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Year End :2015-03 
We have audited the accompanying standalone financial statements of BHUWALKA STEEL INDUSTRIES LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE FINANCIALSTATEMENTS

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 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 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 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 standalone financial statements.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31 March, 2015, its Loss and its cash flows for the year ended on that date.

EMPHASIS OF MATTER

We draw attention to:

1. Note 23 Sl No.7 (i) Other disclosure in respect of Finance cost not recognized in the books by the company for Rs.42,24,11,280/- in view of representation by management that they have disputed on account of unilateral withdrawal of CDR Package by the Banks.

Our opinion is not modified in respect of these matters.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government in terms of Section 143(11) 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 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, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) 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.

(e) 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 31 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:

a. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 23 serial number 01 (iii) and serial number 07 to the financial statements;

b. The Company did not have any long-term contracts including derivative contracts for which there were 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.

ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

(i) In respect of its fixed assets:

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

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(ii) In respect of its inventories:

(a) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals. Based on information, explanation and necessary documents pertaining to inventory like Excise Inventory registers, Physical verification report conducted by management and other supporting documents provided to us, we report that the management has conducted physical verification of Inventory at reasonable intervals.

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

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) 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, 2013.

(iv) In our opinion and according to the information and explanations given to us, there is an 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, and during the course of our audit, we have not observed any major weakness in such internal control system.

(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year.

(vi) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended and prescribed by the Central Government under sub- section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us, in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed statutory dues, except as mentioned in table below including Provident Fund, Employees' State Insurance, Income-tax, Sales Tax, Service Tax, Wealth Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities.

Sl.No     Particulars                                      Amount (Rs.)

1         EPF                                                  4138183

2         ESI                                                  1216929

3         TDS

a)        TDS CONTRACT                                         1049217

b)        TDS ON SALARY                                         368090

c)        TDS ON RENT                                           541374

d)        TDS ON PROF. & CONST.                                1651896

e)        TDS ON INTEREST                                      3194553

f)        TDS ON Commission or Brokarage                         15395

g)        TCS ON Scrap                                           44243

4         SERVICE TAX Payable on GTA and Others                3001582

5         VAT                                                  8930825

6         Profession Tax                                        358500

          Total Rs.                                           24510787
(a) There were undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues in arrears as at 31 March 2015 for a period of more than six months.

Nature of dues          Period                Amount          Due date
                        pertaining to             Rs.

TDS                     Apr-13                28415           5/7/2013

TDS                     May-13                58797           6/7/2013

TDS                     Jun-13                89936           7/7/2013

TDS                     Jul-13                86793           8/7/2013

TDS                     Aug-13                60224           9/7/2013

TDS                     Sep-13                71231           10/7/2013

TDS                     Oct-13                72516           11/7/2013

TDS                     Nov-13               144073           12/7/2013

TDS                     Dec-13              1082579           1/7/2014

TDS                     Jan-14               159679           2/7/2014

TDS                     Feb-14                77649           3/7/2014

TDS                     Mar-14               634670           4/7/2014

TDS                     Apr-14               101399           5/7/2014

TDS                     May-14               117374           6/7/2014

TDS                     Jun-14               175676           7/7/2014

TDS                     Jul-14               151057           8/7/2014

TDS                     Aug-14               230919           9/7/2014

Service Tax             Mar-14               625158           4/5/2014

Service Tax             Apr-14                 6251           5/5/2014

Service Tax             May-14               130049           6/5/2014

Service Tax             Jun-14               150798           7/5/2014

Service Tax             Jul-14               134817           8/5/2014

Service Tax             Aug-14               161851           9/5/2014

EPF                     Sep-13               129291         10/15/2013

EPF                     Oct-13               129926         11/15/2013

EPF                     Nov-13               130368         12/15/2013

EPF                     Dec-13               331074          1/15/2014

EPF                     Jan-14               260505          2/15/2014

EPF                     Feb-14               258877          3/15/2014

EPF                     Mar-14               244953          4/15/2014

EPF                     Apr-14               228728          5/15/2014

EPF                     May-14               232330          6/15/2014

EPF                     Jun-14               111297          7/15/2014

EPF                     Jul-14               210863          8/15/2014

EPF                     Aug-14               204566          9/15/2014

ESI                     Oct-13                80407         11/20/2013

ESI                     Nov-13                82339         12/20/2013

ESI                     Dec-13                75253          1/20/2014

ESI                     Jan-14                78675          2/20/2014

ESI                     Feb-14                81000          3/20/2014

ESI                     Mar-14                80000          4/20/2014

ESI                     Apr-14                80530          5/20/2014

ESI                     May-14                82117          6/20/2014

ESI                     Jun-14                83118          7/20/2014

ESI                     Jul-14                84036          8/20/2014

ESI                     Aug-14                84036          9/20/2014

Profession Tax          Mar-14               120475          4/20/2014

Profession Tax          Apr-14                23425          5/20/2014

Profession Tax          May-14                22400          6/20/2014

Profession Tax          Jun-14                20300          7/20/2014

Profession Tax          Jul-14                18575          8/20/2014

Profession Tax          Aug-14                17575          9/20/2014

KVAT                    Mar-14               148551          5/20/2014

Total Rs.                                   8287501

Nature of dues                   Date of payment           Nos. of days
                                                           delayed

TDS                              Pending                      693

TDS                              Pending                      662

TDS                              Pending                      632

TDS                              Pending                      601

TDS                              Pending                      570

TDS                              Pending                      540

TDS                              Pending                      509

TDS                              Pending                      479

TDS                              Pending                      448

TDS                              Pending                      417

TDS                              Pending                      389

TDS                              Pending                      358

TDS                              Pending                      328

TDS                              Pending                      297

TDS                              Pending                      267

TDS                              Pending                      236

TDS                              Pending                      205

Service Tax                      Pending                      360

Service Tax                      Pending                      330

Service Tax                      Pending                      299

Service Tax                      Pending                      269

Service Tax                      Pending                      238

Service Tax                      Pending                      207

EPF                              Pending                      532

EPF                              Pending                      501

EPF                              Pending                      471

EPF                              Pending                      440

EPF                              Pending                      409

EPF                              Pending                      381

EPF                              Pending                      350

EPF                              Pending                      320

EPF                              Pending                      289

EPF                              Pending                      259

EPF                              Pending                      228

EPF                              Pending                      197

ESI                              Pending                      496

ESI                              Pending                      466

ESI                              Pending                      435

ESI                              Pending                      404

ESI                              Pending                      376

ESI                              Pending                      345

ESI                              Pending                      315

ESI                              Pending                      284

ESI                              Pending                      254

ESI                              Pending                      223

ESI                              Pending                      192

Profession Tax                   Pending                      345

Profession Tax                   Pending                      315

Profession Tax                   Pending                      284

Profession Tax                   Pending                      254

Profession Tax                   Pending                      223

Profession Tax                   Pending                      192

KVAT                             Pending                      315
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax and Cess which have not been deposited as on 31 March 2015 on account of disputes are given below :-

Sr.    Name of the Statute           Nature of Dues      Forum where
No.                                                      dispute is
                                                         pending

1      Central Excise Act, 1944     Excise Duty and      Commissioner of
                                    service tax          Central Excise
                                                         (Appeals)
                                                         CESTAT, High
                                                         Court,
                                                         Supreme Court

2      Income Tax Act, 1961         Income Tax           Commissioner of
                                                         Income Tax
                                                        (Appeals), ITAT

Sr.    Name of the Statute                            Amount
No.                                                (Rs.in lakhs)

1      Central Excise Act, 1944                        885.12

2      Income Tax Act, 1961                            116.70
(d) The Company has been regular in transferring amounts to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and Rules made thereunder within time.

(viii) The Company have accumulated losses at the end of the financial year is Rs 1004.29Lakhs and the Company has incurred cash losses of Rs 76.69Lakhs during the financial year covered by our audit and in the immediately preceding financial year for Rs. 2221.26Lacs.

Due to losses the Net Worth of the company has eroded by more than 50% (without giving effect to the observation in Note 23 (7)(i)). The company has already filed Form C with BIFR.

(ix) In our opinion and according to the information and explanations given to us, the Company has defaulted in the repayment of dues to financial institutions, banks as mentioned in Note 23 (7)(ii).

(x) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by others from banks and financial institutions are not, prima facie, prejudicial to the interests of the Company.

(xi) In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were obtained, other than temporary deployment pending application.

(xii) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

                                                    for ASR Associates
                                                 Chartered Accountants
Place : Bangalore                                     (CA A. S. Rafiq)
Date : 11th July, 2015                                      Proprietor
                                                  Membership No.204646
                                                         FRN No. 8877S