Trishakti Industries Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2024

We buve audited the standalone financial statements of TKISIIAKTI INDUSTRIES LIMITED (‘ the Company''’), which comprise the Balance Sheet as at 31^ST March 2021. the Statement ofProlit and lx>$s including Other Comprehensive Income. Slaienicnt ofCluinges in Equity and Statement of Cash Plows for the year then ended, and notes to the financial statements, including a summary of the significant accounting policies and other explanatory information.

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 Net. 2013 C''thc Act”) in the manner so required and gi\c a fine and Pair \ iew in conformity vs ith the accounting principles generally accepted in India, of the Slate of Affairs ol the Company as at 31 March 2024. Profit and Other Comprehensive Income. Changes in Equity and its Cash Plows for the year ended on that date.

II. Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section I 43( I0)of the Act. Our responsibilities under those SAs arc further described in the "Auditor a Responslhilitiesfor the Audit of the Standalone Financial Statements “ section of our report. We are independent ol the Company in accordance with the Code of Lillies issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and ihe Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the financial statements.

III. Emphasis of Mailer

We draw attention to Note 40 of the standalone financial statements on the financial activity of the company having become its principle business, requiring it to lx* registered under Section 45-IA of the Reserve Bank of India Act, 1931. I he company is yet id apply for the said registration as it opines that the \''BPC leutuivs will lx* shortly dispensed will.. Our opinion is not modified in respect of this matter.

IN .Kcv Audit .Manors

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These mutters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we Jo not provide a separate opinion on these matters. We have determined the matters described below to he the key audit matters to he communicated in our report

Key audit matter -Revenue recognition
Description of Key Audit Matter Revenue is recognised and accrued w ith reference to the deliverables and the terms of agreements The tariff applied is the rate agreed with customers or estimated by management based on the latest terms of the agreement / latest negotiation with customers and other industry considerations as appropriate.	Description of Auditor’s Response • Rewntte Recognition Our audit procedures to address the risk of material misstatement relating Ui revenue recognition, which was considered to lx* a significant risk, included:

Significant judgements are required to estimate the tariff rates applied due to the large variety and complexity of contractual terms, as well as ongoing negotiations with customers. Variance between the actual rule and the estimated rate applied, will have an impact on the accuracy of revenue recognised / accrued .	• Testing of controls over individual terms and pricing and comparison of those terms and pricing data agaiast the related contracts: and • Detailed analysis of revenue and the timing of its recognition based on expectations derived from our industry* knowledge and external market data, following up variances from our expectations.
Considering the materiality of amounts and significant judgements involved . the same has been considered as u key audit matter.

V. Other Information

The Company''s management and Board of Directors are responsible for the other information The other information comprises the information included in the Company''s annual report, but does not include the financial statements and our auditors'' report thereon. Our opinion on the financial statements does not cover the other information and we do not express am 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 the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If we conclude that there is a material misstatement therein, we arc required to communicate the matter to those charged w ith governance and take necessary actions, as applicable undenhe relevant laws and regulations.

VI. Management*s and Board of Directors* Ucsmmsibiliiiis for the rinancial Statements

The Company''s management and Board of Directors are responsible lor 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 state of affairs, profit and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS)spccilied under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Net for safeguarding of the assets off he Company and for preventing and detecting frauds and other irregu I a ritics: select ion and application of appropriate accounting policies: making judgments and estimates that are reasonable and prudent: and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due u> fraud or error.

In preparing the financial statements, management and Board of Directors are responsible for assessing the Company''s ability tv> continue as a going concern, disclosing, as applicable, mutters related to going concern and using the going concern basis of accounting unless the Board of Directors cither intend* to liquidate the Company or to cease operations, or have no realistic alternative but to do so. The Board of Directors is also responsible for overseeing the Company''s financial reporting pioccss.

VII. Auditor’s Kivsnonsibililics for the Audit of the Financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole arc free from material misstatement, whether due to fraud or error, and to issue an auditors* report that includes our opinion. Reasonable assurance is a high lev el of assurance, but is not a guarantee that an audit conducted in accordance with SAs will alway s detect a material misstatement when it exists. Misstatements can arise from fraud or error and arc considered material if. individually or in the aggivgate.il icy could reasonably Ik expected to influence the economic decisions of users taken on the basis of these , financ ial statements.

As part of an audit in accordance with SAs. we exercise prolessional 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. *1 he riskofnot detecting a material misstatement resulting from fraud is higher than for one resulting Iromerror, as fraud may involve collusion, forger)'', intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit proccduresihui ore appropriate in the circumstances. Under section I l.l(3)

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

• Conclude on the appropriateness of management''s ami Hoard of Directors'' use of the going eoneembasis of accounting in preparation of financial .statements 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 abilil) to continue as a going concern. I f we conclude lhata material uncertainty exists, we are required to draw attention in our auditors* report lo the related disclosures in the financial statements or, if such disclosures arc inadequate, to modi I \ our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’report. I lowever, future events or conditions may cause the Company to cease to continue us a going concern.

• Kyaluulc the on era 11 presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the umlerlyingtransuctions and c\ cuts in a manner that achiev es fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and liming 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 ma> 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 auditors'' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, wc determine that amattcr 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.

V111. Report on Other Legal and Regulatory Ucdiiimmmts

I. As required by the Companies (Auditor s Kcport) Order. 2020 ("the Order* ) issued b> the Central Government of India in terms of section M3( 11) of the Act, wc give in the “Anncxuro A" a statement on the matters specified in paragraphs 3 and I of the Order, to the extent applicable.

2. (A) As required by Section 143(3) of the Ac!, wo report that:

(a) Wc have sought and obtained all the information and explanations which to the best of our know ledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account us required by law have been kept by the Company so far as it appears from our examination of those books, except for the matter suited in paragraph 2(B)(g) below on reporting under Rule 11(g) of the Companies (Audit and Auditor''s) Rules, 2014.

(c) Ihe balance sheet, the statement of profit and loss including other comprehensive income, the statement of changes in equity and the statement of cash Hows dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid llnancial statements comply with the Indian Accounting Standards specified under section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31 March 2024, taken on record by the Hoard of Directors, none of the directors is disqualified us on 31 March 202 t from being appointed as u 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 ourseparale Report in "Anncxurc B\

Our opinion is not modified in this regard.

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(B) With respect to the other matters to he included in the Auditors'' Report in accordance with Rulel I of the Companies (Audit and Auditor’s) Rules. 2014. in our opinion and to the best of our information and according to the explanations given to us:

a) The Company had no pending litigations as at 31 March 2024.

b) ! he Company did not has e any long-term contracts including derivative contracts for which ihercwere any material foreseeable losses.

c) There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Company.

d) (i) I he Mumigcmem has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) b\ IheCompany to or in any other persons or entities, including foreign entities ("Intermediaries”). with the understanding, whether recorded in writing or otherwise, that the Intermediary sluill.directly or indirectly lend or Invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Compun) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(ii) I he Management has represented that, to the best of its know ledge and belief, no funds have been received by the Company from any persons nr entities, including foreign entities (“Funding Parties”), with the understanding, w hether recorded in writing or otherwise, that the Company shall directly or indirectly lend or investin other persons or entities identified in any manner whatsoever ft Jliimuic Beneficiaries”) by or on behalf of the funding Parties or provide any guarantee, security or the like on bchalldf the I Itimatc Beneficiaries.

(iii) Basal on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) contain any material mis-statement.

c) Omitted.

1) The dividend declared or paid by the Company during the year is in accordance with section 123 of the Companies Act 2013.

g) The Company has migrated to •Tally Prime I:dit Log" version from "Tally Prime''* during the year and is in the process of establishing necessary controls and documentations regarding audit trail. Consequently, we are unable to comment on audit trail feature of the said so Aware.

(C) With respect to the matter to be included in the Auditors’ Report under section 197(16) ofthcAcu

In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provistonsof section 197 of the Act. The remuneration paid to any director is not in excess of the limits laid down under section 197 of the Act.

For G. BASU & CO.

Charterer Accountants R. NO.-301174E

Satyapriya Bandyopadhyay Partner

(M. NO.-056108)

UMN: pliStUU/CfHLJ''lfli

Place of Signature : Kolkata Dated: May 9"‘. 2024

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Mar 31, 2023

We have audited the financial statements of TKX$HAKTI ELECTRONICS & INDUSTRIES LIMITED {''‘the Company''"), which comprise the Balance Sheet as at 3D¹ March 2023 _s the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of the significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaidfinaucial statements give the information required by the Companies Act, 2013 (“the Act^JJ) in thema.noso required and give a True and Fair view in conformity with the accounting principles generally accepted in India, of the State of Affairs of the Company as at 31 March 2023 , Profit and Other Comprehensive Income, Changes in Equity and its Cash Flows for the year ended on that date.

II. Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SA£| specified under section 143(10) of the Act Our responsibilities under those SAs are further described in the ^il Auditor''s Respomibilitiesjhr the Audit of the Fimmcia l State men ts" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled oar other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the financial statements.

III. Emnhasis of Matter

W c draw attention to Note No 44 of the financial statements on the financial activity of the company having become its principal business , requiring it to be registered under Section 45-1A of the Reserve Batik of India Act, 1934 .The company is yet to apply for the said registration as it opines that the NBFC features w ill be shortly dispensed with , Our opinion is not modified in respect of this matter,

IV .Key Audit Matters

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

V. Otiicr InformatiQu

The Company''s management and Board of Directors are responsible for the other information, The other information comprises the information included in the Company''s annual report, but does not include the financial statements and our auditors¹ report thereon. Our opinion on the financial statements does not caver the other information and wc do not express any form of assurance conclusion thereon.

INDEPENDENT AUDITORS REPORT CRfSHAKTJ ELECTRONICS & INDUSTRIES LIMITED T.YR ENDED31^sr MARCH 2023

In connection with out audit of the financial statements, oui responsibility'' is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If we conclude that there is a material misstatement therein, we are requiredto communicate the matter to those charged with governance and take necessary actions, as applicable underthe relevant laws and regulations.

VI. Managements and Board of Directors’ RcspcmsibUities for the Financial Statements

The Company''s management and Board of Directors are responsible tor the matters stated in section 134(5}of the Act with respect to the preparation of these financial statements that gi ve a True and Fair view of the state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards find AS) specified luidei- section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance w’ith the provisions nf the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularitiesjselechon 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 tlie accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management and Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using die going concern basis of accounting unless die Board of Directors either intendto liquidate the Company or to cease operations, or liave no realistic alternative but to do so. The Board of Directors is also responsible for overseeing the Company''s financial reporting process.

VII. Auditors 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 auditors’ 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 arc considered material if, individually or in the aggregate.they could reasonably he expected to infLuence the economic decisions of users taken on the basis of tbesefmancial statements. As part of an audit in accordance with SAs. we exercise professional judgment and maintain professional skepticism throughout the audit, We also:

proceduresthat are appropriate in tbe circumstances pndcr section 143(3)(i) of the Act, we are also responsiblefer expressing our opinion on whether the company has adequate internal financial controls with reference to the financial statements in place and the operating effectiveness of such controls.

* Evaluate the appropriateness of accounting policies used and Lhe reasonableness of accounting estimates and related disclosures made by management and Board of Directors.

* Conclude on the appropriateness of management’s and Board of Directors* use of the going concern basis of accounting in preparation of financial statements 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 thata material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arc based on the audit evidence obtained up to the date of our auditors''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 undedyvngtmnsactions and events in a manner that achieves fair presentation.

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

* * i

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

wereof most significance in the audit of the financial statements of the current period and are therefore

the key audit matters. Wc describe these matters in our auditors'' report unless Jaw or regulation .

precludes public disclosure about the matter or when, in extremely rare circumstances, we determine

that aniatter 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.

VIII- Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2020 (''‘the Order¹) issued by the Central Government of India in terms of section 143(11) of the Act, we give in the “Annexurc A”, a statement on the matters specified in, paragraphs 3 and 4 of the Order, to

¦ the extent applicable,

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

(a) We have sought and obtained ail the information and explanations which to the best of bur 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 fr om our examination of those books.

t ¦ . ~ ^r ¦ i

(c) The Balance Sheet, the Statement oi Profit and Loss including Other Comprehensive INDEPENDENT AUDITORS REPORT- TO''SHAKTJ ELECTRONICS & TNDUSTRTHS IMTED LYR ENDED MARCH 2023

Income, the Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account,

(d) In our opinion, the aforesaid financial statements comply With the Indian Accounting Standards specified under section 133 of the Act.

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

(ft 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 am'' separate Report in "Ajmextirfe B^,?. Our opinion is not modified in this regard.

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

a) The Company has disclosed the impact of pending litigations on its financial position in Note No 48 to the Financial Statements.

b) The Company did not have any long-term contracts including derivative contracts for which therewere any material foreseeable losses.

c) There were no amounts that were required to be transferred to the Investor Education and Protection Fund by the Company.

d) Omitted,

* ^

e) (I) The Management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (cither from borrowed funds or sliarc premium or any other sources or kind of funds) by theCompany to or in any other persons or entities, including foreign entities (''‘Intermediaries”),with the understanding, whether recorded in writing or otherwise, that die Intermediary shall,directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Company or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

a. The Management has i^presented that, to the best of its knowledge and belief, no funds have been received by the Company from an y persons or endues, including foreign entities (“Funding Panics”), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend o: investin other persons or entities identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Parties or provide any guarantee, security or the like on behalfof the Ultimate Beneficiaries.

b. Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to bclreve that the representations under sub-clause (I) and (ii) of Rule 1 \ (e) contain any material misstatement.

f) The dividend declared or paid during the year is in accordance with Section 123 of the

Act, '' . . ..

g) The reporting requirement under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014,is not applicable to the company tor the financial year ended 3R March 2023 as the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 mandating that every eompanv which uses accounting software for maintaining its books of accounts, shall use only such accounting software having the feature of recording the audit trail of each and every transaction, creating an edit log of each change made and ensuring that the audit nail feature has not been Tampered with and that the audit bail has been preserved as per the statutory requirements for record retention, is applicable for the financial year commencing on or after I^s'' April 2023.

(C) With respect to the matter to be included in the Auditors'' Report under section 197(16) of thcAct:

In our opinion and according to the information and explanations given to us, die remuneration paid by the Company to its directors during the current year is in accordance with the provisionsof section 197 of die Act. The remuneration paid to any director is not in

excess of the limits ''aid down under section 197 of the Act.

¦ ,

For a BASU & CO.

Chartered Accountants R. N&.-30U74E

Partner ¦ ¦

l M. Nq.-058103)

UDI.N: 2305810S.BGTOKA3761 Place of Signature : Kolkata

Dated : May 20* , 2023 *

p _ ¦

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Mar 31, 2014

We have audited the accompanying financial statements of TRISHAKTI ELECTRONICS & INDUSTRIES LIMITED which comprise the Balance Sheet as at 31st March, 2014, the statement of Profit & Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

Auditors'' Responsibility

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements subject to significant accounting policies and other notes thereon give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :-

a. In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2014,

b. In the case of the statement of Profit & Loss of the "Profit" of the Company for the year ended 31st March, 2014 and

c. In the case of Cash Flow Statement of the Cash Flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

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

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

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

iii) The Balance Sheet, statement of Profit & Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

iv) In our opinion, the Balance Sheet, Statement of Profit & Loss and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 read with the general circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013.

v) On the basis of written representation received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of Clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

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

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

To the members of TRISHAKTI ELECTRONICS & INDUSTRIES LIMITED

Referred to Para I of our Report on Other Legal and Regulatory Requirements For the Year ended 31st March, 2014

1 a) The Company has maintained proper records showing full particulars including Quantitative details and situation of its Fixed Assets.

b) During the year, the management has physically verified the fixed assets of the company. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) Fixed Assets disposed off during the year were not substantial and therefore it does not affect the company as a going concern.

2 a) The management has conducted physical verification of inventory at the yearend/during the year. In our opinion, the frequency of verification is reasonable

b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of records of inventory, the company is maintaining proper records of inventory except stores & spare parts which have been issued to department as & when purchased. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of account.

3 a) The company has not granted loan to any party covered in the register maintained under section 301 of the Companies Act, 1956.

b) The company has taken advances from five parties covered in the Register maintained under section 301 of the Companies Act, 1956 aggregating to Rs. 121.00 lakhs, maximum balance outstanding at any time during the year and closing balance of such loan as on 31st March, 2014 was Rs. 83.00 lakhs and Rs. Nil respectively.

c) There is no overdue amount of advances taken from the companies, firm and other parties listed in the register maintained under section 301 of the Companies Act, 1956.

d) The rate of interest and terms & conditions on which advances have been taken from such parties are not primafacie prejudicial to the interest of the company.

4 In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for purchase of inventory & fixed assets and for sale of fixed assets, goods & services. Further on the basis of our examination of the books and records of the company and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control procedures.

5 a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information & explanations given to us, no transaction has been made in pursuance of contracts or arrangements entered in to the register maintained under section 301 of the Companies Act, 1956 exceeding the value of Rupees five lacs in respect of any party during the year.

6 In our opinion and according to the information and explanations given to us, the company has not accepted deposits from the public and therefore, the directives issued by the Reserve Bank of India and the provisions of sections 58A and 58AA of the Companies Act, 1956 and Rules thereunder are not applicable to the company.

7 The Company does not have formal internal audit. However internal check commensurates with its size and the nature of its business.

8 The Central Government has not prescribed the maintenance of Cost Records under clause (d) of Sub-section (1) of Section 209 of the Companies Act, 1956.

9 a) In our opinion and according to the information and explanations given to us, the company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Service Tax, Excise Duty, Cess and any other statutory dues with the appropriate authorities where applicable. There are no arrears of aforesaid statutory dues as at the last day of the financial year and outstanding for a period of six months from the date they became payable, except Service Tax Payable Rs. 1,80,352 and Investor Education and Protection Fund Rs. 76,140.

b) There are no cases of non deposit with appropriate authorities of disputed dues of Sales Tax, Income Tax, Custom Duty, Service Tax, Wealth Tax, Excise Duty and Cess except:

Name of the Statute Nature of Dues Amount (Rs.) Period to which amount is related

Income Tax Short Term Capital 3,23,720 2008-09 Gains not allowed

Name of the Statute Forum where the dispute is pending

Income Tax Pending with Assessing Officer

10 The company has no accumulated losses at the end of the financial year. It has neither incurred cash losses in the financial year under report nor in the preceding financial year.

11 The company has not borrowed money from banks or financial institutions or against debenture hence the question of default in payment of dues does not arise.

12 According to the information and explanations given to us, the company has not granted loans and advances on the basis of Security by way of pledge of shares, debentures and other securities.

13 The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund / Societies are not applicable to the Company.

14 In respect of dealing or trading in shares, securities, debentures and other investments, the company is maintaining proper records for transactions and contracts and timely entries have been made therein. The shares, Securities, Debentures and other investments are held by the company in its own name.

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

16 The company has not obtained term loans during the financial year.

17 According to the information and explanations given to us and on an overall examination of the balance sheet of the company, in our opinion, fund raised on short term basis have prima facie, not been used during the year for long term investments.

18 The company has not made any preferential allotment of shares to parties and companies covered in the Registers maintained under Section 301 of the Companies Act, 1956.

19 No debentures have been issued by the Company hence the question of creating security in respect thereof does not arise.

20 During the period, the Company has not raised money by Public Issue.

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

For Dangi Jain & Company Chartered Accountants Firm Registration No. 308108E

Kolkata (S.K. Dangi) Dated : the 30th day of May, 2014 Partner Membership No. 12529

---

Mar 31, 2012

We have audited the attached Balance sheet of TRISHAKTI ELECTRONICS & INDUSTRIES LIMITED as at 31st March, 2012, Statement of Profit & Loss and Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are responsibility of the company's management. Our.

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

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

As required by the Companies (Auditors' Report) Order, 2003, (as amended) issued by the Government of India in term of sub-section (4A) of section 227 of the Companies Act, 1956 of India (the "Act") and on the basis of such checks of the books and records as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order. ,

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

2 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.

3 The Balance Sheet, Statement of Profit & Loss & Cash Flow Statement of the Company read with the

* report are in agreement with the Books of Account.

4 In our opinion, the Balance Sheet, Statement of Profit & Loss and Cash Flow Statement comply with the Accounting Standards referred to in section 211 (3C) of the Companies Act, 1956 to the extent applicable. .

5 On the basis of written representations received from the directors of the company, we report that no director is disqualified as on 31st March, 2012 from being appointed as a director of the company under clause (g) of sub section (I) 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 account subject to Note no. 7 for diminution in the value of Investments and other Notes appearing thereon 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 Balance Sheet of the State of affairs of the Company as at 31 st March, 2012,

ii) In the case of Statement of Profit & Loss for the "Profit" for the year ended on that date.

iii) In the case of Cash Flow Statement for the Cash Flows of the Company for the year for the year ended on that date. -

, ANNEXURE TO THE AUDITORS' REPORT TO THE MEMBERS

OF

TR1SHAKTI ELECTRONICS & INDUSTRIES LIMITED REFERRED TO IN PARAGRAPH 3 OF OUR REPORT .

1 a) The Company has maintained proper records showing full particulars including Quantitative details

and situation of its Fixed Assets. '

b) During the year, the management has physically verified the fixed assets of the company. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) The company has not disposed off any fixed assets during the year.

2 a) The management has conducted physical verification of inventory at the year end/during the year.

In our opinion, the frequency of verification is resonable

b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of records of inventory,the company is maintaining proper records of inventory except stores & spare parts which have been issued to department as & when purchased. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of account.

3 a) The company has not granted loan to any party covered in the register maintained under section -301 of the Companies Act, 1956.

b) The company has taken loans from two parties covered in the Register maintained under section 301 of the Companies Act, 1956 aggregating to Rs. 9.75 lacs, maximum balance outstanding at - any time during the year and closing balance of such loan as on 31st March, 2012 was Rs. 9.75 lacs and Rs. Nil respectively.

c) There is no overdue amount of loan taken from the companies, firm and other parties listed in the register maintained under section 301 of the Companies Act, 1956.

d) The rate of interest and terms & conditions on which loans have been taken from such parties are . not primafacie prejudicial to the interest of the company.

4 In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its

business for purchase of inventory & fixed assets and for sale of goods & services. Further on the basis of our examination of the books and records of the company and according to the

information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control procedures.

5 a) Based on the audit procedures applied by us and according to the information and explanations

provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information & explanations given to us, no transaction has been made in pursuance of contracts or arrangements entered in to the register maintained under section 301 of the Companies Act, 1956 exceeding the value of Rupees five lacs in respect of any party during the year.

6 In our opinion and according to the information and explanations given to us, the company has not 'accepted deposits from the public and therefore, the directives issued by the Reserve Bank of India and the provisions of sections 58A and 58AA of the Companies Act, 1956 and Rules . thereunder are not applicable to the company. .

7 The Company d,oes not have formal internal audit. However internal check commensurates with its size and the nature of its business,

8 The Central Government has not prescribed the maintenance of cost Records under clause (d) of

Sub-section (1) of Section 209 of the Companies Act, 1956.

9 a) In our opinion and according to the information and explanations given to us, the company is

generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Service Tax, Excise Duty, Cess and any other statutory dues with the appropriate authorities where applicable. There are no arrears of aforesaid statutory dues as at the last day of the financial year and outstanding for a period of six months from the date they became payable.

b) There are no cases of non deposit with appropriate authorities of disputed dues of Sales Tax, Income Tax, Custom Duty, Service Tax, Wealth Tax, Excise Duty and Cess except:

Name of the Nature of Dues Amount Period to which Forum where the dispute is Statute (Rs.) amount is related pending

income Tax Advance Tax Pending with assessing not allowed officer

10 The company has no accumulated losses at the end of the financial year. It has neither incurred cash losses in the financial year under report nor in the preceding financial year.

11 The company has not borrowed money from banks or financial institutions or against debenture hence the question of default in payment of dues does not arise.

12 According to the information and explanations given to ue, the company has not granted loans and advances on the basis of Security by way of pledge of shares, debentures and other securities.

13 The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund / Societies are not applicable to the Company.

14 In respect of dealing or trading in shares, securities, debentures and other investments, the company . is maintaining proper records for transactions and contracts and timely entries have been made therein. The shares, Securities, Debentures and other investments are held by the company in its own name.

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

16 The company has not obtained term loans during the financial year.

17 According to the information and explanations given to us and on an overall examination of the balance sheet of the company, in our opinion, fund raised on short term basis have prima facie, not been used during the year for long term investments.

18 The company has not made any preferential allotment of shares to parties and companies covered in the Registers maintained under Section 301 of the Companies Act, 1956.

19 No debentures have been issued by the Company hence the question of creating security in respect thereof does not arise.

20 During the period, the Company has not raised money by Public Issue.

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

Registered Office : By Order of the Board of Directors

2, Clive Ghat Street, _

Room No. 8 & 9,2nd Floor, Kolkata-700 001. .

Dated: 31st day of July ,2012 (RAMESH JHANWAR)

Director

---

Mar 31, 2010

We have audited the attached Balance sheet of TRISHAKTI ELECTRONICS & INDUSTRIES LIMITED, as at 31st March, 2010 and the Profit & Loss Account & Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditors Report) Order, 2003, (as amended) issued by the Government of India in term of sub-section (4A) of section 227 of the Companies Act, 1956 of India (the "Act" ) and on the basis of such checks of the books and records as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

1 We have obtained all the information & explanations which to the best of our knowledge and belief were necessary for the purpose 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 the Profit & Loss Account of the Company read with the report are in agreement with the Books of Account.

4 In our opinion, the Balance Sheet and the Profit & Loss Account complies with the Accounting Standards referred to in section 211 (3C) of the Companies Act, 1956 to the extent applicable.

5 On the basis of representations received from the directors of the company, we report that no director is disqualified from being appointed as a director of the company under clause (g) of sub section (I) of section 274 of the Companies Act, 1956.

6 In our opinion and to the best of our information apd according to the explanations given to us, the said account subject to Notes numbers l(v), l(vii), 2 and 14 for accounting of retirement benefits, claims, non provision of short fall in the value in investments and keyman insurance on payment basis and other "Notes" appearing thereon 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:

In the case of Balance Sheet of the State of affairs of the Company as at 31st March, 2010,

In the case of Profit & Loss Account for the "Profit" for the year ended on that date and

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

ANNEXURE TO THE AUDITORS REPORT TO THE MEMBERS REFERRED TO IN PARAGRAPH 3 OF OUR REPORT

1 a) The Company has maintained proper records showing full particulars including Quantitative details and situation of its Fixed Assets.

b) During the year, the management has physically verified the fixed assets of the company. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) During the year, company has not disposed off any of the fixed assets.

2 a) The management has conducted physical verification of inventory at the year end/during the year. In our opinion, the frequency of verification is resonable

b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) In our opinion and according to the information and explanations given to us and on the basis of our examination of records of inventory,the company is maintaining proper records of inventory except stores & spare parts which have been issued to department as & when purchased. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been properly dealt with in the books of account.

3 a) i). The company has not granted loans to any party covered in the register maintained under section 301 of the Companies Act, 1956.

ii). The company has taken loans from six parties covered in the Register maintained under section 301 of the Companies Act, 1956 aggregating to Rs.40,81,521/-, maximum balance outstanding at any time during the year and closing balance of such loan as on 31st March, 2010 were Rs. 31,81,521/- and Rs. Nil respectively.

b) As per information and explanations given by the management,the rate of interest and other terms and conditions on which loans have been taken from companies and other parties are not, prima facie, prejudicial to the interest of the company.

c) There is no overdue amount of loan taken from the companies and other parties listed in the register maintained under section 301 of the Companies Act, 1956.

4 In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and for sale of goods and services. Further on the basis of our examination of the books and records of the company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforsaid internal control procedures.

5 a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the particulars of contract or arrangement referred to section 301 of the Act that need to be entered into the register maintained under Section 301 have been so entered. b) In our opininon and according to the information & explanations given to us, no transaction has been made in pursuance of contracts or arrangements entered in to the register maintained under section 301 of the Act and exceeding the value of Rupees five lacs in respect of any party during the year.

6 In our opinion and according to the information and explanations given to us, the company has not accepted deposits from the public and therefore, the provisions of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and Rules thereunder are not applicable to the company.

We are informed by the mangement that no order has been passed by the Company Law Board, National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

7 The Company has no formal internal audit system, However internal control commensurates with its size and the nature of its business.

8 The Central Government has not prescribed the maintenance of Cost Records under clause (d) of Sub- section (1) of 209 of the Companies Act, 1956.

9 a) In our opinion and according to the information and explanations given to us, the company is generally regular in depositing undisputed statutory dues including Investor Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and any other statutory dues except Provident Fund with the appropriate authorities where applicable. There are no arrears of aforesaid statutory dues as at the last day of the financial year and outstanding for a period of six months from the date they became payable. b) There are no cases of non deposit with appropriate authorities of disputed dues of Sales Tax, Income Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess.

10 The company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the financial year under report and in the immediately preceding year.

11 The company has not borrowed money from banks, financial institutions against debenture and hence the question of default in payment of dues does not arise.

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

13 The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund / Societies are not applicable to the Company.

14 In respect of* dealing or trading in shares, securities, debentures and other investments, the company is maintaining proper records for transactions and contracts and timely entries have been made therein. The shares, Securities, Debentures and other investments are held by the company in its own name.

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

16 The company has not obtained term loans during the financial year.

17 According to the information and explnations given to us and on an overall examination of the balance sheet of the company, in our opinion, fund raised on a short term basis have not been used for long term investments.

18 The company has not made any preferential allotment of shares to parties and companies covered in the registers maintained under Section 301 of the Companies Act, 1956.

19 No debentures have been issued by the Company and hence the question of creating security in respect thereof does not arise.

20 During the period, the Company has not raised money by Public Issue.

21 During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing pratices in India, and according to the information and explanations given to us, we have neither come accross any instance of fraud on or by-the company, noticed or reported during the year, nor have we been informed of such case by the management.

2, India Exchange Place, For DANGI JAIN & COMPANY

Kolkata, the 1 st day of September, 2010. Firm Registration # 308108E

Chartered Accountants,

( S. K. DANGI) Partner Membership # 12529