Auditor Report of Ajcon Global Services Ltd.

Mar 31, 2015

We have audited the accompanying standalone financial statements of Ajcon Global Services Limited ("the Company"), which comprise the Balance Sheet as at 31st March, 2015 and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility

Management is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting principles generally accepted in India, Including The Accounting Standard specified under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

We have taken into account the provisions of the act, the accounting and auditing standard and matters which are required to be included in the audit report under the provisions of the act and the rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements.

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of Sub-section (11) of Section 143 of the Companies Act, 2013, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143 (3) of the Act, we report that:

i. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

ii. In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

iii. The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

iv. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with standard specified under section 133 of the Act, read with the Rule 7 of the Companies (Accounts) Rules, 2014.

v. On the basis of written representations received from the Directors as on 31st March, 2015 and taken on record by the Board of Directors, none of the Directors is disqualified as on 31st March, 2015 from being appointed as a Director in terms of Section 164(2) of the Act.

vi. With respect to the other matters to be included in the Auditor's Report in accordance with the Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanation given to us:

a) The Company does not have any litigation which would impact its financial position.

b) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

c) There has been no delay in transferring amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

ANNEXURE TO AUDITORS' REPORT

The Annexure referred to in paragraph 1 under the 'Report on Other Legal and Regulatory Requirements' our report to the members of Ajcon Global Services Limited ("the Company") for the year ended 31st March, 2015.

We report that:

i. In respect of its fixed assets,

a) The Company has been maintaining proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2015 was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

ii. In respect of inventories,

a) The inventories have been physically verified by the management. In our opinion, the frequency of the verification of inventories is reasonable.

b) The Company's inventory comprises of only shares and securities. The Management during the year has physically verified those stocks which were not in dematerialized form and the rest were verified through Demat statements of depositaries. In our opinion, the procedure of such verification was reasonable and adequate, considering the size and nature of its business.

c) c) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book records.

iii. In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013;

a) The Company has granted loan to subsidiary companies. The principal amounts are repayable on demand at the discretion of the Company and no repayment schedule is stipulated.

b) In respect of the said loans and interest thereon, there are no overdue amounts.

iv. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business, with regard to purchases of equipment and other assets and with regards to the sale of services. During the course of our audit, we have not observed any major weakness in such internal control system.

v. In our opinion and according to the information and explanation given to us, the Company has not accepted

deposits from the public to which provisions of Sections 73 to Section 76 or any other relevant provisions of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 as applicable. No order has been passed by the Company Law Board / National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

vi. In our opinion and according to the information and explanation given to us maintenance of cost records under sub-section (1) of the Sectionl48 of the Companies Act, 2013 has not been prescribed by the government for any of the services rendered by the Company.

vii. In respect of statutory dues:

a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues have generally been deposited with the concerned authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at March 31, 2015 for a period of more than six months from the date of becoming payable.

b) According to the records of the Company and information and explanations given to us, no dues of income tax, sales tax, wealth tax, service tax, duty of customs, duty of excise value added tax or cess that have not been deposited on account of any disputes.

c) According to the records of the Company and information and explanations given to us, the company was required to transfer the sum of Rs. 135.33 thousand to Investor Education and Protection Fund and the same has been transferred to said Fund within stipulated time in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder.

viii. The Company does not have any accumulated losses. The company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

ix. Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and banks.

x. The Company has not given any guarantee for loans taken by others from Bank or financial institution and accordingly requirement of Paragraph 3(x) of the aforesaid Order are not applicable to the Company.

xi. The Company has not raised term loans during the year.

xii. Based upon the audit procedures performed and information and explanations given to us by the management, no fraud on or by the Company has been noticed or reported during the year.

For BHATTER & Co

Chartered Accountants Firm Reg. NO.131092W D. H. Bhatter Place: Mumbai Proprietor

Date : 30.05.2015 Mem. No. 016937

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Mar 31, 2014

We have audited the accompanying financial statements of Ajcon Global Services Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred section 211(3C) of the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 dated 13.09.2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act 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 affairs of the Company as at March 31, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

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 our knowledge and belief were necessary for the purpose of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

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

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to section 211(3C) of the Companies Act, 1956 and the General Circular 15/2013 dated 13.09.2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

(e) On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of Clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

ANNEXURE TO AUDITORS'' REPORT

The Annexure referred to in our report to the members of Ajcon Global Services Limited for the year ended 31st March, 2014.

We report that: i. In respect of its fixed assets,

a) The Company has been maintaining proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2014 was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

c) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off a substantial part of its fixed assets which could affect the going concern status of the Company.

ii. In respect of inventories,

a) The inventories have been physically verified by the management. In our opinion, the frequency of the verification of inventories is reasonable.

b) Company''s inventory comprises of only shares and securities. The Management during the year has physically verified those stocks which were not in dematerialized form and the rest were verified through Demat statements of depositaries. In our opinion, the procedure of such verification was reasonable and adequate, considering the size and nature of its business.

c) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book record.

iii. In respect of loans, secured or unsecured, granted or taken by the Company to and from companies, firms or other parties covered in the Register maintained under Section 301 of the companies Act, 1956;

a) The Company has given interest free unsecured advance to Subsidiary Companies and Associate Companies. At the year end the outstanding balances of such advance granted to Subsidiary Companies was Rs. 750 thousand and to that of Associate Companies was NIL. The maximum amount outstanding of Subsidiary Companies during the year was Rs. 12,931.49 thousand and that of the Associates Companies was Rs. 330.00 thousand.

b) In our opinion the terms & conditions of such advances are prima facie not prejudicial to the interest of the Company.

c) The advances given are repayable on demand at discretion of the Company and due dates of payment are not stipulated; therefore the question of overdue principal amount does not arise and therefore, clause 4(iii) (d) of the Companies (Auditors'' Report) Order 2003 are not applicable.

e) The Company has taken advances from its subsidiary company during the year. At the year end the outstanding balance of such advances taken from Subsidiary Companies was Rs. Nil. The maximum amount outstanding of Subsidiary Companies during the year was Rs. 12,649.70 thousand.

f) In our opinion the terms & conditions of such advances are prima facie not prejudicial to the interest of the Company.

g) The advances taken are repayable on demand at discretion of the Company and due dates of payment are not stipulated; therefore the question of overdue principal amount does not arise and therefore, clause 4(iii) (g) of the Companies (Auditors'' Report) Order 2003 are not applicable.

iv. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business, with regard to purchases of equipments and other assets and with regards to the sale of services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control. v. In respect of the contracts or arrangements referred to in section 301 of the Companies Act, 1956

a) To the best of our knowledge and belief and according to the information and explanations given to us by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs. 5.00 lacs with any party during the year have been made at prices which appear reasonable having regard to the prevailing market prices at the relevant time.

vi. According to the information and explanation given to us, the Company has not accepted any deposits from public.

vii. In our opinion, the Company has an internal audit system commensurate with the size of the Company and nature of its business.

viii. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act 1956 for any of the services rendered by the Company.

ix. According to the information and explanation given to us, the undisputed amounts payable in respect of taxes, wealth tax, service tax, and any other statutory dues have generally been deposited regularly with the concerned authorities. Based on information furnished to us, there are no undisputed statutory dues as on 31st March, 2014 which are outstanding for a period exceeding six months from the date they became payable.

x. The Company does not have any carry forward losses and also not incurred cash loss either during the year or in the immediately preceding financial year.

xi. Based on our audit procedures and according to the information and explanation given to us, the Company has not defaulted in scheduled repayment of dues to banks and financial institutions.

xii. Based on our examination of the records and the information and explanation given to us we are of the opinion that, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. However, as regards the client''s shares and securities taken as margin, the Company has maintained adequate documents.

xiii. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund or society. Therefore, the provisions of clause

(xiii) of paragraph 4 of the Order are not applicable to the Company.

xiv. The Company is dealing and trading in securities, derivatives and other instruments and has maintained proper records of the transactions and contracts and timely entries are made therein. All the shares, securities, debentures and other securities have been held by the Company in its own name except to the extent of exemption granted under Section 49 of Companies Act, 1956.

xv. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

xvi. To the best of our knowledge and belief and according to the information and explanations given to us, no term loans were raised by the Company during the year; therefore question of utilization for stated purpose does not arise.

xvii. 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 and vice versa.

xviii. During the year, the Company has not made preferential allotment to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956.

xix. The Company has not issued any Debentures during the year.

xx. The Company has not raised any monies through public Issue during the year.

xxi. According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the year.

Address: For BHATTER & CO. 307, Tulsiani Chambers Chartered Accountants Nariman Point Firm Reg. No.131092W Mumbai, 400021 D.H. Bhatter Tel: [phone] Proprietor Fax: [phone] Mem. No.:16937

Place: Mumbai Date : 29.05.2014

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Ajcon Global Services Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act 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 affairs of the Company as at March 31, 2013;

(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 the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s

Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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 our knowledge and belief were necessary for the purpose of our audit;

b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

c. the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account ;

d. in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e. on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of

clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO AUDITORS'' REPORT The Annexure referred to in our report to the members of Ajcon Global Services Limited for the year ended 31st March, 2013. We report that:

i. a) The Company has been maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2013 was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

c) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off substantial part of its fixed assets which could affect the going concern status of the Company.

ii. In respect of inventories,

a) Company''s inventory comprises of only shares and securities. The Management during the year has physically verified those stocks which were not in dematerialized form and the rest were verified through Demat statements of depositaries. In our opinion the frequency of such verification was reasonable.

b) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book record.

iii. In respect of loans, secured or unsecured, granted or taken by the Company to and from companies, firms or other parties covered in the Register maintained under Section 301 of the companies Act, 1956;

a) The Company has given interest free unsecured advance to Subsidiary Companies and Associate Companies. At the year end the outstanding balance of such advances granted to Subsidiary Companies were Rs. 3,526.89 thousand and to that of Associate Companies was NIL. The maximum amount outstanding of Subsidiary Companies during the year were Rs. 3,526.89 thousand and that of the Associates Companies were Rs. 449.87 thousand.

b) In our opinion the terms & conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The loans given were not due for repayment at the year end; therefore the question of overdue principal amount does not arise.

d) The Company has not taken any loan, secured or unsecured from Companies, Firms and other parties covered in the register maintained under section 301 of the Companies Act 1956 hence requirement of clauses 4(iii) (f) and (g) of the Companies (Auditors'' Report) order 2003 are not applicable.

iv. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business, with regard to purchases of equipments and other assets and with regards to the sale of services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

v. a) To the best of our knowledge and belief and according to the information and explanations given to us by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanation given to us the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value ofRs.Rs. 5.00 lacs with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposits from public.

vii. In our opinion, the Company has an internal audit system commensurate with the size of the Company and nature of its business.

viii. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act 1956 for any of the services rendered by the Company.

ix. According to the information and explanation given to us, the undisputed amounts payable in respect of taxes, wealth tax, service tax, and any other statutory dues have generally been deposited regularly with the concerned authorities. Based on information furnished to us, there are no undisputed statutory dues as on 31st March, 2013 which are outstanding for a period exceeding six months from the date they became payable.

x. The Company does not have any carry forward losses and also not incurred cash loss either during the year or in the immediately preceding financial year.

xi. According to the information and explanation given to us, the Company has not defaulted in scheduled repayment of dues to banks and financial institutions.

xii. Based on our examination of the records and the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. However, as regards the client''s shares and securities taken as margin, the Company has maintained adequate documents.

xiii. The Company is not a chit fund or a nidhi / mutual benefit fund or society.

xiv. The Company is dealing and trading in securities, derivatives and other instruments and has maintained proper records of the transactions and contracts and timely entries are made therein. All the shares, securities, debentures and other securities have been held by the Company in its own name except to the extent of exemption granted under Section 49 of the Act.

xv. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

xvi. To the best of our knowledge and belief and according to the information and explanations given to us, no term loans were raised by the Company during the year; therefore question of utilization for stated purpose does not arise.

xvii. 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 and vice versa.

xviii. During the year, the Company has not made preferential allotment to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956.

xix. The Company has not issued any Debentures during the year.

xx. The Company has not raised any money through public Issue during the year.

xxi. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For BHATTER & Co

Chartered Accountants

Firm Reg. No.131092W

D. H. Bhatter

Mumbai (Proprietor)

24.05.2013 Membership No. 16937

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Mar 31, 2012

We have audited the attached Balance Sheet of AJCON GLOBAL SERVICES LIMITED as at 31st March 2012 and also the statement of Profit and Loss Account and Cash Flow Statement for the year ended on that date, annexed thereto. 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.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a 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 the reasonable basis for our opinion.

1. As required by the Companies (Auditors' Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) 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.

2. Further to our comments in the Annexure referred to above, we report that:

a) We have obtained all the information and explanations, which to the best of our knowledge 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 the Company so far as appears from our examination of those books;

c) The Balance Sheet, statement of Profit & Loss account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, statement of Profit & Loss account and Cash Flow Statement comply with the accounting standards referred to in sub section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable to the Company;

e) On the basis of written representations received from the Directors as on 31st March, 2012 and taken on records by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2012 from being appointed as a Director in terms of clause (g) of the sub section (1) of the Section 274 of the Companies Act, 1956;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the Significant Accounting Policies and other notes thereon, 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:

i) In the case of Balance sheet, of the state of affairs of the Company as at 31st March 2012,

ii) In the case of the statement of Profit & Loss Account, of the profit for the year ended on that date; and

iii) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO AUDITORS' REPORT

(Referred to in Paragraph (1) of our report of even date)

1. a) The Company has maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2012 was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

c) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off substantial part of its fixed assets which could affect the going concern status of the Company.

2. In respect of inventories,

a) Company's inventory comprises of only the shares and securities. The Management during the year has physically verified those stocks which were not in dematerialized form and the rest were verified through Demat statements of depositaries. In our opinion the frequency of such verification was reasonable.

b) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book record

3. In respect of loans, secured or unsecured, granted or taken by the Company to and from companies, firms or other parties covered in the Register maintained under Section 301 of the companies Act, 1956;

a) The Company has granted interest free unsecured loans and advance to a Subsidiary Companies and an Associate Enterprises. At the year end the outstanding balance of such loans granted to Subsidiary Companies was 7 7.50 lacs and the Associate Companies 7 4.49 lacs. The maximum amount outstanding of Subsidiary Companies during the year was Rs9.00 lacs and of Associate Companies 7 4.49 lacs.

b) In our opinion the terms & conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The loans given were not due for repayment at the year end; therefore the question of overdue principal amount does not arise.

d) The Company has not taken any loan, secured or unsecured from Companies, Firms and other parties covered in the register maintained under section 301 of the Companies Act 1956 hence requirement of clauses 4(iii) (f) and (g) of the Companies (Auditors' Report) order 2003 are not applicable.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchases of equipments and other assets and with regards to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

5. a) To the best of our knowledge and belief and according to the information and explanations given to us by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanation given to us the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of 75.00 lacs with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from public.

7. In our opinion, the Company has an internal audit system commensurate with the size of the Company and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act 1956 for any of the services rendered by the Company.

9. According to the information and explanation given to us, the undisputed amounts payable in respect of taxes, wealth tax, service tax, sales tax, customs duty, excise duty, and any other statutory dues have generally been deposited regularly with the concerned authorities. Based on information furnished to us, there are no undisputed statutory dues as on 31st March, 2012 which are outstanding for a period exceeding six months from the date they became payable.

10. The Company does not have any carry forward losses and also not incurred cash loss either during the year or in the immediately preceding financial year.

11. According to the information and explanation given to us, the Company has not defaulted in scheduled repayment of dues to banks and financial institutions.

12. Based on our examination of the records and the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. However, as regards the client's shares and securities taken as margin, the Company has maintained adequate documents.

13. In our opinion the Company is not a chit fund or a nidhi / mutual benefit fund or society.

14. The Company is dealing and trading in securities, derivatives and other instruments and has maintained proper records of the transactions and contracts and timely entries are made therein. All the shares, securities, debentures and other securities have been held by the Company in its own name except to the extent of exemption granted under Section 49 of the Act.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

16. To the best of our knowledge and belief and according to the information and explanations given to us, no term loans were raised by the Company during the year; therefore question of utilization for stated purpose does not arise.

17. 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 and vice versa.

18. During the year, the Company has not made preferential allotment to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any Debentures during the year.

20. The Company has not raised any money through public Issue during the year

21. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For BHATTER & Co

Chartered Accountants

Firm Reg. No.131092W

D. H. Bhatter

Mumbai (Proprietor)

30th May, 2012 Membership No. 16937

---

Mar 31, 2011

We have audited the attached Balance Sheet of AJCON GLOBAL SERVICES LIMITED as at 31st March 2011 and also the Profit and Loss Account and Cash Flow Statement for the year ended on that date, annexed thereto. 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. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a 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 the reasonable basis for our opinion.

1. As required by the Companies (Auditors' Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) 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.

2. Further to our comments in the Annexure referred to in Paragraph 2 above, we report that:

a) We have obtained all the information and explanations, which to the best of our knowledge 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 the Company so far as appears from our examination of those books;

c) The Balance Sheet, Profit & Loss account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Profit & Loss account and Cash Flow Statement comply with the accounting standards referred to in sub section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable to the Company;

e) On the basis of written representations received from the Directors as on 31st March, 2011 and taken on records by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2011 from being appointed as a Director in terms of clause (g) of the sub section (1) of the Section 274 of the Companies Act,1956;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the Significant Accounting Policies and other notes thereon, 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 lndia:

i) In the case of Balance sheet, of the state of affairs of the Company as at 31st March 2011,

ii) In the case of the Profit & Loss Account, of the profit for the year ended on that date; and

iii) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO AUDITORS' REPORT (Referred to in Paragraph (1) of our report of even date)

1. a) The Company has maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2011 was conducted by the management during the year. In our opinion,the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

c) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off substantial part of its fixed assets which could affect the going concern status of the Company.

2. In respect of inventories,

a) Company's inventory comprises of only the shares and securities. The Management during the year has physically verified those stocks which were not in dematerialized form and the rest were verified through Demat statements of depositaries.In our opinion the frequency of such verification was reasonable.

b) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book record

3. In respect of loans, secured or unsecured, granted or taken by the Company to and from companies, firms or other parties covered in the Register maintained under Section 301 of the companies Act,1956;

a) The Company has granted interest free unsecured loans and advance to a Subsidiary Company and an Associate Enterprise .At the year end the outstanding balance of such loans granted to Subsidiary Company was Rs 9.00 lacs and the Associate Company Rs. NIL. The maximum amount outstanding during the year was Rs.106.03 lacs.

b) In our opinion the terms & conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The loans given were not due for repayment at the year end; there fore thequestion of overdue principal amount does not arise.

d) The Company has not taken any loan, secured or unsecured from Companies, Firms and other parties covered in the register maintained under section 301 of the Companies Act 1956 hence requirement of clauses 4(iii) (f) and (g) of the Companies (Auditors' Report) order 2003 are not applicable.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchases of equipments and other assets and with regards to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

5. a) To the best of our knowledge and belief and according to the information and explanations given to us by the management ,we are of the opinion that the transactions that need to be entered in to the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanation given to us the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs.5.00 lacs with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from public.

7. In our opinion, the Company has an internal audit system commensurate with the size of the Company and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act 1956 for any of the services rendered by the Company.

9. According to the information and explanation given to us, the undisputed amounts payable in respect of taxes, wealth tax, service tax, sales tax, customs duty, excise duty, and any other statutory dues have generally been deposited regularly with the concerned authorities. Based on information furnished to us, there are no undisputed statutory dues as on 31st March, 2011 which are outstanding for a period exceeding six months from the date they became payable.

10. The Company does not have any carry forward losses and also not incurred cash loss either during the year or in the immediately preceding financial year.

11. According to the information and explanation given to us, the Company has not defaulted in scheduled repayment of dues to banks and financial institutions.

12. Based on our examination of the records and the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. However, as regards the client's shares and securities taken as margin, the Company has maintained adequate documents.

13. In our opinion the Company is not a chit fund or a nidhi/ mutual benefit fund or society.

14. The Company is dealing and trading in securities ,derivatives and other instruments and has maintained proper records of the transactions and contracts and timely entries are made therein. All the shares, securities, debentures and other securities have been held by the Company in its own name except to the extent of exemption granted under Section 49 of the Act.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

16. To the best of our knowledge and belief and according to the information and explanations given to us, no term loans were raised by the Company during the year; therefore question of utilization for stated purpose does not arise.

17. 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 and vice versa.

18. During the year, the Company has not made preferential allotment to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any Debentures during the year.

20. The Company has not raised any money through public Issue during the year

21. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.



For BHATTER & CO. Chartered Accountants Firm Reg. NO.131092W

D.H.Bhatter Proprietor M.No,16937

Address: 307, Tulsiani Chambers Nariman Point Mumbai, 400021 Tel:[phone] Tele-fax:[phone]

Mumbai 30.05.2011

---

Mar 31, 2010

We have audited the attached Balance Sheet of AJCON GLOBAL SERVICES LIMITED as at 31st March 2010 and also the Profit and Loss Account and Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a 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 the reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) 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.

2. Further to our comments in the Annexure referred to in Paragraph 2 above, we report that:

a) We have obtained all the information and explanations, which to the best of our knowledge 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 the Company so far as appears from our examination of those books;

c) The Balance Sheet, Profit & Loss account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Profit & Loss account and Cash Flow Statement comply with the accounting standards referred to in sub section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable to the Company;

e) On the basis of written representations received from the Directors as on 31st March, 2010 and taken on records by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2010 from being appointed as a Director in terms of clause (g) of the sub section (1) of the Section 274 of the Companies Act, 1956;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the Significant Accounting Policies and other notes thereon, 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: i) In the case of Balance sheet, of the state of affairs of the Company as at 31st March 2010,

ii) In the case of the Profit & Loss Account, of the profit for the year ended on that date; and iii) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.



ANNEXURE TO AUDITORS REPORT



(Referred to in Paragraph (1) of our report of even date)

1. a) The Company has maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

b) As explained to us, physical verification of a major portion of fixed assets as at 31st March, 2010 was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the nature of its assets. No material discrepancies were noticed on such physical verification.

c) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off substantial part of its fixed assets which could affect the going concern status of the Company.

2. In respect of inventories,

a) Companys inventory comprises of only the shares and securities. The Management during the year has physically verified those stocks which were not in dematerialised form and the rest were verified through Demat statements of depositaries. In our opinion the frequency of such verification was reasonable.

b) The Company has maintained proper records of inventories. As explained to us, there was no material discrepancies noticed on physical verification of inventories as compared to the book record

3. In respect of loans, secured or unsecured, granted or taken by the Company to and from companies, firms or other parties covered in the Register maintained under Section 301 of the companies Act, 1956;

a) The Company has granted interest free unsecured loans to a Subsidiary Company and an Associate Enterprise. At the year end the outstanding balances of such loans aggregated to Rs 106.03 lacs and the maximum amount involved during the year was also Rs.109.50 lacs.

b) In our opinion the terms & conditions of such loans are prima facie not prejudicial to the interest of the Company.

c) The loans given were not due for repayment at the year end, therefore the question of overdue principal amount does not arise.

d) The Company has not taken any loan, secured or unsecured from Companies, Firms and other parties covered in the register maintained under section 301 of the Companies Act 1956 hence requirement of clauses 4(iii) (f) and (g) of the Companies (Auditors Report) order 2003 are not applicable.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchases of equipments and other assets and with regards to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control.

5. a) To the best of our knowledge and belief and according to the information and explanations given to us by the management,

we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered. b) In our opinion and according to the information and explanation given to us the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs.5.00 lacs with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits from public.

7. In our opinion, the Company has an internal audit system commensurate with the size of the Company and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act 1956 for any of the services rendered by the Company.

9. According to the information and explanation given to us, the undisputed amounts payable in respect of taxes, wealth tax, service tax, sales tax, customs duty, excise duty, and any other statutory dues have generally been deposited regularly with the concerned authorities. Based on information furnished to us, there are no undisputed statutory dues as on 31st March, 2010 which are outstanding for a period exceeding six months from the date they became payable.

10. The Company does not have any carry forward losses and also not incurred cash loss either during the year or in the immediately preceding financial year.

11. According to the information and explanation given to us, the Company has not defaulted in scheduled repayment of dues to banks and financial institutions.

12. Based on our examination of the records and the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. However, as regards the clients shares and securities taken as margin, the Company has maintained adequate documents.

13. In our opinion the Company is not a chit fund or a nidhi / mutual benefit fund or society.

14. The Company is dealing and trading in securities, derivatives and other instruments and has maintained proper records of the transactions and contracts and timely entries are made therein. All the shares, securities, debentures and other securities have been held by the Company in its own name except to the extent of exemption granted under Section 49 of the Act.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

16. To the best of our knowledge and belief and according to the information and explanations given to us, no term loans were raised by the Company during the year, therefore question of utilization for stated purpose does not arise.

17. 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 and vice versa.

18. During the year, the Company has not made preferential allotment to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any Debentures during the year.

20. The Company has not raised any money through public Issue during the year

21. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.



For G.N. SHANBHAG & CO.

Chartered Accountants



G.N. Shanbhag

Mumbai (Proprietor)

28th May, 2010 Membership No. 32057