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    of 27
    8, Camac Sireet, Shantiniketan Bui ‘ath Floor, Unit, 403, Kolkata -700 017 ‘+91 39 40404743, 40404744 info@garvea.com GARV & Associates Chartered Accountants CRESCENT FOUNDRY COMPANY PRIVATE LIMITED 7/1, Lords, Suite No.406, Lords Lord Sinha Road Kalkata-700071 VALUATION OF EQUITY SHARES AS.ON 308 September 2020 BY GARV & Associates Chartered Accountants Eastern Building, 1* Floor 19, R, N. Mukherjee Road Kolkata~ 700001 Ph: 2248-6823 /2248-0856 ‘Email: info@garvea.com Branch Office: 8, Camac Street Shantiniketan Building Unit 403, Kolkata-700 017 Phone: - 4090473, 40404744 Network: GAR V & Affiliates ‘Wabsite : www.garvea.com 1.0. 19, R. N. Mukherjee Road Eastem Building, 1st Floor, Kolkata - 700 004 INTRODUCTION We, GARY & Associates, Chartered Accountants have been appointed by M/s. CRESCENT FOUNDRY COMPANY PRIVATE LIMITED, (Hereinafter referred to as CRESCENT) for the pucpose of determining the value of equity share as perrule 1TUA of Income tax Act, 1961 of the Crescent Foundry Company Private Limited. The Company CRESCENT FOUNDRY COMPANY PRIVATE LIMITED, having its registered office at “7/1, Lords, Suite No.4(l6, Lords, Lard Sinha Road, Kalkata-700071 was incomporated on | 1-1-1982 with the Registrar of Companies, West Bengal at Kolkata, ‘hs the shares of CRESCENT FOUNDRY COMPANY PRIVATE LIMITED are not listed on ny recainized stock exchange in India, being an unlisted limited company, the fair valuation Of shares is done on the basis of Fair Market Valuc as per Rule 11UA of the Income-tax Act, 1961 as modified by CBDT Notiffcation No. 61/2014 dated 12th July 2017. PURPOSE OF VALUATION The valuation exercise is being carried out on the special expression of management of Crescent. The information contained herein. and our report is absolutely confidential. 1 is intended for the sole purpose of determination of valuation for the buyback of shares. SOURCES OF IN TION Forthe purpose of this report, the following documents have been perused and relied upon by tus through broad-enquiry which was provided to uss ‘a. Latest Unaudited Financial Statements for the period-ending 30* September, 2020 of Crescent Foundry Company Private Limited, . Stamp Duty Value of Immovable property obisined from Goverment website snd advocate valuation certificate, (As annexed herewith.) ¢, Information and documents as provided by the company for the purpase of this engagement, LUSIONS & LIMITATIONS ur seport is subject tothe seope limitations detailed hereinafler. As much the repo isto be fead in totality, and not in parts, in conjunction withthe relevent documents refered to therein, Our work does not constitute an audit or certification of the historical financial statements including the working results of the Company referred to in this report. Aceondingly, we are ‘unable to and do not express an opinion on the accuracy af any financial information referred to in this eeport. Valuation analysis and results are specific to the purpose of valuation and saluatioa date mentioned in the report is as agreed as per tenm of our engagement. It may not be valid if'done on behalf of any other entity. ‘The Management has indicated to us that it has understood that any omissions, inaccuracies or misstatements may materially affect our analy sistresults. We have no responsibility to update this report for events and circumstances oeeuring after the date of this report. Neither our employees nor the partners have any finaneia inferest in Cresoent. Th fee forthe report is mat contingent upon the results reported. ‘Our Valuation report should not be construed as investment advice: specifically. we do wt cenress any opinion on the suitability, legality or otherwise of entering into the proposed transaction Dring the course of cur work, we have relied wpoit assumptions aade by the management Crescent. These assumptions require the exercise of judgment and are subject 10 uncertainties. White we have reviewed the assumptions reasonableness and discussed these assumptions with management of Crescent, there can be no assurance that the assumptions are accurate. To The mitene that the assumed events dai not occur, the outcome may vary significantly from the assumed. The fact that we have considered the assumptions: in this exereise of valuation should at be construed of taken as our being associated with or a party to such assumptions. VALUATI We have boen appointed by Crescent Foundry Company Private Limited for the purpose of determining the equity share price ofthe company forthe purpose of buyback of shares as per ‘the prevailing laws of Income Tax Act, 1961, Valuation of Shares is nota science and hence determining the Fair Market Value (FMV) of sharos can be challenging particularly in ease of unquoted shares. Ta deal with this the Income tax Department has prescribed a particular formula based on Net Asset Value Approach under Rule IIUA of the Income Tax Rules 1962. However, the said formula took into aecount the hook value of the asset rather then market value of FMV. The Finance Act, 2017 inserted Section S6(2)(x) $0 as to Widen the scope of taxability of receipt of sum of money’ oF property swithout/inadequate consideration, ‘The CDT also brought about a change vide Notification No. 61/2017 in the method of valuation of unquoted equity shares by taking into aoount the FMV of jewellery artistic work, ‘hares & securitics, and stamp value in ease of immovable property and book value forthe rest of the assets. “The share valuation of Crescent Foundry Company Private Limited has been done taking into account the latest ameadments, The shares of M/s Crescent Foundry Company Private Limited ‘are unquoted shares. Rule ITUA of the Incomestax Rules, 1962 requires that “he value adopted om assessed or assessable by any authority ofthe Government for the purpose of payment of stamp duty in respect of the immovable property” (hereinafter referred to as “stamp daly valve”) be onsdered for the purpase of the determining the fair market valuation of eysity shares. The following immovable properties appear in the balance sheet of Crescent Foundry Company Private Limited as on 30" September 2020: ~ Land - Freehold = Office Buildings Factory Building Building Others - Residential Flats Factory Building und Building Others which is appear in the balanee sheet of the company fOr ‘which market value is not available. Hence, written down value is considered for the purpose of determination of valuation of shares. Based on the stamp duty laws applicable to the respective states in which these Tands and buildings are located, we have appropriately considered the stamp duty values of frechold property in determining the fair market valuc of the equity shares of Crescent Foundry Company Private Rule 11UA requires that the fair value of unquoted mutual funds be considered. For this purpose, the fair value of ungpoted mutual funds would reer to ‘price if would fete if sold in the open market on dhe valuation date”. Considering thatthe net asset value (NAY) of these ‘mutual finds holdings is available on the date af the valuation, we consider itto be a reasonable cstimate of the price these mutual fund units would fetch if sold in the open sarket om the valuation date, Hence, the NAV of the mutual fund units has been considered for the purpose cof the aforesaid valuation. Value of Share = (A+B+C+D-L) x (PW) / (PE) Where, ‘A~ Book Value of assets in the Balance Sheet less (Advance tax +TDS + TCS — Refund) less unamortized amount of deferred expenditure not representing the value of any asset; B="The price of the jewellery and artistic work as per the valuation repart =Total Fair Market Value of Shares/Securities. = Value of immovable property as assessed for the purpose of Stamp Duty Payment. And, L= Book Value of Liabilities shown, in Balance Sheet less «Paid up value of equity shares Declared dividend on prefereitoe and equity shares but not paid Reserves and surplus (even ifthe Figure is negative) other than the portion set apart for depreciation «Provision for taxation (other than Income Tax paid less refund claimed) ‘© Provisions for unascertained liabilities «Amount representing Contingent liabilities. PV= the paid up value of such equity shares PE = total amount of paid-up equity share capital ns shown in the Balance Sheet. L. Total Book Value of Assets adjusted (A) 197,46,19,164 2. Value of lewelleryé Anistie Work (B) 0.00 3. Fair Market Value of Sccurities (C) - 0.00 4, Total Value of Immovable Properties (Dy 102,36,$6,080 5. Total Adjusted Liabilities(L) = 31,53,23,582.96 6. Net Worth ((AtB+CHD)-L] = 268,39,51,661 7. Paid Up Value of Shares (PY) x 10 8, No. of Shares (PE) = 718483. Nos. 9, Value ofeach share (6! 8} = 3448 ‘In view of the aforementioned clculation, the fair value af shares is Rs. 3448! per share (approx). ‘The figures have been derived from the unaudited Financial Accounts af the Company as of 30" September 2020. This Certificate has been issued at the express request of the management of the Company. For G ARV & Associates Chartered Accountants Firm Registration No. 301094E ga Rustags (Ashish Rustagi) Partner Membership. No. 062982 UDIN: Place: Kolkata Date: 22 December, 2020 20062582 AAAREABTIS wesctset ses'sc'es'eo'e we9se ae corer ae swecte'a't | ZEEE srisres eereresz vevurerer Sever oT oat coo a's oar oe 00 onvoo'oa'e aC'sa'66't ost ~_ erver't ecverer'e ey esert war ove'ssict {wpeog wow sow) Sassy ARAL sores Cayspoog ] sey agave avwurst “ROSEN sewesoe's9 (pon xp saio J nase aeueL cereos (Buppeg sougo } assy oul, ares (1g uEpeI )esy oa racsr'ene (purr J niesy aioe A366 ODE ‘s1assv ANDO NON, ‘sinnowy om ANnoWy 1 iNnowY = LENIN MY ANON HANNIOWI ‘Sours sanowendy ‘seg sero Wo Sv Tes Ea ANWR Ws JOSMOUINATTIO (ey rao urecorm — TaTTisE SouLmigyn Anew 10 190608 suiavava ova. were’ ‘

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