SOMESWARA CEMENTS AND CHEMICALS LIMITED ANNUAL REPORT 2006-2007 AUDITORS REPORT: To The Member of Someswara cement & Chemicals Limited We have audited the attached Balance Sheet of Someswara Cements & Chemicals Limited as 31st March 2007 and the Profit and loss Account for the year ended on that date annexed thereto and Cash Flow Statement for the year ended on that date. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. 1. We have conducted our audit in accordance with Auditing Standards generally accepted in India. Those Standards requires that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit includes examining, on test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 2. As required by the Company (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order. 3.Further to our comments in the Annexure referred to above, we repot that: i) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose our audit. ii) In our opinion, proper books of account as required by law have been dept by the Company so far as appears from our examination of those books. iii) The Balance sheet, Profit and loss Accountant and Cash flow Statement dealt with by this report are in agreement with the books of account. iv) In our opinion, the Balance Sheet, profit and Loss Account and Cash Flow Statement dealt with by this report comply, with the accounting Standards referred to in Sub-section (3c) of section 211 of the Companies Act 1956 . v) On the basis of written representations received from the Director as on 31st March 2007, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2007 from being appointed as a director in terms of clause (g) of section (1) of Section 274 of the Companies Act, 1956. vi) In our opinion and to best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act 1956, 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 affaires of the company as at 31st March 2007. b) In the case of the profit and loss account, of the profit 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 data. For Muraliraj Associates Chartered Accountant Hyderabad, Partner 25th August, 2007 Membership No.: 28294 ANNEXURE TO AUDITORS REPORT Referred to in Paragraph `2' of Our report of even date 1. In respect of its fixed assets: a. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information. b. As explained to us the management has physically verified most of the fixed assets of the company. The discrepancies noticed on comparison between Wok records and physical inventory were clot material and have been properly dealt with in the books of account. c. As per information and explanation given by management the company has not disposed of substantial part of fixed assets during the year to the extent that going concern status of the Company is not affected. 2. In respect of its inventories: a. The management at regular intervals, during the year, has physically verified the inventories. b. In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. c. On the basis of our examination of the records of inventories, we are of. the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material. 3. In respect of Loans, secured or unsecured, granted or taken by the Company to/form companies, firms or other parties, covered in the register maintained under Section 301 of the Companies Act. a) During the Year the company has given loan to: Name of the Relationship Opening Loan Balance party with the Balance Given As at Company during the 31.03.2007 Year Rs. b) During the year company has taken loans from: Name of the Relationship Opening Loans Balance As At party with the Balance taken Company during the 31.03.2007 year (Rs.) c) 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 the nature of its business for the purchase of inventories, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in the internal controls. d) In respect of transactions covered under Section 301 of the Companies Act, 1956. 1) In our opinion and according to the information and explanations given to us, there were no transactions made that needed to be entered in the register maintained under Section 301 of the Companies Act, 1956. 2) In our opinion and according to the information and explanations given to us, there were no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at Lie relevant time. The Company has not accepted any deposits from the public. In our opinion, the internal audit system of Company is commensurate with its size and nature of its business. The Central Government has prescribed maintenance of Cost Records under Section 209 (1) (d) of the reviewed the accounts and records of the Company in this connection and are of the opinion, that prima facie, the prescribed accounts and records have made and maintained. We leave not, however, made a detailed examination of the same. a. In respect of statutory dues: b. The Company is regular, in depositing with appropriate authorities undisputed statutory dues including provident fund, employee state insurance, in cone tax, wealth tax, VAT, service tax, customs duty excise duty, cess and other material statutory dues applicable to it. According to the information and explanations given to us, undisputed amounts payable in respect of income tax, wealth tax, sales tax, VAT, service tax, customs duty and cess were in arrears, as at 31.03.2007 for a period of more than six months from the date they became payable. According to the information and explanations given to us, there are no dues of sales tax, Vat, service tax, income tax customs duty, wealth tax, excise duty and cess which have not been deposited on account of any spute The Company has accumulated loses and has incurred cash losses during the financial year covered by our audit and the immediately preceding financial year. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the Company has no dues payable to the financial institutions and banks. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities. In our opinion, the Company is not a chit fund or a nidhi/ mutual benefit fund/ society. Therefore, clause 4 ()iii) of the Companies (Auditor's Report) Order 2003 is not applicable to the Company. The Company has maintained proper records of transactions and contracts in respect of trading in securities, debentures and other investments and timely entries have been made therein. All shares, debentures and other investments have been held by the Company in its own name. The Company has not given guarantees for loans taken by others from banks or financial institutions, According to the information and explanations given to us, we are of the opinion that the terms and conditions therefore of are not prima facie prejudicial to the interests of the Company. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the company, we report that no funds raised on short term basis have been used for long term investment. No long term funds have been used to finance short term assets except permanent working capital. During the year the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of Companies Act 1956. The Company has not raised any money by way of issue of debentures during the year. The Company has not raised any money by way of public issue during the year. According to the information and explanations given to us,no fraud on or the company has been noticed or reported during the course of our audit. For Muraliraj Associates Chartered Accountants P.B. Rajagopal Hyderabad, Partner 25th August, 2007. Membership No.: 28294