Eastern Gases Ltd Directors Report.

To the Members of EASTERN GASES LIMITED

Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of EASTERN GASES LIMITED ("the Company") which comprise the Balance Sheet as at March 31, 2017, the Statement of Profit and Loss, the Cash Flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management Responsibility for the Ind AS Financial Statements

The Companys 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 Ind AS financial statements that give a true and fair view of the financial position, financial performance and cash flow of the company in accordance with the accounting principles generally accepted in India, including the Accounting Standard 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 control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors Responsibility

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

We have taken into account the provisions of the Act, and the Rules made there under including the accounting and matters which are required to be included in the audit report.

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards and pronouncement require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditors judgment including the assessment of the risk s of material misstatement of the Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companys preparation of the Ind AS 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 Companys Directors ,as well as evaluating the overall presentation n of the Ind AS 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 Ind AS 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 March 31, 2017, and its profit and its cash flow for the year ended on that date.

Report on Other Legal and Regulatory Requirements

As required by the companies (Auditors Report) Order 2016 ("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 a statement on the matters specified in paragraph 3 and 4 of the order.

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

a) We have sought 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 and 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 Ind AS financial Statement 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, 2017, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of section 164(2) of the Act.

f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in ‘Annexure B; and

g) With respect to the other matters to be included in the Auditors 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 does not have any major pending litigations as at March 31, 2017 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 were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year end.

iv) the Company has provided requisite disclosures in its Ind AS Financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8 November, 2016 to 30 December, 2016 and these are in accordance with the books of accounts maintained by the Company. Refer Note 13A to the Ind AS financial statements.

For C.B.C. & Associates
Chartered Accountants
F.R. No: 325794E
(Chinmaya Prasad Biswal)
Partner
Place: Kolkata Membership No. 065753
Date: 30.05.2017

Annexure to the Auditors Report

The Annexure A referred to in our report to the members of EASTERN GASES LTD. for the year ended on March 31, 2017. We report that:

(i) (a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

(b)The fixed assets have been physically verified by the management at reasonable intervals and in our opinion it is reasonable considering the size of company and nature of asset no such material discrepancies were noticed on such verification and if so, the same have been properly dealt with in the books of account;

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

(ii) (a) Physical verification of inventory including stock with third parties has been conducted at reasonable intervals by the management and if any material discrepancies were noticed on physical verification, the same have been properly dealt with in the books of account;

(b) Debit and Credit balances are subject to confirmation.

(iii) The company has not granted any loans, secured or unsecured to companies, firms, limited liability partnerships or other parties covered in the register maintained under section 189 of the Companies Act.

(iv) The company has not given any loans, investments, guarantees and security under the provisions of section 185 and 186 of the Companies Act.

(v) The company has not accepted deposits, from the public within the meaning of sections 73 and 74 or any other relevant provisions of the Companies Act and the rules framed there under.

(vi) Maintenance of cost records has not been specified by the Central Government under subsection (1) of section 148 of the Companies Act.

(vii) (a) According to our information and explanation given to us and as per the records of the company, the company has been regular generally regular in depositing the undisputed statutory dues including provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities. There are no arrears of undisputed statutory dues of material nature outstanding for a period of more than six months

(b) Dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax or cess have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending have been mentioned below-

Name of Statute Nature of Dues Amount Involved (Rs. in Lacs) Period to which the amount relates Forum where demand is pending
Income Tax Act 1961 Income Tax 17.29 2005- 06, 2006- 07, 2007- 08, 2010-11, 2011-12& 2013-14 Income Tax Assessing Officer
West Bengal Value Added Tax Act, 2003 Value Added Tax 304.21 2009- 10& 2010- 11 WB CT A &R Board
The Central Sales Tax Act, 1956 Central Sales Tax 20.73 2008-09 & 2010-11 WB CT A &R Board

(A mere representation to the concerned Department is not considered as a dispute).

[viii] According to the information and explanations given to us and as per our verification of the records of the company there had been delays/default in payment of installments and interest on term loan/short term loan to the banks during six months ending 31st March 2017. Repayment of term loan principal remain due and unpaid to the bank is Rs. 1.59 crs, for period within six months as on year ending 31st March 2017. Repayment of interest remain due and unpaid to the bank is Rs. 1.89 cr (approx..), for period of six months as on year ending 31st March 2017. Disputed principle / interest have not been recognised and would be recognised on settlement of dispute.

(ix) In our opinion, and accordance to the information and explanation given to us, the company has not moneys raised by way of initial public offer or further public offer (including debt instruments) and term loans during the year. The term loans have been applied, on an overall basis for the purpose for which the loans were obtained.

(x) In our opinion, and accordance to the information and explanation given to us, we have not came across any instance of material fraud by the company or any fraud on the company by its officers or employees has been noticed or reported during the year, nor have been informed of any such case by the management.

(xi) In our opinion, managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with schedule V to the Companies Act.

(xii) In our opinion and the information given by the management, the company is not the Nidhi Company. The provisions of Companies (Auditors Report) Order, 2016 Para 3 Clause (xii) is not applicable to the company.

(xiii) In our opinion, and the information given by the management, all transactions with the related parties are in compliance with section 177 and 188 of the Companies Act wherever applicable if any.

(xiv) According to our information and explanation given to us and as per the records maintained, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. The provisions of Companies (Auditors Report) Order, 2016 Para 3 Clause (xiv) is not applicable to the company.

(xv) According to our information and explanation given to us, the company has not entered into any non- cash transactions with directors or persons connected with him. The provisions of Companies (Auditors Report) Order, 2016 Para 3 Clause (xv) is not applicable to the company.

(xvi) The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. The provisions of Companies (Auditors Report) Order, 2016 Para 3 Clause (xvi) is not applicable to the company.

For C.B.C. & Associates
Chartered Accountants
F.R. No: 325794E
(Chinmaya Prasad Biswal)
Place: Kolkata Partner
Date: 30.05.2017 Membership No. 065753

‘ANNEXURE B TO THE AUDITORS REPORT.

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of EASTERN GASES LIMITED ("the Company") as of March 31, 2017 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on "the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India". These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance 168 Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind AS financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the Ind AS financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2017, based on "the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India".

For C.B.C. & Associates
Chartered Accountants
F.R. No: 325794E
Place: Kolkata (Chinmaya Prasad Biswal)
Date: 30.05.2017 Membership No. 065753
Partner