Management's Responsibility for the Financial Statements

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

Auditor's Responsibility

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

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and its loss and its 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, issued by the Central Government of India in term of sub-section (11) of section 143 of the Companies Act,2013, we give in the Annexure a statement on the matters specified in the 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 .

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

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

(e) 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 fiancial statements - Refer Note 18 to the financial statements.

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

iii. Accoring to the records of the company, no amount is required to be transferred t o the the Investor Education and Protection Fund during the year..

ANNEXURE TO AUDITORS'REPORT

The Annexure referred to in our Independent Auditors' Report to the members of the Company on the Financial Statements for the year ended 31st March, 2015 we report that:

1) Fixed Assets :

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

b) Fixed assets were physically verified by the management at periodic intervals , In our opinion the period of verification is reasonable , having regards to the size of the company and nature of its assets. No material discrepancies were noticed on such verification.

2) Inventory:

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

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

c) The company has maintained proper records of inventories. As per the information and explanation given to us, no material discrepancies were noticed on physical verification.

3) Loans and Advances :

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 Companies Act. Therefore, the provision of Clause 3 (iii), (iii)(a) and (iii)(b) of the said order are not applicable to the company.

4) Internal Control Systems:

In our opinion and according to the information and explanations given to us there an adequate internal control system commensurate with the size of the company and the nature of its business with regard to the purchase of inventory and fixed assets and with regard to the sale of goods and services. In our opinion, and according to the information and explanations given to us, there is no continuing failure to correct major weaknesses in internal control system.

5) The company has not accepted any deposits from the public within the meaning of sections 73,74,75 and 76 of the Act and the rules framed there under to the extent notified

6) The maintenance of cost records under sub-section (1) of section 148 of the Companies Act, is not applicable for any of the product of the company for the year under review.

7) Statutory Dues:

a) The company in regular in depositing undisputed statutory dues including provident fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities.

b) The particulars of dues as at 31" March, 2015 which have not been deposited on account of dispute , are as follows:

i) According to the information and explanations given to us, an amount of Rs. 748.52 Lacs, (Rs. 659.88 Lacs) of MSL towards Customs Import Duty, Interest & Penalty on the capital goods imported under EPCG Scheme & resultant export obligation not fulfilled is payable by the company. Proportionate custom duty amount saved, in . respect of Advance Import License against which export obligation is pending, is Rs. 260.84 Lacs (Rs. 221.82 Lacs) Bank Guarantees issued against the same is Rs. 101.10 Lacs (Rs. 101.10 Lacs) & an amount of Rs.133.55 lacs (Rs.112.68 lacs) of MEL towards Custom Duty saved on Import of Capital goods under EPCG scheme & an amount of Rs. 33.46 lacs (Rs.21.52 lacs) of MTL towards Custom Duty saved on Import of Capital goods under EPCG scheme and Bank Guarantees issued against the same is Rs. 10.670 Lacs (Rs. 9.00 Lacs) & Rs. 18.07 lacs (Rs. 11.62 Lacs) respectively. Further an amount of Rs. 655.01 Lacs (239.16 Lacs) of MSL is pending towards the Excise Duty, Interest & Penalty claims made by the various Central Excise authorities, the company has preferred Appeals against such orders, at the appropriate levels. An Amount of Rs. 37.99 lacs (Rs.32.05 lacs) of MEL towards Excise Duty & Penalty, & an amount of Rs. 74.49 lacs (Rs. 16.00 Lacs) of MTL towards Excise duty and Penalty. However, there is an amount of Rs. 2.43 lacs towards Income Tax demand of MEL and an amount of Rs. 3.40 lacs towards Income Tax demand of MTL is payable in respect of income tax. There no other , wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2015 for a period of more than six months from the date they became payable.

ii) Custom duty saved on import of total Capital goods under EPCG Scheme is Rs 137.50 Lacs (Rs.137.50 Lacs). Bank Guarantee issued against the same is Rs. 70.37 Lacs (Rs 70.37 Lacs). Total export obligation under the EPCG Scheme was USD 81.25 Lacs.

c) There were no amounts required to be transferred to investor education and protection fund by the company.

8) Company is having accumulated losses at the end of financial year of not less than 50% of its. Net worth. The company has incurred cash losses in current financial year and in the immediately preceding financial year.

9) Based on our examination of documents and records and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution or banks.

10) According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

11) The Company has not any term loans during the year.

12) To the best of our knowledge and belief and According to the information and explanations given to us, no material fraud on or by the company has been noticed or reported during the course of our audit.

For Shyam C. Agrawal & Co Chartered Account

Shyam C. Agrawal Proprietor Membership No. 031774

Place Mumbai Date: 30/05/2015