Swarnajyothi Agrotech & Power Ltd Auditor Reports

TO THE MEMBERS OF

SWARNAJYOTHI AGROTECH & POWER LIMITED

Report on the Financial Statements We have audited the accompanying financial statements of SWARNAJYOTHI AGROTECH & POWER LIMITED ("the company"),which comprise the Balance Sheet as at 31 March 2015,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.

Managements Responsibility for the Financial Statements

The Companys Board of Directors is responsible for the matters in section 134(5) of the Companies Act,2013 ("the Act") with respect to 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 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 the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 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 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 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 Companys preparation of the financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances.An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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 on the financial statements.

Basis for Qualified Opinion

With reference to the Note No.12 of the financial statements wherein the management of the company has considered Trade receivables amounting to Rs.9,54,85,831 as good and fully recoverable.In the absence of external confirmations from the customers from whom these amounts are due or other alternate audit evidence to corroborate managements assessment of recoverability of these balances and with regard to the age of these balances,we are unable to comment the extent to which these balances are recoverable.

Opinion

In our opinion and to the best of our information and according to the explanations given to us,except for the possible effect of the matters described in the basis for qualified opinion paragraph,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;

a) in the case of the Balance Sheet,of the state of affairs of the Company as at March 31,2015;

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 Cash Flow statement,of the cash flows for the year ended on that date.

Emphasis of Matter Paragraph

Note No.25 K to the Financial Statements,with regarding to transferring or settling dues of the Bank through ARC subsequent to the reporting period is undergoing.

However our opinion is not modified in respect of this matter.

Report on other Legal and Regulatory Requirements

As required by the Companies (Auditors 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 given in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the order,to the extent applicable.

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

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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,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 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 31 March,2015,taken on record by the Board of Directors,none of the directors is disqualified as on 31 March,2015,from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the other matters included in the Auditors Report and to our best of our information and according to the explanations given to us:

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

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

iii. There has been no delay in transferring amounts,required to be transferred,to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS REPORT

(This is the Annexure referred to in our Report of even date)

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 during the year,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.

ii.a. The Management has conducted physical verification of inventory at reasonable intervals during the year.

b. The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

iii. a.The Company has not granted any loans,secured or unsecured to companies,firms or other parties covered in the register maintained under section 189 of the Companies Act,2013.

iv. In our opinion,there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services.During the course of our audit no major weaknesses have been noticed in internal controls in these areas.

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

vi. In our opinion,and according to the information and explanations given to us,the company is not required to maintain cost records and accounts as provided under sub section (1) of section 148 of the Companies Act,2013.

vii. a. According to the records provided to us,the Company is regular except for certain cases in depositing undisputed statutory dues including Income Tax,Sales Tax,Wealth Tax,Service Tax,Custom Duty,Excise Duty,Cess and any other statutory dues applicable to it with appropriate authorities and according to the information and explanations given to us,except for below mentioned,no undisputed amounts payable inrespect of Income- tax,Sales-tax,Wealth-tax,Service Tax,Customs Duty,Excise Duty and Cess were in arrears as at 31st March,2015 for a period of more than six months from the date they became payable.

Particulars	Rs.in Lakhs
Tax Deducted at Source	12.43
Providend Fund	3.55
Income Tax (A.Y.2014-15)	9.20

b. According to the records of the Company and on the basis of the information and explanations given to us,there are no dues in respect of VAT,Service Tax,Duty of Excise,Income Tax,customs duty,wealth tax that have not been deposited with the appropriate authorities on account of any dispute.However following dues are not deposited on account of dispute by the company;

Particulars	Period to which the amount relates	Forum Where the dispute is pending	Amount (Rs in Lakhs)
Income Tax	F.Y.2005-06	Mumbai Tribunal	26.00
Income Tax	F.Y.2007-08	Mumbai Tribunal	9.11
Income Tax	F.Y.2011-12	CIT (Appeals)	36.14

c. The Company is not required to transfer any amount to investor education and protection fund during the year in accordance with the relevant provisions of the Companies Act,1956 (1 of 1956) and rules made there under.

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

ix. Based on our audit procedures and on the information and explanation given by the management,the company has defaulted in repayment of dues to the following financial institutions,banks as at the end of the balance sheet date.Further as stated in Note no.25 K of the financial statements,the matter in this respect is pending before the Corporate Debt Restructuring cell.The company has not issued any debentures during the year and not having any outstanding dues to debenture holders,hence clause shall not applicable to the company in this respect.

The details of the defaults of repayment are as follows;

	Rupees in Lakhs
Particulars	(Principle + Interest)
1 State Bank of India	1468.40
2 IDBI	375.70

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

xi. In our opinion,Term Loans were applied for the purpose for which the said loans were obtained.

xii. As per the checks carried out by us,no fraud on or by the company has been noticed or reported during the year under report.

For RRK & Associates

Chartered Accountants

R.Radha Krishna

Partner

M.No.210777

FRN.09785S

Date: 02.12.2015

Place: Hyderabad