ఆడిటర్ నివేదిక M Lakhamsi Industries Ltd.

Mar 31, 2025

We have audited the accompanying standalone financial results of M Lakhamsi
industries Limited ("the Company") for the quarter ended 31 March 2025 and
for the year ended 31 March 2025 (''the Statement” or standalone financial
results"), attached herewith, being submitted by the Company pursuant to
requirement of Regulation 33 of the Securities and Exchange Board of India ( SEBI )
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amende
("Listing Regulations").

In our opinion and to the best of our information and according to the explanations
given to us the aforesaid standalone financial results:

a. are presented in accordance with the requirements of Regulation 33 of the

Listing Regulations in this regard; and measurement

b give a true and fair view in conformity with the recognition and measurement
'' principles laid down in the applicable Indian Accounting Standards and other
accounting principles generally accepted in India, of the net profit and other
comprehensive Income and other financial information for the quarter ended 31
March 2025 and for the year ended 31 March 2025

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ("SAs")
specified under section 143(10) of the Companies Act, 2013. Our responsibilities
under those Standards are further described in the Auditors Responsibilities for the
Audit of the Standalone Financial Results 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 standalone financial statements under the provisions
the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the Code of Ethics .

We believe that the audit evidence we have obtained is sufficient and appropriate to

provide a basis for our opinion.

Managements and Board of Director''s Responsibilities for the Standalone
Financial Results

These standalone financial results have been prepared on the basis of the
standalone financial statements.

The Company''s Management''s and the Board of Director''s are responsible for the
preparation and presentation of these standalone financial results that give a true
and fair view of the net profit/loss and other comprehensive income and other
financial information in accordance with the recognition and measurement principles
laid down in Indian Accounting Standards (Ind AS) prescribed under section 133 of
the Act and other accounting principles generally accepted in India and in
compliance with Regulation 33 of the Listing Regulations. 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 that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to the preparation and
presentation of the standalone financial results that give a true and fair view and are
free from material misstatement, whether due to fraud or error.

In preparing the standalone financial results, the Management and the 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 the
going concern basis of accounting unless the Board of Directors either intends to
liquidate the Company or to cease operations, or has no realistic alternative but to

do so. -

The Board of Directors is also responsible for overseeing the company''s financial
reporting process.

Auditor''s Responsibilities for the Audit of Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the standalone
financial results as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor''s 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 are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these standalone financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone 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. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or
the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under section
143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our
opinion on whether the company has internal financial controls with reference to
Financial Statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures in the standalone financial results
made by the management and Board of Directors.

• Conclude on the appropriateness of Management and Board of Directors use of
the going concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the appropriateness of this assumption. If we conclude
that a material uncertainty exists, we are required to draw attention in our
auditor''s report to the related disclosures in the standalone financial results or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor''s 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 standalone
financial results, including the disclosures, and whether the standalone financial
results represent the underlying transactions 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 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 may reasonably be
thought to bear on our independence, and where applicable, related safeguards.

Other Matters -

The standalone financial results include the results for the quarter ended 31 March
2025 being the balancing figure between the audited figures in respect of the full
financial year and the published unaudited year to date figures up to the third
quarter of the current financial year which were subject to limited review by us.

For

TDK & Co.

Chartered Accountants
Firm Registration Number;

NEELANJ

serial number= 6e4df90b4e111a45bff6e20c48

df5db20665597b9419614faba5d2742b43f7a

3, cn=NEELANJ TILAKCHAND SHAH

ND SHAH

NEELANJ SHAH

(PARTNER)

Membership Number: 121057
UDIN:- 25121057BMJHPF3093
Place: Mumbai
Date: 28-05-2025

---

Mar 31, 2024

We have audited the accompanying standalone financial results of M Lakhamsi
Industries Limited (Formerly Known as Specular Marketing and Financing
Limited) ("the Company") for the quarter ended 31 March 2024 and for the year
ended 31 March 2024 ("the Statement" or "standalone financial results"), attached
herewith, being submitted by the Company pursuant to the requirement of
Regulation 33 of the Securities and Exchange Board of India ("SEBI") {Listing
Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing
Regulations"),

In our opinion and to the best of our information and according to the explanations
given to us the aforesaid standalone financial results;

a. are presented in accordance with the requirements of Regulation 33 of the
Listing Regulations in this regard; and

b, give a true and fair view in conformity with the recognition and measurement
principles laid down in the applicable Indian Accounting Standards, and other
accounting principles generally accepted in India, of the net profit and other
comprehensive income and other financial information for the quarter ended 31
March 2024 and for the year ended 31 March 2024

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ("SAs")
specified under section 143(10) of the Companies Act, 2013. Our responsibilities
under those Standards are further described In the Auditor''s Responsibilities for the
Audit of the Standalone Financial Results 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 standalone financial statements under the provisions of
the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the Code of Ethics/rvV^N/
We believe that the audit evidence we have obtained is sufficient and appropriate toV¹ i3SF^:
provide a basis for our opinion, ¦¦ V-/. .

Management''s and Board of Director''s Responsibilities for the Standalone
Financial Results

These standalone financial results have been prepared on the basis of the
standalone financial statements.

The Company''s Management''s and the Board of Director''s are responsible for the
preparation and presentation of these standalone financial results that give a true
and fair view of the net profit/loss and other comprehensive income and other
financial information in accordance with the recognition and measurement principles
laid down In Indian Accounting Standards find AS) prescribed under section 133 of
the Act and other accounting principles generally accepted in India and in
compliance with Regulation 33 of the Listing Regulations, 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 that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to the preparation and
presentation of the standalone financial results that give a true and fair view and are
free from material misstatement, whether due to fraud or error,

In preparing the standalone financial results, the Management and the 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 the
going concern basis of accounting unless the Board of Directors either intends to
liquidate the Company or to cease operations, or has no realistic alternative but to
do so.

The Board of Directors is also responsible for overseeing the company''s financial
reporting process.

Auditor''s Responsibilities for the Audit of Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the standalone
financial results as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor''s 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 are considered materia! if,
individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these standalone financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit, We also: _ ____

• Identify and assess the risks of material misstatement of the standalone 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, The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions, misrepresentations, or
the override of internal control.

* Obtain an understanding of internal control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under section
143(3)(f) of the Companies Act, 2013, we are also responsible for expressing our
opinion on whether the company has internal financial controls with reference to
Financiai Statements in place and the operating effectiveness of such controls.

* Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures in the standalone financial results
made by the management and Board of Directors.

* Conclude on the appropriateness of Management and Board of Directors use of
the going concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the appropriateness of this assumption. If we conclude
that a material uncertainty exists, we are required to draw attention in our
auditor''s report to the related disclosures in the standalone financial results or, if
such disclosures are inadequate, to modify our opinion, Our conclusions are based
on the audit evidence obtained up to the date of our auditor''s 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 standalone
financial results, including the disclosures, and whether the standalone financial
results represent the underlying transactions 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 identify during our
audit.

We also provide those charged with governance with a statement that we have
compiled 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.y''fTT/v^

Other Matters

The standalone financial results include the results for the quarter ended 31 March
2024 being the balancing figure between the audited figures In respect of the full
financial year and the published unaudited year to date figures up to the third
quarter of the current financial year which were subject to limited review by us.

For

TDK & Co.

Chartered Accountants

Firm Registratij^frNumber: 1098G4W

Nji^Fartj Shdh
f(PARTNER)

Membership Number : 121057
UDIN:- 24121057BKECOP2024
Place: Mumbai
Date: 30-05-2024

---

Mar 31, 2015

We have audited the accompanying financial statements of Specular Marketing & Financing Limited ('the Company'), which comprise the Balance Sheet as at March 31, 2015, and the Statement of Profit and 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

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 and presentation 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 financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards ana matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. 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 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 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 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 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 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 ("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 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 appears from our examination of those books;

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

(d) 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;

(e) 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; and

(f) 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:

v. i. the Company has disclosed the information on pending litigations in its financial statements (Refer to Note 21);

ii. the Company has made provision, wherever required under the applicable law or accounting standards, for material foreseeable losses (Refer Note 21).

Annexure to the Independent 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 31 March 2015, we report that:

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

(b) All fixed assets have been physically verified by the management periodically during the year, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) There was no disposal of fixed assets during the year.

(ii) The Company did not have any inventory during the year. Accordingly, provisions of paragraph 3(ii) of the Order in respect of Physical verification of inventory, procedure of physical verification followed by the Company and maintenance of proper records of inventory are not applicable to the Company and hence not commented upon.

(iii) According to the information and explanations given to us, 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 of paragraph 3(iii) of the Order are not applicable to the Company and hence not commented upon.

(iv) According to the information and explanations given to us, there were no transactions for purchase of inventory and fixed assets and the sale of goods and services during the year. Accordingly, the question of reporting on the adequacy of the internal control system with regards to the purchase and sale of the aforesaid items does not arise and hence not commented upon. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the Company in respect of these areas.

(v) The Company has not accepted any deposits from the public.

(vi) According to the information and explanations given to us, the Company has not traded in any goods or services during the year. Accordingly, the provisions of paragraph 3(vi) of the Order are not applicable to the Company and hence not commented upon.

(vii) (a) According to the information and explanations given to us, the Company is regular in depositing with appropriate authorities undisputed statutory dues of income tax. The provisions relating to provident fund, investor education and protection fund, employees' state insurance, sales-tax, wealth-tax, service tax, customs duty, excise duty, and cess are not applicable to the Company and hence not commented upon.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income-tax and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, there are no dues outstanding of income-tax on account of any dispute.

(viii) The Company does not have any accumulated losses at the end of the financial year. The Company has incurred cash losses in the current financial year. However, in the immediately preceding year, there were no cash losses.

(ix) The Company did not have any outstanding dues to financial institutions, banks or debenture holders during the year.

(x) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company did not have any term loans outstanding during the year.

(xii) 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 except for the financial fraud taken place at the National Spot Exchange Ltd., a commodity exchange wherein the Company is one of the affected party as detailed in the Note 21 to the accounts. As informed to us, appropriate legal steps have been taken by the Company to safeguard the financial interests of the Company.

For H. DIWAN & ASSOCIATES Firm registration number: 102659W. Chartered Accountants HITESH DIWAN Proprietor Membership No. 035079 Place : Mumbai Date : May 27, 2015

---

Mar 31, 2014

We have audited the accompanying financial statements of Specular Marketing & Financing Limited (''the Company''), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and 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 and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards notified under the Companies Act, 1956 read with General Circular 15/2013 dated 13th September 2013, issued by 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.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give

the information required by the Companies Act, 1956 (''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 March 31, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and

(c) in the case of the 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 (Auditor''s 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:

(a) 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;

(b) 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;

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

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement. comply with the Accounting Standards notified under the Companies Act, 1956 read with General Circular 15/2013 dated 131h September 2013, issued by the Ministry of Corporate Affairs, in respect of Section 133 of the Companies Act, 2013;

(e) On the basis of written representations 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 (I) of Section 274 of the Companies Act, 1956.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

Annexure referred to in paragraph 1 of audit report on Other Legal and Regulatory Requirements of even date. Re: Specular Marketing & Financing Limited (''the Company'')

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

(b) All fixed assets have been physically verified by the management periodically during the year which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) There was no disposal of fixed assets during the year.

(ii) The Company did not have any inventory during the year. Accordingly, provisions of clauses 4(ii)(a) and 4(ii)(b) of the Order in respect of Physical verification of inventory, procedure of physical verification 0 followed by the Company and maintenance of proper records of inventory are not applicable to the Company and hence not commented upon.

(iii) (a)-(d) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the provisions of clause 4 (i ii) (a) to (d) of the Order are not applicable to the Company and hence not commented upon.

(e)-(g) According to information ,and explanations given to us, the Company has not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the provisions of clause 4(iii) (e) to (g) of the Order are not applicable to the Company and hence not commented upon.

(iv) According to the information and explanations given to us, there were no transactions for purchase of inventory and fixed assets and the sale of goods and services during the year. Accordingly, the question of reporting on the adequacy of the internal control system with regards to the purchase and sale of the aforesaid items does not arise and hence not commented upon. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the Company in respect of these areas.

(v) According to the information and explanations provided by the management, we are of the opinion that there were no contracts or arrangements referred to in Section 301 of the Companies Act, 1956 that need to be entered into the register maintained under Section 301. Accordingly, clause 4(v)(b) of the Order is not applicable and hence not commented upon.

(vi) The Company has not accepted any deposits from the public.

(vii) The Company does not have any formal internal audit system.

(viii) According to the information and explanations given to us, the Company has not traded in any goods or services during the year. Accordingly, the provisions of clause 4(viii) of the Order are not applicable to the Company and hence not commented upon.

(ix) (a) According to the information and explanations given to us, the Company is regular in depositing with appropriate authorities undisputed statutory dues of income tax. The provisions relating to provident fund, investor education and protection fund, employees'' state insurance, sales-tax, wealth-tax, service tax, customs duty, excise duty, and cess are not applicable to the Company and hence not commented upon.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income-tax and other undisputed statutory dues were outstanding at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, there are no dues outstanding of income-tax on account of any dispute.

(x) The Company does not have accumulated losses at the end of the financial year. The Company has not incurred cash losses in the current and immediately preceding financial year.

(xi) According to the information and explanations given to us, the Company has not taken any loan from a financial institution, bank or debenture holders. Accordingly, provisions of clause 4(xi) of the Order, in respect of default in repayment of dues to a financial institution, bank or debenture holders are not applicable to the Company and hence not commented upon.

(xii) According to the information and explanations given to us and based on the documents and records produced 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.

(xiii) In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable to the Company.

(xv) 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.

(xvi) The Company did not have any term loans outstanding during the year.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet and cash flow statement of the Company, we report that no funds raised on short-term basis have been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares during the year to parties or companies covered in the register maintained under Section 301 of the Act.

(xix) The Company did not have any outstanding debentures during the year.

(xx) The Company has not raised any money through public issue during the year.

(xxi) 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 except for the financial fraud taken place at the National Spot Exchange Ltd., a commodity exchange wherein the Company is one of the affected party as detailed in the Note No. 21 to the accounts. As informed to us, appropriate legal steps have been taken by the Company to safeguard the financial interests of the Company.

For H. DIWAN & ASSOCIATES Chartered Accountants

HITESH DIWAN Proprietor Membership No. 35079

Place : Mumbai

Date : 19th May, 2014

---

Mar 31, 2012

We have audited the attached Balance Sheet of SPECULAR MARKETING & FINANCING LIMITED, as at 31st March, 2012, the Statement of Profit and Loss and the Cash Flow statement for the year ended on that date annexed thereto. These financial statements are the 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 also 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 by the Companies (Auditors Report) (Amendment) Order, 2004 (the "Order") issued by the Central Government of India in terms of sub-section (4A) of Section 227 of "The Companies Act, 1956 (the 'Act') and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

Further to our comments in the Annexure referred to above, we report that:

(a) We have 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 appears from our examination of those books;

(c) The Balance Sheet and the Statement of Profit and Loss and Cash Flow Statement dealt with by this report are in agreement with the books of account;

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Act;

(e) On the basis of written representations received from the Directors and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2012 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the 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, 2012;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date;

(c) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in our Report of even date on the accounts of Specular Marketing & Financing Limited for the year ended 31st March, 2012)

1. (a) The Company has maintained its fixed assets register to show full particulars including quantitative details and situation of fixed assets.

(b) The Company has carried out physical verification of its fixed assets during the year. No discrepancy has been found.

(c) During the year, the Company has not disposed off any part of the fixed assets.

2. The Company did not have any inventory during the year. Accordingly, provisions of clauses 4(ii)(a), 4(ii)(b) and 4(iii)(c) of the Companies (Auditor's Report) Order, 2003, in respect of physical verification of inventory, procedure of physical verification followed by the Company and maintenance of proper records of inventory are not applicable to the Company.

3. The Company has not granted or taken any loans, secured or unsecured, to or from Companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Accordingly provisions of clauses 4(iii) (a), 4(iii) (b), 4(iii) (c), and 4(iii) (d) of the Companies (Auditors Report) Order, 2003, in respect of loans are not applicable to the Company.

4. There were no purchases of inventory and fixed assets and the sale of any goods during the year and hence, the question of reporting on the adequacy of the internal control procedure with regards to the purchase or sale of the aforesaid items does not arise. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. (a) In our opinion and according to the information and explanations given to us, all transactions that need to be entered in the register maintained in pursuance of Section 301 of the Companies Act, 1956 have been so entered.

(b) There are no transactions exceeding the value of rupees five lacs in respect of any party, made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956, and accordingly, the question of reporting whether these transactions have been made at the prices which are reasonable having regard to prevailing market price at the relevant time does not arise.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from public within the meaning of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7. The Company does not have any formal internal audit system. However it has adequate internal control procedure commensurate with the size of the Company and the nature of its business.

8. We have been informed that Central Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Companies Act, 1956 for any of the products of the Company.

9. (a) The Company has been regular in depositing with the appropriate authorities undisputed statutory dues including income-tax and other dues. According to the information and explanations given to us, the provisions of the Employees' Provident Fund and Miscellaneous Provisions Act, 1952 and Employees' State Insurance Act, 1948 are not applicable to the Company. The Company is also not liable to pay wealth-tax. There are no dues payable to the credit of Investor Education and Protection Fund by the Company. According to the records of the Company, there were no arrears of the aforesaid statutory dues outstanding as on 31st March, 2012, for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of income tax which have not been deposited on account of any dispute.

10. The Company has no accumulated losses as at year-end and has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

11. The Company has not borrowed any amounts from any financial institutions or banks or by way of debentures and accordingly, clause (xi) of paragraph 4 of the Companies (Auditor's Report) Order, 2003 in respect of default in repayment of dues to a financial institution or bank or debenture holders is not applicable to the Company.

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. In our opinion, the Company is not a chit fund company or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.

15. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. The Company has not taken any term loan during the year.

17. During the year, the Company has not raised short-term/long-term funds, and accordingly, the question whether funds raised on short-term basis have been used for long-term investment and vice-versa does not arise.

18. In our opinion and according to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures during the year and accordingly, the question of creating security in respect thereof does not arise.

20. The Company has not made any public issues during the year, and accordingly, the question of disclosing the end use of money raised by public issue does not arise.

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 across 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 H. DIWAN & ASSOCIATES Chartered Accountants

Sd/- HITESH DIWAN Proprietor Membership No. 35079

Place: Mumbai Date : 29-05-2012

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Mar 31, 2010

We have audited the attached Balance Sheet of SPECULAR MARKETING & FINANCING LIMITED, as at 31st March, 2010, the Profit and Loss Account and the Cash Flow statement for the year ended on that date annexed thereto. These financial statements are the 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 also 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 by the Companies (Auditors Report) (Amendment) Order, 2004 (together the "Order") issued by the Central Government of India in terms of sub- section (4A) of Section 227 of "The Companies Act, 1956, of India (the Act) and on the basis of such checks of teh books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order. Further to our comments in the Annexure referred to above, we report tnat:

(a) We have 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 appears from our examination of those books;

(c) The Balance Sheet and the Profit and Loss Account and Cash Flow Statement dealt with by this report are . in agreement with the books of account;

(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2010 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the notes 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:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010;

(b) in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date;

(c) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT*

(Referred to in our Report of even date on the accounts of Specular Marketing & Financing Limited for the year ended 31 st March, 2010)

1. (a) The Company has maintained its fixed assets register to show full particulars including quantitative details and situation of fixed assets.

(b) The Company has carried out physical verification of its fixed assets during the year. No discripancy has been found.

(c) During the year, the Company has not disposed off any part of the fixed assets.

2. The Company did not have any inventory during the year. Accordingly, provisions of clauses 4(ii)(a), 4(ii)(b) and 4(iii)(c) of the Companies (Auditors Report) Order, 2003, in respect of physical verification of inventory, procedure of physical verification followed by the Company and maintenance of proper records of inventory are not applicable to the Company.

3. The Company has not granted on taken any loans, secured or unsecured, to or from Companys, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Accordingly provisions of clauses 4(iii) (a), 4(iii) (b), 4(iii) (c), and 4(iii) (d) of the Companies (Auditors Report) Order, 2003, in respect of loans are not applicable to the Company.

4. There were no purchases of inventory and fixed assets and the sale of any goods during the year and hence, the question of reporting on the adequacy of the internal control procedure with regards to the purchase or sale of the aforesaid Items does not arise. During the course of our audit, we have not observed any continuing failure to correct major weakness in intenal controls.

5. (a) In our opinion and according to the information and explanations given to us, all transactions that need to be entered in the register maintained in pursuance of Section 301 of the Companies Act, 1956havebeen so entered.

(b) There are no transactions exceeding the value of rupees five lacs in respect of any party, made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956, and accordingly, the question of reporting whether these transactions have been made at the prices which are reasonable having regard to prevailing market price at the relevant time does not arise.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from public within the meaning of Sections 58A and 58AA of the Companies Act; 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7. The Company does not have any formal internal audit system. However it has adequate internal control procedure commensurate with the size of the Company and the nature of its business.

8. We have been informed that Central Government has not prescribed maintenance of cost records under Section 209 (l)(d) of the Companies Act, 1956 for any of the products of the Company.

9. (a) The Company has been regular in depositing with the appropriate authorities undisputed statutory dues including income-tax and other dues. According to the information and explanations given to us, the provisions of the EmployeesProvident Fund and Miscellaneous Provisions Act, 1952 and Employees State Insurance Act, 1948 are not applicable to the Company. The Company is also not liable to pay wealth-tax. There are no dues payable to the credit of Investor Education and Protection Fund by the Company. According to the records of the Company, there were no arrears of the aforesaid statutory dues outstanding as on 3.1st March, 2010, for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of income tax which have not been deposited on account of any dispute.

10. The Company has no accumulated losses as at year-end and has not incurred cash losses during the financial year covered by ouu ;audit and in the immediately preceding financial year.

11. The Company has not borrowed any amounts from any financial institutions or banks or by way of debentures and accordingly, clause (xi) of paragraph 4 of the Companies (Auditors Report) Order, 2003 in respect of default in repayment of dues to a financial institution or bank or debenture holders is not applicable to the Company.

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. In our opinion, the Company is not a chit fund company or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

15. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. The Company has not taken any term loan during the year.

17. During the year, the Company has not raised short-term / long-term funds, and accordingly, the question whether funds raised on short-term basis have been used for long-term investment and vice-versa does not arise.

18. In our opinion and according to the information and explanations given to us, the Company has not made any preferential allotment of chares during the year to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures during the year and accordingly, the question of creating security in respect thereof does not arise.

20. The Company has not made any public issues during the year, and accordingly, the question of disclosing the end use of money raised by public issue does not arise.

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 across 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 H. DIWAN & ASSOCIATES

Chartered Accountants

HITESH DIWAN

Proprietor Membership No. 35079

Place: Mumbai Date : 30-07-2010