1. a) The Company had preferred and appeal before the Appellate
 Authority against the impugned order dated 31st December, 1996 passed
 by the BIFR recommending the winding up of the Company.  The Appellate
 Authority vide its order dated 15th January, 1998 has dismissed the
 said appeal.  The workers' Union has filed a petition with the Bombay
 High Court against the order of AAIFR.  The matter is pending for
 decision of the High Court, Bombay.
 
 b) SBI/IDBI have filed the civil suit against the Company in
 satisfaction of their claims.  Inview of court's order dated 16th
 November, 1998, High Court of Bombay directed that Court Receiver has
 been appointed to take the physical possession of the suit properties.
 The matter is still pending with Court Receiver.  High Court, Bombay
 
 2. Contingent Liabilities
 
                                       1998-99      1998-99      1997-98
                                   Rs. in Lacs  Rs. in Lacs  Rs. in Lacs
 
 (a) In respect of Counter-Guarantees
 given to the bank                                     0.00         0.00
 
 (b) In respect of arrears of
 Dividends for the financial
 years 1980 to 1998-99
 
 On 5.1/4% First Cumulative
 Preference Shares @ Rs.
 250/- each                              16.19                     15.35
 
 On 7% Second Cumulative
 Preference Shares @ Rs.
 500/- each                              21.14                     20.05
 
                                                      37.33        35.40
 
 (c) In respect of claims not
 acknowledged as debts                               111.00       111.00
 
 3. The Company has not determined the liability for gratuity payable to
 its employees on acturial basis as on 31-03-99.  However, the accrued
 liability as on 31-03-95 determined on acturial basis amounting to Rs.
 324.45 lacs has not been provided for as the Company accounts for
 gratuity as and when due.  Interest on gratuity payable amounting to
 Rs. 132.04 lacs has also not been provided.
 
 4. Depreciation in respect of multiple shift allowances amounting to
 Rs. 255.32 lacs for the years 1983 to 1987 has not been provided since
 the Company has been advised by an eminent Counsel that in respect of
 Plant & Machinery it need not take into consideration extra and
 multiple shift working for calculating depreciation charges as the
 Company did not intend to claim the said allowances for the purpose of
 computing taxable income under the Income Tax Act, 1961 in respect of
 the said years.  The Company was also advised by Counsel that
 depreciation so provided by the Company was in accordance with the
 provisions of Section 205 of the Companies Act, 1956.
 
 Depreciation in respect of single shift allowance amounting to Rs.
 70.85 lacs for the years 1997-98 and 1998-99 has not been provided.
 
 5. Unsecured loans include intercorporate deposit of Rs. 200/- lacs
 received on several dates during Oct/Nov. 94 for which the Company has
 not entered into any formal agreement regarding the terms of repayment
 and interest payable.  Accordingly no provision for interest has been
 made in the accounts.
 
 Provision has not been made for interest on loan from Financial
 Institutions and Banks amounting to Rs. 220.54 lacs and Rs. 1664.76
 lacs respectively for the years 1997-98 and 1998-99.
 
 6. The Company has sold land together with some of the industrial Units
 situated at Haines Road, Mumbai in 1986 for a sale price of Rs. 25.96
 lacs on deferred receivable basis.  Out of the above sale price, a sum
 of Rs. 1.42 lacs is outstanding as on 31st March, 1999.
 
 7. The Bank of Maharashtra has given a guarantee of Rs. 75 lacs to
 State Bank of India against security by way of hypothecation of book
 debts as collateral security for outstanding in the cash credit account
 in excess of the drawing power available from time to time.
 
 8. (a) The Company's writ petition in High Court of Delhi against levy
 of excise duty on yarn used for captive consumption has been decided
 against the Mill Company, on 10-03-1993.  The Company did not receive
 any demand notice from the Excise authorities for payment of these
 amounts in the past when the Stay order was in force or thereafter.
 The total liability as on 31st March, 1999 since the date of stay order
 amounts to Rs.962.27 lacs.  Out of the said amount, no provision has
 been made in the accounts for the principal amount of Rs. 402.68 lacs.
 The Company has not able to ascertain interest, if any due on amounts
 outstanding.
 
 (b) A sum of Rs. 211.22 lacs collected from dealers has not been paid
 to the Excise authorities pending receipt of expert opinion on the
 point of limitation for raising a demand by the Excise authorities.
 
 9. The Company has received exemption for the vacant land in the
 Industrial Zone upto 3rd June, 1983.  After considering this exemption,
 the Competent Authority under the Urban Land Ceiling Act for Solapur
 Urban Agglomeration declared 3,78,385.52 sq.mtrs. land from various
 mill properties in Solapur as surplus.  The surplus land continues to
 be in Company's possession.  The Company requested Maharashtra
 Government to exempt all the vacant lands of the Company from the
 provisions of the Urban Land (Ceiling & Regulation) Act, 1956 and allow
 the Company to sell these lands for utilising the sale proceeds for
 implementation of the Rehabilitation package to be sanctioned by
 B.I.F.R.  The Maharashtra Government exempted 2,94,430.37 sq. mtrs of
 vacant lands and permitted the Company to sell the same.  Company's
 request for exempting further 83,928.15 sq. mtrs of land from the
 remaining properties and for permission to sell the same has been
 rejected by the authorities.
 
 10. No provision has been made In respect of doubtful book debts of
 amounting to Rs. 94.59 lacs and doubtful advances amounting to Rs. 4.04
 lacs.
 
 11. No provision has been made for interest on statutory liabilities
 (EPF, ESI, FP, EDLI, Prof. Tax, MST/CST) approximately amounting to Rs.
 174.00 lacs for the years 1997-98 and 1998-99.
 
 12. The Company has not redeemed Preference Shares as per Section 80A
 of the Companies Act, 1956.
 
 13. We are unable to express an opinion as to whether stock of stores
 and spare parts valued at Rs. 28.80 lacs is relisable in view of the
 fact that the company's operations have come to a standstill since
 June, 1995.
 
 14. Due to closure of the Mills we were unable to physically verity
 inventory as on 31-03-99, and have therefore relied On quantitative
 details as par book records.  Discrepancies if any between physical
 stock and book records have not been dealt with in the accounts.
 
 15. Provision for Salaries have been made only in respect of staff at
 the Mill as the management contends that salary/ wages are not payable
 thereafter in view of the Mills closure due to non availability of
 Working Capital Finance.
 
 16. The Company has acquired Plant and Machinery on lease basis on the
 following terms and conditions :
 
                            Lease Rent
                  Cost     outstanding                 Lease period
 
           Rs. in Lacs     Rs. in Lacs
 
 1998-99         20.59            3.18   8 years from August, 1986.
 
 1997-98         20.59            3.18   8 years from August, 1986.
 
 17. The Minimum remuneration paid to whole-time Director (Nominee)
 approved by the Central Government under Section 198 of the Companies
 Act, 1956 is as under :
 
                                                   1998-99       1997-98
 
                                               Rs. in Lacs   Rs. in Lacs
 
 Salaries (Minimum)                                   0.00          3.75
 
 Contribution to Provident & Superannuation Funds     0.00          0.00
 
 It has not been considered necessary to furnish the computation of net
 profits under Section 198 of the Companies Act, 1956 as no commission
 is payable to the Whole-time Director in view of the absence of profits
 for the year.
 
 18. The Financial Institution have a right to convert at its option a
 part of the loans not exceeding Rs. 134 lacs in to 13.40 lacs fully
 paid up Equity Shares of Rs. 10/- each at par.
 
 19. The Company has not sent request for confirmation of balances to
 debtors, creditors and advances/deposits given by the Company.