Ennore Coke Ltd Auditor Reports

To the Members of ENNORE COKE LIMITE

Report on the Financial Statements

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

Managements Responsibility for the 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 and presentation of 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.

Auditors Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

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

An audit involves performing procedures to obtain audit evidence about the amounts and 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 Companys 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 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 Companys 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.

Basis for Qualified Opinion

The Company has not provided interest to the banks for an amount of Rs. 15 07 22 929 for the year under review on the premise that the bank accounts are presently not operational and the accounts have become Non- Performing Assets ( NPAs) and the banks have stopped charging interest from July 2015 as the accounts have become NPAs. The Company has taken this stand also on the premise that a proposal has been submitted to the banks for restructuring of the debts due to them and also the Company has registered under Board for Industrial and Financial Reconstruction (BIFR) as required under the Sick Industrial Companies (Special Provisions) Act, 1985 as the net worth has been fully eroded. However the proposal for restructuring is pending with banks and BIFR has not initiated any proceedings in this regard. As a result the liability for payment of interest subsists till the acceptance of the restructuring proposal. As a result of the non provision of the sum of Rs 15 07 22 929, the loss and the liabilities to Banks is understated by the sum of Rs 15 07 22 929 respectively.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the 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:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2017;

b) in the case of the Statement of Profit and Loss, of the Loss 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. Emphasis of Matter

We draw attention of the shareholders for the followings:

a) Note No 31 of Notes to Financial Statements regarding the financial statements being prepared on a going concern basis, notwithstanding the fact that the Companys net worth is fully eroded and is negative (Rs.85 55 00 276 ) as at March 31, 2017 and the consortium of banks have classified their debts as Non-Performing Assets. The Company has also made an application to Board for Industrial and Financial Reconstruction (BIFR) as required under Sick Industrial Companies (Special Provisions) Act, 1985 and the same has been registered. These events indicate the existence of a material uncertainty that may cast significant doubt about the Companys ability to continue as a going concern. The going concern basis will be significantly impacted, pending approval of the rehabilitation package by BIFR.

b) Note No 47 of Notes to Financial Statements regarding non-availability of confirmation of balances relating to certain Loans and Advances, Trade Payables, Deposits, Advance given to a supplier and Loans received.

c) Note No 48 of Notes to Financial Statements regarding inter adjustments of trade receivables and Trade payables with a fellow subsidiary.

d) Note No 49 of Notes to Financial Statements regarding VAT payment of Rs.7 70 00 000/- paid to West Bengal VAT Authorities

e) Note No 50 of Notes to Financial Statements regarding adjustment of Input Credit - Excise duty.

f) Note No 51 of Notes to Financial Statements regarding non movement in trade receivables accounts.

g) Note No 52 of Notes to Financial Statements regarding non movement in certain loans & advances accounts.

h) Note No 53 of Notes to Financial Statements regarding non-provision of impairment on CWIP.

Our opinion is not qualified in respect of matters mentioned above.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2017 ("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 the paragraph 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. The Going concern matter described in sub -paragraph (a) 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 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 of the Companies Act, 2013.

g. With respect to the adequacy of the internal financial controls over the financial reporting of the Company and the operating effectiveness of such controls, we refer to our separate report Annexure B.

h. 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 has disclosed the impact of pending litigations on its financial position in its financial statements (Refer Note 8, Note 33 and Note 55 to the Notes to financial statements);

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts

iii. The Company is not required to transfer any amount to the Investor Education and Protection Fund.

iv. The company had provided requisite disclosures in its financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November, 2016 to 30th December, 2016 and these are in accordance with the books of accounts maintained by the company.

Place: Chennai	For K Rajagopal and Associates
Date: 22.05.2017	Chartered Accountant
	Firm Regn No: 016198S
	K. Rajagopal
	M.No: 023716

ANNEXURE TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF ENNORE COKE LIMITED, ON THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31,2017

Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial statements of the Company and taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit, we report that:

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

(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification.

(c) The title deed of the leasehold land of Rs.2 46 37 289/ situated at Haldia, West Bengal is registered in the name of the erstwhile amalgamated Company Ennore Power and Coke Private Limited (EPCPL) and has not yet been transferred in the Companys name.

(ii) The verification of inventory and consumable stores has been conducted at reasonable intervals by the management. No material discrepancies were noticed on such physical verification.

(iii) The Company has granted unsecured loans amounting to Rs.108 54 20 544/- to three parties covered in the register maintained under Section 189 of the Companies Act, 2013 ("the Act"). There are no terms and conditions stipulated for the unsecured loans granted including the repayment of principal and interest and hence we are unable to comment:

(a) Whether the terms and conditions stipulated are prejudicial to the interest of the company except that the non-charging of interest on these loans is prejudicial to the interest of the Company.

(b) Whether the repayment is regular or not.

(c) Whether the loans are overdue for more than 90 days as well as to the reasonable steps taken by the company for recovery of the principal and interest.

(iv) In respect of the loans, guarantees and security provided, the provisions of Section 185 and Section 186 have been complied with by the company.

(v) According to the information and explanations given to us, the Company has not accepted any deposits within the meaning of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder. Accordingly, reporting under clause 3(v) of the Order does not arise.

(vi) The Central Government has prescribed maintenance of cost records under sub-section (1) of Section 148 of the Companies Act, in respect of Companys products effective June 2014. However the Company has not maintained the cost records prescribed.

(vii)

(a) Undisputed statutory dues towards Income tax, Sales Tax (VAT), Service Tax, Customs Duty, Excise Duty, Cess and other material statutory dues have been regularly deposited with the appropriate authorities and there have been delays in remittance in few cases.

Undisputed amounts payable in respect thereof, which were outstanding, at the year- end for a period of more than six months from the date they became payable are as follows:

Name of the Statute	Nature of dues	Amount in Rs.	Period to which it relates	Due date	Date of payment
Odisha VAT	CST	73 25 069	Up to June, 2013	Various	-
Act	VAT	112 88 214	Up to June 2016	Various	-
West Bengal VAT Act	CST	18 105	Up to May 2016	Various
Service Tax Act	ST	39 51 055	Up to August 2016	Various	-
Income Tax Act	TDS	6 83 816	Up to August 2016	Various	-
Income Tax Act	Income tax	377 76 880	AY 2011-12	04.10.2015	-

(b) There are dues in respect of income tax, entry tax, CST, VAT and service tax, that have not been deposited with the appropriate authorities on account of dispute as mentioned below:-

Name of the Statute	Nature of dues	Amount (Rs)	Period to which it relates	Forum where dispute is pending
Income Tax Act	Income tax	4 27 78 240	AY 2012-13	err (A)
Service Tax Act	Service Tax	1 04 01 269	AY 2009-10 To AY 2012-13	CESTAT
Gujarat VAT Act	VAT	52 14 41 420	FY 2010-11	Commissioner of Commercial Taxes
Gujarat CST Act	CST	29 985	FY 2010-11	Commissioner of Commercial Taxes
Odisha Entry Tax Act	Entry Tax	5 24 62 651	FY 2008-11	Commissioner of Commercial Taxes
		4 49 83 966	FY 2011-13
Odisha VAT Act	VAT	47 88 90 112	FY 2008-14	Commissioner of Commercial Taxes
Odisha CST Act	CST	8 44 36 556	FY 2008-15	Commissioner of Commercial Taxes
West Bengal VAT Act	VAT	44 40 62 285	FY 2008-09 To FY 2012-13	West Bengal Commercial Tax Appellate & Revisional Board
West Bengal CST Act	CST	28 99 874	FY 2009-10 To FY 2012-13	West Bengal Commercial Tax Appellate & Revisional Board

(viii) In our opinion and according to the information and explanations given to us, in the following instances, the Company has continued to default in repayment of dues to banks during the year.

Name of the Bank	Due on	Amount due	Paid on	Amount	Delay in days
Union Bank of India	31.03.2017	29 09 64 667	—	—	More than 365 days
State Bank of Hyderabad	31.03.2017	813 06 898	—	—	More than 365 days
Indian Overseas Bank	31.03.2017	17 06 64 143	—	—	More than 365 days
State Bank of India	31.03.2017	6025 55 237	—	—	More than 365 days

The above dues include principal and, interest due from 30-09-2015 as no amount has been paid to them after this date. It also includes interest due and not provided for the year ended 31^st March 2017.

Further the company does not have any dues to financial institution or debenture holders during the year.

(ix) According to the information and explanations given to us, the Company has not raised money by way of initial public offer or further public offer and has not availed new term loans during the year. Accordingly the provisions of clause 3(ix) of the Order are not applicable.

(x) According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported by its officers or employees during the course of our audit.

(xi) According to the information and explanations given to us, no managerial remuneration has been paid or provided during the year. Accordingly the provisions of clause 3(xi) of the Order are not applicable.

(xii) The company is not a Nidhi Company. Accordingly the provisions of clause 3(xii) of the Order are not applicable.

(xiii) In our opinion and according to the information and explanations given to us, all the transactions are in compliance with sections 177 and 188 of the Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review.

(xv) According to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with the directors during the year. Accordingly, reporting under clause 3 (xv) of the Order does not arise.

(xvi) According to the information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, reporting under clause 3 (xvi) of the Order does not arise.

	For K Rajagopal and Associates
	Chartered Accountant
	Firm Regn No: 016198S
Place: Chennai	K. Rajagopal
Date: 22.05.2017	M.No: 023716