Atul Ltd 2011-12

49 To the Members of Atul Ltd We have examined the compliance of conditions of Corporate Governance by Atul Ltd, for the year ended March 31, 2012, as stipulated in Clause 49 of the Listing Agreements of the said Company with Stock Exchanges in India. The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was carried out in accordance with the Guidance Note on Certification of Corporate Governance (as stipulated in Clause 49 of the Listing Agreement), issued by the Institute of Chartered Accountants of India and was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company. In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company. For and on behalf of Dalal & Shah Firm Registration No. 102020W Chartered Accountants S. Venkatesh Mumbai Partner May 15, 2012 Membership No. F-037942 Auditors’Certificate regarding compliance of conditions of Corporate Governance