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Rose Zinc Ltd.

BSE: 530631 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE018F01013
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Rose Zinc Ltd. (ROSEZINC) - Auditors Report

Company auditors report

INDEPENDENT AUDITOR

To

The Members of ROSE ZINC LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of ROSE ZINC LIMITED (TheCompany")which comprise the Balance Sheet as at 31 st March 2014 the Statement ofProfit and Loss for the year then ended and a summary of the significant accountingpolicies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Management is responsible for the preparation of these financialstatements that give a true and fair view of the financial position financial performanceand cash flows of the Company in accordance with the Accounting Standards referred to insub-section (3C) of section 211 of the Companies Act 1956 ("the Act"). Thisresponsibility includes the design implementation and maintenance of internal controlrelevantto the preparation and presentation of the financial statements that give a trueand 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 ouraudit. We conducted our audit in accordance with the Standards on Auditing issued by theInstitute of Chartered Accountants of India. Those Standards require that we comply withthe ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers the internal control relevant to the Company's preparation and fairpresentation of the financial statements in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of the accounting estimates made by theManagement as well as evaluating the overall presentation of the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the financial statements give the information required by the Act in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

(a) in the case of the Balance Sheet of the state of affairs of the Company as at 31stMarch 2014;

(b) in the case of the Statement of Profit and Loss of the Loss of the Company for theyear ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2003('the Order") issuedby the Central Government of India in terms of sub-section (4A) of section 227 of the Actwe give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of theorder.

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 ourknowledge 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 theCompany so far as it appears from our examination of those books.

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

(d) In our opinion the Balance Sheet and Statement of Profit and Loss comply with theAccounting Standards referred to in sub-section (3C) of section 211 of the Act.

(e) On the basis of the written representations received from the directors as on 31 stMarch 2014 taken on record by the Board of Directors none of the directors isdisqualified as on 31 st March 2014 from being appointed as a director in term s ofclause (g) of sub-section (1) of section 274 of the Act.

For DHAKAR & ASSOCIATES
Chartered Accountants
NIRMAL DHAKAR
PROPRIETOR
Place: UDAIPUR M.No.-072847
Dated: 05h SEP 2014 Firm Reg. No- 007286C

ANNEXURE

REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF ROSE ZINCLIMITED ON FINANCIAL STATEMENTS FOR THE YEAR ENDED ON 31st MARCH 2014

(i) (a) The company has maintained proper records

Showing full particulars including quantitative details and situation of fixed assets.

(b) All the assets have not been physically verified by the management during the yeardue to labour unrest.

(c) During the previous years the company has disposed off substantial part of itsfixed assets. However as per information and explanations given to us the company hasdeclared closure of unit U/S 25FFA of the Industrial Dispute Act from 07.01.2010. Thesefactors alongwith other matters as set-forth in Note No. 1-ll-K raise substantial doubtabout the company's ability to continue as a going concern in the foreseeable future.

(ii) (a) The inventory has been physically verified by the management during the year.In our opinion the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the managementare reasonable and adequate in relation to the size of the company and the nature of itsbusiness.

(c) On the basis of our examination of the inventory records and as per informationand explanation given to us we are of the opinion that company is maintaining properrecords of inventory. The discrepancies noticed on physical verification of inventories ascompared to book records were not material.

(iii) (a) The company has not granted any loans secured or unsecured.

(b) Unsecured loans of Rs.95.75 lacs (Previous year Rs.126.24 lacs)as on 31.03.2014taken from one party covered in the register maintained u/s 301 of the Companies Act1956.

(c) According to the information and explanation given to us above loan taken isinterest bearing @3% p.a. terms and conditions on which loan have been taken are notprejudicial to the interests of the company or its members.

(d) According to the information and explanation given to us above loan taken arerepayable on demand hence question of overdue am ount does not arise.

(iv) In our opinion and according to the information and explanations given to usthere is an adequate internal control systems commensurate with the size of the companyand the nature of its business for the purchases of inventory fixed assets and sale ofgoods services and Fixed Assets. Further on the basis of our examination of the booksand records of the company and according to the information and explanations given to uswe have neither come across nor have been informed of any continuing failure to correctmajor weaknesses in the afore said internal control system.

(v) (a) In our opinion and according to information and explanations given to us theparticulars of contracts and arrangements referred to in section 301 of the Companies Act1956 have been entered in the register required to be maintained under that section.

(b) In our opinion and according to information and explanations given to us thetransactions made in pursuance of such contracts or arrangements and exceeding the valueof Rs. 5.00 Lacs in respect of any parties during the year have been made at prices whichare reasonable having regard to the prevailing market prices at the relevant time. Each ofthese transaction have been made at prices which are prima facie not prejudicial to theinterest of the company.

(vi) In our opinion and according to the information and explanations given to us thecompany has not accepted any deposits from the public within the meaning of Section 58 Aand 58AAof the Companies Act 1956 and Companies (Acceptance of Deposits) Rules 1975.

(vii) In our opinion the company has an internal audit system commensurate with thesize and nature of its business.

(viii) According to the information and explanations given to us since company is notin operation during the year books of accounts are not required to be maintained by thecompany pursuant to the Rules made by the Central Governmentfor the maintenance of CostAccounts under section 209(1 )(d) of the Companies Act 1956.

(ix) (a) Undisputed statutory dues including provident fund investor education &protection fund employee's state insurance income tax wealth tax customs duty exciseduty cess and other material statutory dues have been generally deposited with theappropriate authority.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of income tax wealth tax customs duty and excise duty were inarrears as at 31.03.2014 fora period of more than six months from the date they becamepayable except for Rs. 14.06 Lacs towards Entry Tax

(c) According to the information and explanations given to us following demand asdetailed hereunder have not been deposited on account of any dispute.

Name of statute Nature of the dues Amount Rs. Period to which the amount relates Forum where dispute is pending
Custom Act 196 2 Custom Duty 20340594* June 2002 Nov.2006 The Custom & Central Excise Settlement Commission Principal Bench New Delhi.
Custom Act 1962 Custom Duty 20212531* April 2002 Nov.2006 The Custom & Central Excise Settlement Commission Principal Bench New Delhi.
Custom Act 1962 Custom Duty 487848* Feb. 2002 Apr.2002 The Custom & Central Excise Settlement Commission Principal Bench New Delhi.
Rajasthan Entry Tax Act1999 Entry tax penalty and interest 376340 2004-05 The Dy. Commissioner (Appeals) Commercial Taxes Udaipur
46926 2005-06 The Assistant Commissioner Commercial Taxes Udaipur. Hon hie High court of Rajasthan Jodhpur has granted stay on the validity of Entry Tax in Rajasthan
703760 2006-07 The Assistant Commissioner Commercial Taxes Udaipur. Hon hie High court of Rajasthan Jodhpur has granted stay on the validity of Entry Tax in Rajasthan
1421600 2007-08 The Dy. Commissioner (Appeal) Commercial Taxes Udaipur. Hon hie High court of Rajasthan Jodhpur has granted stay on the validity of Entry Tax in Rajasthan
476890 2008-09 The Dy. Commissioner (Appeal) Commercial Taxes Udaipur. Hon hie High court of Rajasthan Jodhpur has granted stay on the validity of Entry Tax in Rajasthan

(x) In our opinion the accumulated losses of the company as on 31.03.2014 isRs.81889974/- (Previous year Rs.80934354) are more than fifty percent of its networth. The company has generate cash loss of Rs.909721/- during the year covered by ouraudit and in immediately preceding year there was cash profit of Rs.6176972/-.

(xi) In our opinion and according to the information and explanations given to us thecompany has repaid the entire loans taken from Banks during the year hence question ofdefault in respect of repayment of loans does not arises.

(xii) In our opinion the company has not granted loans and advances on the basis ofsecurity 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 benefitfund/society. Therefore the provisions of clause 4(xiii) of the Companies (Auditor'sReport) Order 2003 is not applicable to the company.

(xiv) In our opinion the company is not dealing in or trading in shares securitiesdebentures and other investments. Accordingly the provisions of clause 4(xiv) of theCompanies (Auditor's Report) Order 2003 are not applicable to the company.

(xv) In our opinion and according to the information and explanations given to us thecompany has not given any guarantees for loans taken by others from banks or financialinstitutions. Accordingly the provisions of clause 4(xv) of the Companies (Auditor'sReport) Order 2003 are not applicable to the company.

(xvi) According to the information and explanations given to us company has notobtained term loan from anyfinancial institution or banks during the year.

(xvii) On the basis of an overall examination of the balance sheet of the company inour opinion and according to the information and explanations given to us there are nofunds raised on a shortterm basis which have been used for long term investment.

(xviii) According to the information and explanations given to us the company has notmade preferential allotment of shares to parties and companies during the year covered inthe register maintained under section 301 of the Act.

(xix) According to the information and explanations given to us the company has notissued any secured debentures during the period covered by the report. Accordingly theprovisions of Clause 4 (xix) of the companies (Auditor's Report) Order 2003 is notapplicable to the company.

(xx) During the period covered by our audit report the company has not raised anymoney by public issue accordingly the provisions of Clause 4 (xx) of the companies(Auditor's Report) Order 2003 are not applicable to the company.

(xxi) According to the information and explanations given to us no fraud on or by thecompany has been noticed or reported during the course of our audit.

For: Dhakar & Associates
Chartered Accountants
Nirmal Dhakar
Proprietor
Place : Udaipur Membership No. 72847
Dated : 5th Sept. 2014 Firm Regn. No.07268C