending before appropriate authorities. Out of the above, a sum of Rs.2.63 lac has been deposited under protest. The details of disputed statutory dues are as under :

	Sl. No.	Name of the Statute	Nature of dues	Amount (Rs. In lacs)	Period to which amount relates	Forum where dispute is pending
	1	UP VAT Act	VAT/ Penalty	0.82	2007-08	Appellate Tribunal, Agra
	2	-do-	-do-	1.81	2008-09	-do-
	3	Excise Act	Penalty	127.95	1997-99	CESTAT, Delhi
	4	Customs Act	Penalty	2.00	2010-11	CESTAT, Delhi
	5	Provident Fund Act	Demurrage	20.08	1995-2003	Allahabad High court
	6	Customs Act	Custom duty	95.57	2003-04	Commissioner of central excise and customs, Luck now
		Total		248.23

viii. Due to non commencement of commercial operations for more than a decade causing non-servicing of its debts, the Company has defaulted on the dues of State Bank of India (NCD), Canara Bank & PICUP for aggregate amount of Rs.56.11 Crore. Interest at original documented rate not - provided by the company on above loan for the year ended 31^st March 2017 are Rs. 235.97 crore.

ix) a) The company during the year under report has not raised

moneys by way of further public offer;

b) According to the information and explanation given to us, The company has raised during the year unsecured loans of Rs. 18 lacs and have used for the purpose of maintaining the project and debited to capital work-in-progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose;

x) According to the information and explanation given to us, no material fraud by the company or on the company has been noticed or reported during the year.

xi) According to the information and explanation given to us, Company has not paid managerial remuneration during the year. Consequently, clause (xi) of paragraph 3 of the order is not applicable;

xii) The company is not a Nidhi Company. Consequently, requirements of clause (xii) of paragraph 3 of the order are not applicable.

xiii) According to the information and explanation given to us, All transactions with the related parties are in compliance with sections 177 and 188 of Act where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards;

xiv) According to the information and explanation given to us, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Consequently, requirement of clause (xiv) of paragraph 3 of the order are not applicable;

xv) According to the information and explanation given to us, the company has not entered into any non-cash transactions with directors or persons connected with him ;

xvi) According to the information and explanation given to us, the company is not required to be registered under section 45 IA of Reserve Bank of India Act, 1934.

ANNEXURE - "B” TO THE INDEPENDENT AUDITOR''S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF SVC SUPERCHEM LIMITED

Report on the Internal Financial Controls under clause (i) of Subsection 3 of section 143 of the Companies Act , 2013 (“the Act”)

We have audited the accompanying internal financial controls over financial reporting of SVC Superchip Limited, (“the company'''') as of March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management''s Responsibility for the Internal Financial Controls

The Company''s management is responsible for establishing and maintaining internal financial controls over financial reporting criteria as established by the company considering the essential components of internal controls commensurate with the size of organizations, its operating and financial status. These responsibility includes the design, implementation and maintenance of adequate internal financial control 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 accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor''s 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 standard 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 guidance note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance that whether 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 exits, 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 misstatement, 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 controls over 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 authorizations of management and directors of the company; and 3) provide reasonable assurance regarding prevention of 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 fraud or error may occur and not be detected. Also, projections of any evaluation of the internal financial controls 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 commensurate with the size of organizations, its operations and financial status and such internal financial controls over financial reporting were operating effectively as at March 31, 2017, based on “the internal controls 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 B.M. CHATURVEDI & Co.

Chartered Accountants ICAI FRN: 114317W

(B.M.Chaturvedi)

Partner

ICAI MN. 017607

Place : Mumbai Date : 3^rd May, 2017

---

Mar 31, 2015

We have audited the accompanying Financial Statements of SVC Superchem Limited which comprise the Balance Sheet as at 31 March 2015 and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information. No Profit and Loss Account has been prepared as no commercial production has started on the date of Balance sheet and no trading or servicing activities were carried on during the year ended on that date.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position and 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 includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements in compliance with the provisions of ail applicable laws on a going concern basis 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 specified under section 143(10)of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

We believe that the audh 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 said accounts together with the notes thereon, subject to

(i) Note No. 15 regarding non- provision of interest of Rs. 1301.86 crore,

(ii) Note No.16 regarding losses, if any, due to impairment of assets or its status of being going concern,

(iii) Note No.25 regarding non-provision of lease rentals and late payment charges on such Lease Rentals, (iv) Note No.26 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.2 12 of Notes forming the part of financial statement regarding AS-15 "Employees benefits" give the information required Dy the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted ri India.:

i) in the case of the Balance Sheet, of the State of Affairs of the Company as at 31 March 2015;

(ii) 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, 2015 ("the Order") (CARO 2015) issued by the Central Government of India in terms of Sub-Section (11) of Section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

a. We have 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 appear from our examination of those books.

c. The Balance Sheet and Cash Flow Statement dealt with by this report are in agreement with the books of account.

d. In our opinion, the Financials statement dealt with by this report comply with the accounting standards referred to under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. Our observations and comments on financial transactions and matters which have any adverse effect on the functioning of the company are given in our opinion as above.

f. On the basis of written representations received from the directors of the company as on 31st March 2015, and taken on record by the Board, we report that none of the Directors is disqualified as at 31st March 2015 from being appointed as a Director under Section 164(2) of the Companies Act, 2013.

g. The qualification, reservation and adverse remarks pertaining to maintenance of accounts and other matters connected therewith are given in our opinion as above.

h. The company has adequate internal financial control systems in place and is operating effectively.

i. 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) Rufes, 2014, in our opinion and to the best of our information and according to the explanations given to us:

a) The Company has disclosed the impact of pending litigations on its financial position in its financial statements subject or Note No. 5(a-g). 14,15 ,21.24 & 30 to the financial statements.

b) There are no forseeable losses on any long term contract including derivative contracts.

Annexure to the Auditor's Report

The annexure referred to in ou r report to the members of SVC Superchem Limited.("the Company') for the year ended on 31st March 2015 of even date, we report that-

I. (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 during the reported period at reasonable intervals; We were informed that no material discrepancies except as mentioned in note no.16 of notes forming the part of financial statement have been noticed on such verification -

II. The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

III. The company has not granted any loans to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956.

IV. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components, plant and machinery, equipment and other assets and for the sale of goods.

V. The Company has not accepted any deposits, from the public within the meaning of 73 to 76 of the Act and rules framed thereunder.

VI. Maintenance of cost records under section 148(1) of the act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial! production.

VII. According to the information and explanations given to us:

a. The Company is regular in depositing undisputed statutory dues such as Provident Fund, Employees' State Insurance, Income-Tax, Service Tax and any other statutory dues whichever is applicable to the Company with the appropriate authorities.

b. The disputed statutory dues aggregating Rs.152.58 lacs that have not been deposited on account of disputed matters pending before appropriate authorities. Out of the above, a sum of Rs.2.63 lac has been deposited under protest. The details of disputed statutory dues are as under;

c. According to the records of the Company, there are no amounts that are due to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies

Act, 1956 and rules made there under other than a sum of Rs.60 lacs. Which are head in abeyance due to pending legal cases.

SI. Name of Nature of Amount Period to Forum where No. the Statute dues (Rs. In lacs) which dispute is amount pending relates

1 UP Vat VAT/ 0.82 2007-08 Appellate Act Penalty Tribunal, Agra

2. -do- -do- 1.81 2008-09 -do-

3 Excise Act Penalty 127.95 1997-99 CESTAT Delhi

4 Customs Penalty 2.00 2010-11 CESTAT Act Delhi

5 Provident Demurrage 20.00 1995- Allahabad Fund Act 2003 High Court

Total 152.58

VIII. The company has yet to commence commercial operations and no profit and loss account has been prepared, hence subject to Note no. 16 of Notes forming the part of financial statement neither company has suffered any cash loss during the financial year nor it has accumulated any losses.

IX. The company has not paid any dues of Banks / Financial Institutions as per original documented re-payment schedule and has defaulted on the same and the matter is now pending before the Debt Recovery Tribunal as referred In Note 14 and 15 of Notes forming the part of financial statement. Several banks and Financial Institutions, who have provided long term loans and working capital finance along with outstanding interest thereon, has filed legal cases with Debt Recovery Tribunal for recovery of their entire dues as mentioned in Note no.5(a-g)and note no. 25 of Notes forming the part of financial statement.

X The Company has not given any guarantee for loans taken by others from banks or financial institutions.

XI. The company has raised during the year unsecured loans of Rs. 187.24 lacs and have used for the purpose of maintaining the project and debited to capital work-in-progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose.

XII. In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For B.M.Chaturvedi &Co.

Chartered Accountants

ICAI FRN 114317W

(Animesh Kumar Dutta)

ICAI. M.N. 132389

Partner

Place s MUMSAI

Dated ; 23.05.2015

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Mar 31, 2014

We have audited the accompanying financial statements of SVC Superchem Limited which comprise the Balance Sheet as at 31 March 2014 and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information. No Profit and Loss Account has been prepared as no commercial production has started on the date of Balance sheet and no trading or servicing activities were carried on during the year ended on that date.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act") read with general circular 15/2013 dated 13th September 2013 of the ministry of corporate affairs in respect of section 133 of Companies Act,2013 in accordance with accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon, subject to (i) Note No. 15 regarding non- provision of interest of Rs. 1092.59 crore read with Note No.21, (ii) Note No.16 regarding losses, if any, due to impairment of assets or its status of being going concern, (iii) Note No.25 regarding non-provision of lease rentals and late payment charges on such Lease Rentals, (iv) Note No.26 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.2.12 of Notes forming the part of financial statement regarding AS-15 "Employees benefits" give the information required by the Companies Act,1956 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 31 March 2014;

(ii) in the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

d. In our opinion, the Balance Sheet and Cash Flow Statement dealt with by this report comply, subject to Note No 2.12 and other notes as per notes forming the part of financial statement with the mandatory accounting standards referred to in Sub-Section (3C) of Section 211 of Companies Act, 1956 read with general circular 15/2013 dated 13th September 2013 of the ministry of corporate affairs in respect of section 133 of Companies Act,2013.

e. On the basis of written representations received from the directors of the company, as on 31 March 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 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 Auditor''s Report The annexure referred to in our report to the members of SVC Superchem Limited.("the Company'') for the year ended on 31st March 2014 of even date , we report that:-

I. (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 during the reported period at reasonable intervals; We were informed that no material discrepancies except as mentioned in note no.16 of notes forming the part of financial statement have been noticed on such verification.

(c) No substantial part of fixed assets has been disposed of by the company during the year.

II. (a) As explained to us, physical verification of inventory has been conducted at reasonable intervals by the management.

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

(c) The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

III. (a) The company has not granted any loans to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956. The company has taken i n terest free u n secu red l oan s from two companies listed in the register maintained under section 301 of the Act 1956 aggregating to Rs. 215.96 lacs during the year. Total outstanding at the year end is Rs. 3,337.07 lacs.

(b) The above referred loans are interest free and other terms and conditions of the above referred loans taken by the company are not prima facie prejudicial to the interest of the company.

(c) There is no overdue amount in respect of above referred loan taken by the company since these are repayable on demand and as informed to us it has not been called back by the lenders, therefore the question of overdue amount does not arise.

IV. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components, plant and machinery, equipment and other assets and for the sale of goods.

V. During the year, the company has not entered into any transaction that needs to be entered in the register maintained under section 301 of the Act.

VI. The Company has not accepted any deposits, from the public within the meaning of Section 58A and 58AA of the Act and rules framed thereunder.

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

VIII. Maintenance of cost records under section 209 (1)(d) of the companies act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial production.

IX. According to the information and explanations given to us :

a. The Company is regular in depositing undisputed statutory dues such as Provident Fund, Employees'' State Insurance, Income-Tax, Wealth Tax, Service Tax and any other statutory dues whichever is applicable to the Company with the appropriate authorities except penalty on MODVAT / CENVAT for Rs. 127.95 lacs has not been paid (less than six months) from the date it has become payable and company is in process of filing an appeal in due course of time before CESTAT, Delhi.

b. The disputed statutory dues aggregating Rs.24.63 lacs that have not been deposited on account of disputed matters pending before appropriate authorities are as under :

Sl. Name of Nature of Amount Period to Forum where No. the Statute Dues (Rs. in which dispute is lacs) amount pending relates

1 UP Vat Act VAT/Penalty 0.82 2007-08 Appellate Tribunal Agra

-do -do- 1.81 2008-09 -do-

2 Customs Penalties 2.00 2010-11 Central Excise Act and Service Tax Appellate Tribunal Delhi

3 Provident Demurrage 20.00 1995-2003 Allahabad Fund Act High Court

Total 24.63

X. The Company is yet to commence commercial operations and no profit and loss account has been prepared, hence subject to Note no. 16 of Notes forming the part of financial statement neither company has suffered any cash loss during the financial year nor it has accumulated any losses.

XI. The Company has not paid any dues of Banks / Financial Institutions as per original documented re- payment schedule and has defaulted on the same and the matter is now pending before the Debt Recovery Tribunal as referred in Note 14 and 15 of Notes forming the part of financial statement. Several banks and Financial Institutions, who have provided long term loans and working capital finance along with outstanding interest thereon, has filed legal cases with Debt Recovery Tribunal for recovery of their entire dues as mentioned in Note no.5(a-g)and note no. 25 of Notes forming the part of financial statement.

XII. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

XIII. The Company is not engaged in any chit fund business / nidhi / mutual benefit fund / societies.

XIV. The Company is not dealing or trading in shares, securities, debentures and other investments.

XV. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

XVI. The Company has not received any Term loans during the year.

XVII. The Company has raised during the year unsecured loans of Rs. 215.96 lacs and have used for the purpose of maintaining the project and debited to capital work-in-progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose.

XVIII. The Company has not made any preferential allotment of shares during the year.

XIX. The Company has not issued any debenture during the year.

XX. The Company has not raised any money by way of Public Issue during the year.

In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For B. M. CHATURVEDI & CO.

Chartered Accountants ICAI-FRN - 114317W

Animesh Kumar Dutta

ICAI. M.No. 132389 (Partner)

Place : Mumbai Dated : 29th May, 2014.

---

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of SVC Superchem Limited which comprise the Balance Sheet as at 31 March 2013 and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information. No Profit and Loss Account has been prepared as no commercial production has started on the date of Balance sheet and no trading or servicing activities were carried on during the year ended on that date.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon, subject to (i)

Note No. 15 regarding non- provision of interest of Rs. 917.28 crore read with Note No.21, (ii) Note No.16 regarding losses, if any, due to impairment of assets or its status of being going concern, (iii) Note No.25 regarding non-provision of lease rentals and late payment charges on such Lease Rentals, (iv) Note No.26 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.2.12 of Notes forming the part of financial statement regarding AS-15 "Employees benefits" give the information required by the Companies Act,1956 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 31 March 2013;

(ii) in the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

d. In our opinion, the Balance Sheet and Cash Flow Statement dealt with by this report comply, subject to Note No 2.12 and other notes as per notes forming the part of financial statement with the mandatory accounting standards referred to in Sub-Section (3C) of Section 211 of Companies Act, 1956.

e. On the basis of written representations received from the directors of the company, as on 31 March 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2013, 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 Auditor''s Report

The annexure referred to in our report to the members of SVC Superchem Limited.("the Company'') for the year ended on 31st March 2013 of even date , we report that:- I. (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 during the reported period at reasonable intervals; We were informed that no material discrepancies except as mentioned in note no.16 of notes forming the part of financial statement have been noticed on such verification.

(c) No substantial part of fixed assets has been disposed of by the company during the year.

II. (a) As explained to us, physical verification of inventory has been conducted at reasonable intervals by the management.

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

(c) The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

III. (a) The company has not granted any loans to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956. The company has taken interest free unsecured loans from two companies listed in the register maintained under section 301 of the Act 1956 aggregating to Rs.208.25 lacs during the year. Total outstanding at the year end is Rs. 3133.47 lacs.

(b) The above referred loans are interest free and other terms and conditions of the above referred loans taken by the company are not prima facie prejudicial to the interest of the company.

(c) There is no overdue amount in respect of above referred loan taken by the company since these are repayable on demand and as informed to us it has not been called back by the lenders, therefore the question of overdue amount does not arise.

IV. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components, plant and machinery, equipment and other assets and for the sale of goods.

V. During the year, the company has not entered into any transaction that needs to be entered in the register maintained under section 301 of the Act.

VI. The Company has not accepted any deposits, from the public within the meaning of Section 58A and 58AA of the Act and rules framed thereunder.

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

VIII.Maintenance of cost records under section 209 (1)(d) of the companies act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial production.

IX. According to the information and explanations given to us :

a. The Company is regular in depositing undisputed statutory dues such as Provident Fund, Investors Education and Protection Fund, Employees'' State Insurance, Income-Tax, Wealth Tax, Service Tax and any other statutory dues whichever is applicable to the Company with the appropriate authorities.

X. The company has yet to commence commercial operations and no profit and loss account has been prepared, hence subject to Note no. 16 of Notes forming the part of financial statement neither company has suffered any cash loss during the financial year nor it has accumulated any losses.

XI. The company has not paid any dues of Banks / Financial Institutions as per original documented re-payment schedule and has defaulted on the same and the matter is

now pending before the Debt Recovery Tribunal as referred in Note 14 and 15 of Notes forming the part of financial statement. Several banks and Financial Institutions, who have provided long term loans and working capital finance along with outstanding interest thereon, has filed legal cases with Debt Recovery Tribunal for recovery of their entire dues as mentioned in Note no.5(a-g)and note no. 25 of Notes forming the part of financial statement.

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

XIII.The company is not engaged in any chit fund business / nidhi / mutual benefit fund / societies.

XIV.The Company is not dealing or trading in shares, securities, debentures and other investments.

XV. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

XVI.The Company has not received any Term loans during the year.

XVII.The company has raised during the year unsecured loans of Rs.208.25 lacs and have used for the purpose of maintaining the project and debited to capital work-in- progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose.

XVIII.The company has not made any preferential allotment of shares during the year.

XIX. The company has not issued any debenture during the year.

XX. The company has not raised any money by way of Public Issue during the year.

XXI.In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For B. M. CHATURVEDI & CO.

Chartered Accountants

ICAI-FRN - 114317W

B. M. CHATURVEDI

ICAI. M.No. 17607

(Partner)

Place : Mumbai

Dated : 24th May, 2013.

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Mar 31, 2012

We have audited the attached Balance Sheet of SVC SUPERCHEM LIMITED, as at 31st March, 2012 and the Cash Flow Statement of the company for the year ended on that date, annexed thereto. No Profit & Loss Account has been prepared as no commercial production has started as on the date of Balance Sheet and no trading or service activities were carried on during the year ended on that date. 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 have conducted our audit in accordance with the auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

We report that,

1. 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.

2. 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.

3. The Balance Sheet and Cash Flow Statement dealt with by this report, are in agreement with the books of account.

4. In our opinion, the Balance Sheet and Cash Flow Statement dealt with by this report comply, subject to Note No.2(2.12) and other notes as per notes forming the part of financial statement with the mandatory accounting standards referred to in Sub-Section (3C) of Section 211 of Companies Act, 1956.

5. The company under report is covered U/S 274 (1)(g) of the companies act 1956. However, on the basis of written representation received from the Directors of the Company as on 31st March, 2012 and taken on the record by the Board, we report that none of the Directors are disqualified as on 31st March 2012 from being appointed as Director in the company in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

6. In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon, subject to (i) Note No.15 regarding non-provision of interest of Rs.770.38crore read with Note No.21, (ii) Note No.16 regarding losses, if any, due to impairment of assets or its status of being going concern, (iii) Note No. 25 regarding non- provision of lease rentals and late payment charges on such Lease Rentals, (iv) Note No.26 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.2(2.12) of Notes forming the part of financial statement regarding AS-15 “Employees benefits” give the information required by the Companies Act,1956 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, 2012 and

ii) In case of Cash Flow Statement, of the cash flow for the year ended on that date.

7. As required by the Companies (Auditors' Report) Order,

2003 issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956 and on the basis of such checks as we considered appropriate. We further state that :-

I. (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 during the reported period at reasonable intervals; We were informed that no material discrepancies except as mentioned in Note No. 16 of notes forming the part of financial statement have been noticed on such verification.

(c) No substantial part of fixed assets have been disposed of by the company during the year.

II. (a) As explained to us, physical verification of inventory has

been conducted at reasonable intervals by the management.

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

(c) The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

III. (a) The company has not granted any loans to companies,

firms or other parties listed in the register maintained under section 301 of the Companies Act 1956. The company has taken interest free unsecured loans from four companies listed in the register maintained under section 301 of the Act 1956 aggregating to Rs.574.06 Lacs and refunded Rs. 331.56 Lacs during the year. Total outstanding at the year end is Rs.2925.22 Lacs.

(b) The above referred loans are interest free and other terms and conditions of the above referred loans taken by the company are not prima facie prejudicial to the interest of the company.

(c) There is no overdue amount in respect of above referred loan taken by the company since these are repayable on demand and as informed to us it has not been called back by the lenders, therefore the question of overdue amount does not arise.

IV. In our opinion and according to the information and explanations given to us, there are adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components, plant and machinery, equipment and other assets and for the sale of goods ;

V. During the year, the company has not entered into any transaction that needs to be entered in the register maintained under section 301 of the Act.

VI. The Company has not accepted any deposits, from the public within the meaning of Section 58A and 58AA of the Act and rules framed thereunder.

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

VIII. Maintenance of cost records under section 209 (1)(d) of the companies act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial production

IX. According to the information & explanations given to us :

a) The company is regular in depositing indisputed statutory dues such as Provident Fund, Investors Education & Protection Fund, Employees' state Insurance, Income Tax, Wealth Tax, Saving Tax & any other statutory dues. Whichever is applicable to the company with the appropriate authorities.

b) The disputed statutory dues aggregating Rs. 24.63 lacs that have not been deposited on account of disputed matters pending before appropriate authorities are as under.

Sl No Name of Nature of Amount Period to which the Statute Dues (Rs. in Forum where amount lacs relates dispute is pending

1 UP Vat Act VAT/Penalty 0.82 2007-08 Appellate -do -do- 1.81 2008-09 Tribunal

2 Customs Penalties 2.00 2010-11 Central Excise Act, 1962 and Service Tax Appellate Tribunal

3 Provident Demurrage 20.00 1995-2003 Allahabad High Fund Act Court

Total 24.63

X. The company has yet to commence commercial operations and no profit and loss account has been prepared, hence subject to Note No. 16 of Notes forming the part of financial statement neither company has suffered any cash loss during the financial year nor it has accumulated any losses.

XI. The company has not paid any dues of Banks / Financial Institutions as per original documented re-payment schedule and has defaulted on the same and the matter is now pending before the Debt Recovery Tribunal as referred in Note 14 and 15 of Notes forming the part of financial statement. Several banks and Financial Institution, who have provided long term loans and working capital finance along with outstanding interest thereon, has filed legal cases with Debt Recovery Tribunal for recovery of their entire dues as mentioned in Note No.5(a-g) and Note No. 25 of Notes forming the part of financial statement.

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

XIII. The company is not engaged in any chit fund business / nidhi / mutual benefit fund / societies.

XIV. The Company is not dealing or trading in shares, securities, debentures and other investments.

XV. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

XVI. The Company has not received any Term loans during the year.

XVII.The company has raised during the year short term unsecured loans of Rs. 574.06 lacs and have used for the purpose of maintaining the project and debited to capital work-in-progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose.

XVIII.The company has not made any preferential allotment of shares during the year.

XIX. The company has not issued any debenture during the year.

XX. The company has not raised any money by way of Public Issue during the year.

XXI. In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.



For and on behalf of the Board Jaffar Imam Director

For and on behalf of the Board Suresh V. Chaturvedi Promoter Director

Place : Mumbai. Date : 14th July, 2012.

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Mar 31, 2010

We have audited the attached Balance Sheet of SVC SUPERCHEM LIMITED, as at 31st March, 2010 and the Cash Flow Statement of the company for the year ended on that date, annexed thereto. No Profit & Loss Account has been prepared as no commercial production has started as on the date of Balance Sheet and no trading or service activities were carried on during the year ended on that date. 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 have conducted our audit in accordance with the auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

We report that,

1. 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.

2. 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.

3. The Balance Sheet and Cash Flow Statement dealt with by this report, are in agreement with the books of account.

4. In our opinion, the Balance Sheet and Cash Flow Statement dealt with by this report comply, subject to Note No.A-12 and other notes in Schedule H with the mandatory accounting standards referred to in Sub-Section (3C) of Section 211 of Companies Act, 1956.

5. The company under report is covered U/S 274 (1)(g) of the companies act 1956. On the basis of written representation received from the Directors of the Company as on 31" March, 2010 and taken on the record by the Board, we report that none of the Directors is disqualified as on 31" March, 2010 from being appointed as Director in the company in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

6. In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon, subject to (i) Note No.B-4 regarding losses, if any, due to impairment of assets or its status of being going concern, (ii) Note No.B-14 regarding non-provision for late payment charges on Lease Rentals, (iii) Note No. B-16 regarding non- provision of interest of Rs. 543.93 crore read with Note No.B-10(b), (iv) Note No.Bn15 regarding amount due to micro, small and medium enterprises creditors and (v) Note No.A-12 of Schedule H regarding AS-15 "Employees benefits" give the information required by the Companies Act,1956 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 31" March, 2010 and

ii) In case of Cash Flow Statement, of the cash flow for the year ended on that date.

7. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956 and on the basis of such checks as we considered appropriate. We further state that :-

I. (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 during the reported period at reasonable intervals; We were informed that no material discrepancies except as mentioned in Note B-4 of Schedule H have been noticed on such verification.

(c) No substantial part of fixed assets have been disposed of by the company during the year.

II. (a) As explained to us, physical verification of inventory has been conducted at reasonable intervals by the management.

(b) In our opinion, according to explanation and information given to us, the procedures of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business. (c) The company has maintained proper records of inventory & no material discrepancies were noticed on physical verification during the year.

III. (a) The company has not granted any loans to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956. The company has taken interest free unsecured loans from one of the company listed in the register maintained under section 301 of the Act 1956 aggregating to Rs.232.28 lacs and refunded Rs. 0.11 lacs during the year.

(b) The above referred loans are interest free and other terms and conditions of the above referred loans taken by the company are not prima facie prejudicial to the interest of the company.

(c) There is no overdue amount in respect of above referred loan taken by the company since these are repayable on demand and as informed to us it has not been called back by the lenders, therefore the question of overdue amount does not arise.

IV. In our opinion and according to the information and explanations given to us, there are adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of stores, raw materials including components, plant and machinery, equipment and other assets and for the sale of goods.

V. During the year, the company has not entered into any transaction that needs to be entered in the register maintained under section 301 of the Act.

VI. The Company has not accepted any deposits, from the public within the meaning of Section 58A and 58AA of the Act and rules framed thereunder.

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

VIII. Maintenance of cost records under section 209 (1)(d) of the companies act as prescribed by the Central Government is not applicable to the company as the company is yet to start commercial production.

IX. According to records of the company, current provident funds dues have been generally deposited with the appropriate authorities regularly.

X. The company has yet to commence commercial operations and no profit and loss account has been prepared, hence subject to Note B-4 of Schedule H neither company has suffered any cash loss during the financial year nor it has accumulated any losses.

XI. The company has not paid any dues of Banks / Financial Institutions as per original documented re-payment schedule and has defaulted on the same and the matter is now pending before the Debt Recovery Tribunal as referred in Note B-2 and B-3 of Schedule H. Several banks and Financial Institutions, who have provided long termloans and working capital finance along with outstanding interest thereon, has filed legal cases with Debt Recovery Tribunal for recovery of their entire dues as mentioned in Note B-1(a) to (g) and B-16 of Schedule H..

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

XIII. The company is not engaged in any chit fund business / nidhi / mutual benefit fund / societies.

XIV. The Company is not dealing or trading in shares, securities, debentures and otner investments.

XV. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

XVI. The Company has not received any loans during the year.

XVII. The company has raised during the year short term unsecured loans of Rs. 236.03 lacs and have used for the purpose of maintaining the project and debited to capital work-in-progress and is for long Term purpose. Company has not utilized any long term loan for any short term purpose.

XVIII. The company has not made any preferential allotment of shares during the year.

XIX. The company has not issued any debenture during the year.

XX. The company has not raised any money by way of Public Issue during the year.

XXI. In our opinion and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For B. M. CHATURVEDI & CO.

Chartered Accountants ICAI-FRN-114317W

B. M. CHATURVEDI

ICAI.M.No. 17607

Place : Mumbai

Dated : 30th July, 2010.