Management's Responsibility for the Stand Alone 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@ financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes 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 and ensuring their operating effectiveness and the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone@ financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone@ 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 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 standalone@ financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone@ financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the standalone@ 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@ financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. 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@ financial statements.

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

Emphasis of Matter

We draw attention to the following matter in the notes to the standalone@ financial statements:

1. Bad Debts written off Rs 36.42 Crores

2. As on 20.02.2014 an excise audit was conducted by department wherein the demand has been raised for Rs. 1.45 Crores on account of shortage of stock. However the management has not given effect of this shortage of stock in previous year. The shortage of stock calculated by department was Rs.24.29 Crores as per MRP. However in current year the company entered in the books 2080540 kg for Raw material & 651860 kg of finished goods and Rs.13.08 Crores for Raw material & Rs 6.22 Crores for finished goods in consumption. However no corresponding production has been made.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure, a statement on the matters specified in paragraphs 3 and 4 of the Order, 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 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 [and proper returns adequate for the purposes of our audit have been received from branches not visited by us*];

c. The reports on the accounts of the branch offices of the Company audited under Section 143 (8) of the Act by branch auditors have been sent to us and have been properly dealt with by us in preparing this report*;

d. The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account [and with the returns received from branches not visited by us;

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

f. The matter described in sub-paragraph IV under the Emphasis of Matter/Basis for Qualified Opinion/ Basis for Adverse Opinion/ Basis for Disclaimer of Opinion paragraph above, in our opinion, may have an adverse effect on the functioning of the Company;

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

h. - N.A.- 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) 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@ financial statements - Refer Note 30 on Contingent Liabilities and Note on Contingent Assets to the standalone@ financial statements;

II. - N.A- III. Following are the instances of delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

[Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' in the Independent Auditor's Report of even date to the members of Tulsi Extrusions Limited on the financial statements for the year ended 31/03/2015]

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

(b) During the year, the fixed assets of the Company have been physically verified by the management and as informed, material discrepancies identified on such verification have been properly dealt with in the books of account. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) (a) The inventory (excluding stocks lying with third parties) has not been physically verified by the management during the year and in respect of inventory lying with third parties, these have not been confirmed by them.

(b) The procedures of physical verification of inventory followed by the management are neither reasonable nor adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. As informed material discrepancies were noticed on physical verification carried out during the year.

(iii) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 189 of the Act. Accordingly, the provisions stated in paragraph 3 (iii)(a) and 3 (iii)(b) of the Order are not applicable.

(a) --N.A.--

(b) --N.A.--

In our opinion and according to the information and explanations given to us, there is no adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, we have observed continuing failure to correct major weaknesses in internal control system of the Company.

(v) The company has not accepted any public deposits

(vi) We have broadly reviewed the books of account maintained by the Company in respect of products where the maintenance of cost records has been specified by the Central Government under sub- section (1) of Section 148 of the Act and the rules framed there under and we are of the opinion that prima facie, the prescribed accounts and records have not been maintained.

(vii) (a) The Company is not regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, value added tax, customs duty, excise duty, cess and any other material statutory dues applicable to it, and there have been serious delays in a large number of cases.

According to the information and explanations given to us, undisputed dues in respect of provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, value added tax, customs duty, excise duty, cess and any other material statutory dues applicable to it, which were outstanding, at the yearend for a period of more than six months from the date they became payable are as follows:

Name of the    Nature of    Amount    Period to 
                                      which the    Due     Date of
statute       the dues        Rs.     amount 
                                      relates      Date    Payment

NIL             NIL           NIL      NIL         NIL      NIL

Name of the    Nature of    Amount    Period to 
                                      which the    Forum where dispute
statute          dues        Rs.      amount 
                                      relates      is pending

Central 
Excise act     Excise 
               duty        1.45 Cr    2013-14      Appellate Tribunal
 
Income tax 
act            Income 
               tax        13.70 Cr    2014-15      Commissioner of
                                                   Income tax appeal

Name of the    Nature of   Amount    Period to 
                                     which the     Due    Date of
statute the    dues         Rs.      amount 
                                     relates       Date   Payment

Nil            Nil          Nil        Nil          Nil     Nil

(ix) According to the information and explanations given to us, the Company has defaulted in repayment of its dues to bank(s)/financial institution(s)/ debenture holder (s). The particulars of delays in repayment of dues (including interest) are as follows:

                                                       (Rs. In Crores)

Particulars            Limit     O/s as on    Overdue     Over due
                                 31/03/2015               w. e. f

PNB Cash Credit        75.00       80.26        5.26      01/07/14

PNB Term Loan 
A/c-351                 2.14        2.17        0.03      01/07/14

PNB Term Loan 
A/c-10056              23.89       24.19        0.30      01/07/14

PNB Term Loan 
(FITL)10074            11.54        8.91        2.63      01/07/14

PNB Term Loan
(WCTL) 10065           58.00       58.74        0.74      01/07/14

PNB ILC/ FLC            7.00        6.65        0.35      01/07/14

Allahabad Term 
Loan A/c-1             15.93       16.06        0.13      01/07/14

Allahabad Term 
Loan(FITL) A/c-2        2.43        1.60        0.83      01/07/14

(xi) The Company has not obtained any term loans.

(xii) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across nor informed of any instance of fraud on or by the Company, noticed or reported during the year except in the para 4.

                                    FOR K K. KABRA & Co.

                                   CHARTERED ACCOUNTANTS

                                     KAILASH K. KABRA

                                     PROPRIETOR 

                                     F.NO. 104493-W 

Place :- Jalgaon

Date :- 12/06/2015