Travancore Rubbers Ltd Auditors Report.

Independent Auditors Report

To the Members of The Travancore Rubbers Limited

Report on the Financial Statements

We have audited the accompanying financial statements of The Travancore Rubbers Limited ("the Company") which comprise the balance sheet as at 31st March 2014, the statement of profit and loss and the cash flow statement for the year then ended and a summary of the significant accounting policies and other explanatory information.

Managements Responsibility for the Financial Statements

The Companys Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position and the financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956. (The Act) (which continue to be applicable in respect of Section 133 of the Companies Act 2013 in terms of General Circular 15/2013 dated 13th September 2013 of the Ministry of Company Affairs) and in accordance with accounting principles generally accepted in India. 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.

Auditors Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have 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 auditors judgement, 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 controls 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 an opinion on the effectiveness of the Companys 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 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 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 (Auditors 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, Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards reffered to in subsection (3C) of section 211 of the Companies Act, 1956; (which continue to be applicable in respect of Section 133 of the Companies Act 2013 in terms of General Circular 15/2013 dated 13th September 2013 of the Ministry of Company Affairs) and

e. on the basis of written representations received from the directors as on 31st March 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

For CHERIYAN & CHERIYAN
Chartered Accountants
Sd/-
C.A. IYPE JOHN, FCA, DISA (ICAI)
Kottayam M.No.201430 (Partner)
18.08.2014 FRN000624S

Annexure to the Auditors Report

The Annexure referred to in our report to the members of The Travancore Rubbers Limited for the Year ended 31st March 2014

We report that:

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

b. The fixed assets have been physically verified by the management during the year. We are informed that no material discrepancies were noticed by the management on such verification.

c. The company has not disposed off a substantial part of the fixed assets during the year.

2. a. As explained to us, the inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

b. In our opinion and according to the information and explanations given to us, 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. In our opinion and according to the information and explanations given to us and on the basis of our examination of the records of inventory, the Companys maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material and have been properly dealt with in the books of account.

3. The company has not taken or granted any loans from parties listed in the registers maintained under section 301 of the Companies Act 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and nature of its business with regard to the purchase of inventory and fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. a. In our opinion and according to the information and explanations given to us, transactions that need to be entered in to a Register in pursuance of section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion and according to the information and explanations given to us, the transaction made in pursuance of contracts or arrangements entered in the Register maintained under Section 301 of the Companies Act, 1956 has not exceeded Rupees Five Lakhs in respect of any party during the year.

6. In our opinion and according to the information and explanations given to us, the company has not accepted deposits from the public within the meaning of Section 58Aand 58AA of the Companies Act, 1956 and the Rules framed there under.

7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

8. The company has maintained cost records pursuant to the Companies (Cost and Accounting Records Rule) 2011 as prescribed by the Central Government under section 209 (1 )(d) of the Companies Act, 1956.

9. a. According to the records of the Company and the information and explanations given to us, the Company is regular in depositing with appropriate authorities undisputed statutory dues including Investor Education Protection Fund, Provident Fund and Employees State Insurance dues.

b. There are no undisputed amounts payable in respect of Sales tax, Income tax, Wealth Tax, Customs Duty, Excise Duty, outstanding as at the last date of the financial year for a period of more than 6 months from the date they become payable.

c. According to the information and explanation given to us, there are no disputed statutory liabilities not deposited.

10. This clause is not applicable.

11. In our opinion and according to the explanations given to us the Company has not taken any loans from banks and therefore the clause is not applicable.

12. The company has not granted any 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 or a NAM 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 and according to the information and explanations given to us, the Company is not dealing in or trading in shares, securities, debentures or other investments. Accordingly the provisions of clause 4(xiv) of the Companies (Auditors Report) order 2003 are not applicable to the Company.

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

16. To the best of our knowledge and belief and according to the information and explanations given to us, the company has not availed any term loans during the year and as such the said clause is not applicable.

17. According to the information and explanations given to us, no funds raised on short term basis have been used for long term investment and vice- versa.

18. 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 period covered by our report.

20. During the period covered by our audit the Company has not raised money by public issues.

21. According to the information given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For CHERIYAN & CHERIYAN
- Chartered Accountants
Sd/-
C.A. IYPE JOHN, FCA, DISA (ICAI)
Kottayam M.No.201430 (Partner)
18.08.2014 FRN000624S