INDEPENDENT AUDITOR'S REPORT

To the Members of

RIBA TEXTILES LIMITED

NEW DELHI

1. Report on the Financial Statements

We have audited the accompanying financial statements M/s RIBA TEXTILES LIMITED ("the Company"), which comprise the Balance Sheet as at March 2018, Statement of Profit and Loss the Cash Flow Statement for the year then ended, and a summart^ieofignificant accounting policies and other explanatory information.

2. Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section B4(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of the standalone financial statements that give a true and fair view of the financial position, financial performance cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specific under Section B3 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 safeguarding the assets of the Company and for preventing and detecting frauds and other irregular 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 control that were operating effectively for ensuring the accuracy and completeness of the accounting records, rele to the preparation and presentation of the financial statements that give a true and fair view and are fre material misstatement, whether due to fraud or error.

3. Auditor's Responsibility

Our responsibility is to express 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 mat which are required to be included in the audit report under the provisions of the Act and the Rules made under.

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

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures 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 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 appropriate in the circumsteaas, An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the account 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 audit opinion on the financial statements.

4. Opinion

In our opinion and to the best of our information and according to the explanations consent foresaid financial statements give the information required by the Act in the manner so required and give a true fair view in conformity with the accounting principles generally accepted in India

a) In the case of the Balance Sheet, of take of affairs of the Company as at March 31, 2018

b) In the case of Statement of Profit and Loss, of the Profit for the year ended date; and

c) In the case of Cash Flow Statement, of the cash flows for the year extended on that date.

5. Emphasis of Matters

We draw attention to the following matters in the Notes to the financial statements:

Our opinion is not modified irespect of these matters.

6. Others Matter

Our opinion is not modified in respect of these matters.

7. Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2016 ("the Order"), as amended, issued by the Central Government of India in terms of section (11) of section 143 of the Companies Act, 2015, (I give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

As required by section 143 (3) of the Act, we report that:

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

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

c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by Report are in agreement with the books of account

d) In our opinon, the a for financial statements comply with the Accounting Standards specified under section B3 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014..

e) The going concern matter described in graph (b) under the Emphasis of Matters paragraph above, in our opinion, may have an adverse effect on the functioning of the Company.

f) On the basis of written representations received from the directors as on March 2018 take on record by the Bard of Directors, none of the directors is disqualified as on March 2018. being appointed as a director in terms of Section 154 (2) of the Act.

g) 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 an according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial position.

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

iii. There has been not delay in transferring amounts, required to be transferred, to the Inve Education and Protection Fund by the Company.

ANNEXURE TO THE AUDITORS' REPORT

RE: M/S RIBA TEXTILES LIMITED NEW DELHI Referred to paragraph (3) of our report of even date

Referred to in Paragraph (3) of our report under the heading 'Report on Other Legal & Regulatory Requirement' of our report of even date to the financial statements of the Company for the year ended March 31, 2018:

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

(b) The Fixed Assets have been physically verified by the management in a phased manner, designed cover all the items over a period of three years, which in our opinion, is reasonable having regards the size of the company and nature of its business. Pursuant to the program, a portion of the fixed has been physically verified by the management during the year and no material discrepancies bet we the books records and the physical fixed asset has been noticed.

(C) The title deeds of immovable properties are held in the name of the company

2) The management has conducted the physical verification of inventory at reasonable intervals. The discrepancies noticed on physical verification to inventory as compared to books records which has been properly dealt with in the books of account were not material.

3) The Company has not granted any loans, secured or unsecured to companies, firms, Limited Liabilties partnerships or other part covered in the Register maintained under section 189 of the Act. Accordingly, the provisions of clause 3 (iii) (a) to (C) of the Order are not applicable to the Company and hence not commented upon.

4) In our opinion and according to the information explaanations given to us, the company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 In respect of loans, investments, guarantees, and security.

5) The Company has not accepted depositbring the year and does not the any unclaimed deposits as

at March 31, 2018 and therefore, the provisions of the clause 3 (V) of the Order are not applicable the Company

6) As informed to us, the maintenance of Cost Records been specified by the Central Government under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the company.

7) (a) The Company has generally been regular in depositing undisputed statutory dues, including Provide

Fund, Employees' State Insurance, Income Tax, Sale Tax, Service Tax, Goods and Service Tax, Value Added Tax, Customs Duty, Excise Duty, Cess and other material statutory dues applicable to it v appropriate authorities.

(b) According to information and explanations given to no undisputed amounts payable in respect of the above were in arrears as at March 31, 2018 for a period of more than six months from the date when they become payable. There is no of dues of Income Tax, Sale Tax, Wealth Tax, Service The Custom Duty, Excise Duty & Cess which have not been deposited as on March 2018

8) In our opinion and according to the information and explanations given to us, the Company has not Default edin the repayment of dues to banks.

9) Based upon the audit procedures performed and the information and explanations given by them management, the company has not raised moneys by way of initial public offer or further public of including debt instruments and term Loans. Accordingly, the provisions of clause of (the Order are not applicable to the Company and hence not commented upon.

D) Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by ficer or employees has been noticed or reported during the year.

11) Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with queite approvals mandated by the provisions of section P7 read with Schedule V to the Companies Act;

12) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of Order are not applicable to the Company.

13) In our opinion, and the information and explanations given by the management, the provisions c section 177 of the Companies Act, 2013 is not applicable. All transactions with the related parties ar in compliance with section 188 of Companies Act, 203 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.

14) Based upon the audit procedures performed and the information and explanations given by the management, the company has not maden preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions clause 3 (xiv) of the Order are not applicable to the Company and hence not commented upon.

15 ) Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (of v)the Order are not applicable to the Company and hence not commented upon.

16) In our opinion, the company is not required to be registered under section 45 IA of the Reserve B of India Act, P34 and accordingly, the provisions of clause 3 (xvi)the Order are not applicable to the Company and hence not commented upon.