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Auditor Report of Alfavision Overseas (India) Ltd.

Mar 31, 2015

We have audited the accompanying standalone financial statements of ALFAVISION OVERSEAS (I) LTD. (CIN :L67120MP1994PLC008375) ('the Company') which comprise the balance sheet as at 31 March 2015, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation 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 Standards 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 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, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial control systems over financial reporting and the operating effectiveness of such controls. 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 aforesaid standalone 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 31 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 Act, we give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

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

(a) We have sought and 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 it appears from our examination of those books;

(c) The balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) oftheAct;and

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

i. the Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 2.20 and 2.37 to the financial statements;

ii. the Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 2.7 to the financial statements; and

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company

Place: - INDORE For, ABHISHEK NAHAR & ASSOCIATES

(Chartered Accountants)

Date :-30.05.2015 (CA ABHISHEK NAHAR)

Partner

M.No.407340


Mar 31, 2014

[1] We have audited the attached Balance Sheet of ALFAVISION OVERSEAS (I).LTD as at 31st March 2014 and the Statement of Profit & Loss of the company 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.

[2] We have conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan & perform the audit to obtain the reasonable assurance that the financial statements are free of material misstatement. An audit includes examining, on a test basis , evidence supporting the amounts & disclosures in the financial statements. An audit also includes assessing the accounting principles used & significant estimates made by management , as well as evaluating the overall presentation of financial statements. We believe that our audit provides a reasonable basis for our opinion.

[3] As required by the Statement on Companies (Auditors Report) Order 2003, issued by the Central Government of India, in terms of section 227(4A) of the Companies Act,1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

[4] 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 was necessary for the purpose of our audit;

(b) In our opinion, proper books of accounts as required by law, have been maintained by the company so far as appears from our examination of these books;

(c) The Balance Sheet and Statement of Profit & Loss dealt with by this report are in agreement with the books of accounts;

(d) In our opinion, the Statement of Profit & Loss and the Balance Sheet comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 read with the general circular 15/2013, dated 13th September, 2013 of the MCA in respect of section 133 of Companies Act,2013;

(e) On the basis of written representation received from the directors of the company as on 31st March 2014 and taken on record by the Board of Directors, we report that none of the director is disqualified as on 31st March 2014 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956;

(f) In our opinion and to the best of our information and according to explanations given to us, the said accounts read with other notes thereon and forming part of the accounts, give the information required by the Companies Act, 1956 in the manner so required and present a true and fair view

[i] In the case of the Balance sheet, of the State of Affairs of the Company as at 31st March 2014; and

[ii] In the case of Statement of Profit & Loss, of the profit for the year ended on that date.

ANNEXURE TO THE AUDIT REPORT

With reference to the annexure referred to in paragraph 2 of our report of even date to the members of Alfavision Overseas (I) Limited, Indore for the year ended on 31st March 2014, we report that, in our opinion and to the best of our information and explanation furnished to us and the books and records examined by us in the normal course of Audit.

1. (a) The work of compiling Fixed Assets register showing full particulars including quantitative details and situation of Fixed Assets in progress.

(b) As explained to us , the Fixed Assets have been physically verified by the management during the year, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. We were informed that no material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any assets according to the information and explanations given to us.

2. (a) As explained to us, the stock of Inventory i.e. Trading goods, Agricultural products have been physically verified by the management at reasonable intervals during the year.

(b) In our opinion and according to the information & explanation given to us the procedure of physical verification of inventories followed by the management are reasonable & adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper record of inventories. The Discrepancies noticed on verification between physical stock and book stock were not material having regard to the size of the operations of the company and have been properly dealt with in books of accounts.

3. The Company has taken loan from the 2 parties in the register maintained under section 301 of the Companies Act 1956, during the year. Further the company has granted loans to companies, firms or other parties covered in the register maintained u/s 301 of the Companies Act, 1956, aggregating to Rs. Nil during the year.

4. 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 inventory, fixed assets and for the sale of goods. Further, on the basis of our examination of the books and records of the company, and according to the explanations given to us, we have either come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control procedures.

5. (a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered in the register maintained under section 301 of the Act have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act, and exceeding the value of five lacs rupees in respect of any party during the year have been made at prices the terms of which are reasonable having regard to the market price prevailing at the relevant time, based on prices charged to others for similar goods

6. The Company has not accepted any deposits from the public within the meaning of section 58A and 58AA of the Company Act, 1956 during the year.

7. Whether the Company has an internal audit system commensurate with the size and nature of its business.

NOT APPLICABLE.

8. As informed, that no cost accounting records have been prescribed for the company under section 209(1)(d) of the Companies Act, 1956.

9. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues as applicable, with the appropriate authorities. As at 31st March, 2014 there were no arrears in respect of the aforesaid dues for a period of more than six months from the date they became payable.

10. According to the records examined by us and the information and explanations given to us the company has not defaulted in repayments of dues to the banks.

11. According to information and explanations given to us the company has not given any loans or advances on the basis of security of shares by way of pledge of Shares, debentures and other securities.

12. In our opinion the company is not a chit fund or a nidhi/ mutual fund/ benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

13. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of CARO, 2003 are not applicable to the company.

14. In our Opinion and according to the Information and Explanations given to us the Company has not given any guarantee for the loans taken by others from banks or financial Institution during the Year

15. The Company has not obtained any term Loans during the Year.

16. On the basis of an overall examination of the balance sheet of the Company, in our opinion and According to the information and Explanations given to us, no fund raised on Short term basis have been used for Long Term Investments; funds raised on Long Term basis have been used to finance Short Term Investments during the Year.

17. The Company has not made any Predefined Allotment during the Year.

18. The Company has not issued any Debentures during the year and accordingly the question of creation of Securities in this regard does not arise.

19. The Company has not raised any Money by Public Issue during the Year.

20. To the best of our knowledge and belief and according to the information and explanation given to us, no fraud on or by the company was noticed or reported during the Year.

Place: - INDORE For, ABHISHEK NAHAR & ASSOCIATES (Chartered Accountants) Date: - 30.05.2014 ( CA ABHISHEK NAHAR ) PARTNER M.No. 407340 FRN 013738 C


Mar 31, 2013

[1] We have audited the attached Balance Sheet of ALFAVISION OVERSEAS (I) LTD as at 31st March 2013 and the Statement of Profit & Loss of the company 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.

[2] We have conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan & perform the audit to obtain the reasonable assurance that the financial statements are free of material misstatement. An audit includes examining, on a test basis , evidence supporting the amounts & disclosures in the financial statements. An audit also includes assessing the accounting principles used & significant estimates made by management , as well as evaluating the overall presentation of financial statements. We believe that our audit provides a reasonable basis for our opinion.

[3] As required by the Statement on Companies (Auditors Report) Order 2003, issued by the Central Government of India, in terms of section 227(4A) of the Companies Act,1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

[4] 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 was necessary for the purpose of our audit;

(b) In our opinion, proper books of accounts as required by law, have been maintained by the company so far as appears from our examination of these books;

(c) The Balance Sheet and Statement of Profit & Loss dealt with by this report are in agreement with the books of accounts;

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

(e) On the basis of written representation received from the directors of the company as on 31st March 2013 and taken on record by the Board of Directors, we report that none of the director is disqualified as on 31st March 2013 from being appointed as a director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956;

(f) In our opinion and to the best of our information and according to explanations given to us, they said accounts read with other notes thereon and forming part of the accounts, give the information required by the Companies Act, 1956 in the manner so required and present a true and fair view

[i] In the case of the Balance sheet, of the State of Affairs of the Company as at 31st March 2013; and

[ii] In the case of Statement of Profit & Loss, of the profit for the year ended on that date.

With reference to the annexure referred to in paragraph 2 of our report of even date to the members of Alfavision Overseas (I) Limited, Indore for the year ended on 31st March 2013, we report that, in our opinion and to the best of our information and explanation furnished to us and the books and records examined by us in the normal course of Audit.

1. (a) The work of compiling Fixed Assets register showing full particulars including quantitative details and situation of Fixed Assets in progress.

(b) As explained to us , the Fixed Assets have been physically verified by the management during the year, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. We were informed that no material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any assets according to the information and explanations given to us.

2. (a) As explained to us, the stock of Inventory i.e. Trading goods, Agricultural products have been physically verified by the management at reasonable intervals during the year.

(b) In our opinion and according to the information & explanation given to us the procedure of physical verification of inventories followed by the management are reasonable & adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper record of inventories. The Discrepancies noticed on verification between physical stock and book stock were not material having regard to the size of the operations of the company and have been properly dealt with in books of accounts.

3. The Company has taken loan from the 2 parties in the register maintained under section 301 of the Companies Act 1956, during the year. Further the company has granted loans to companies, firms or other parties covered in the register maintained u/s 301 of the Companies Act, 1956, aggregating to Rs. Nil during the year.

4. 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 inventory, fixed assets and for the sale of goods. Further, on the basis of our examination of the books and records of the company, and according to the explanations given to us, we have either come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control procedures.

5. (a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered in the register maintained under section 301 of the Act have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act, and exceeding the value of five lacs rupees in respect of any party during the year have been made at prices the terms of which are reasonable having regard to the market price prevailing at the relevant time, based on prices charged to others for similar goods

6. The Company has not accepted any deposits from the public within the meaning of section 58A and 58AA of the Company Act, 1956 during the year.

7. Whether the Company has an internal audit system commensurate with the size and nature of its business. NOT APPLICABLE.

8. As informed, that no cost accounting records have been prescribed for the company under section 209(1)(d) of the Companies Act, 1956.

9. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues as applicable, with the appropriate authorities. As at 31st March, 2013 there were no arrears in respect of the aforesaid dues for a period of more than six months from the date they became payable.

10. The Company has accumulated business loss of Rs. 221103/- & Rs. 408/- related to F.Y. 2010-11 & 2011-12 respec. & unabsorbed depreciation of Rs. 32323 & 19680 related to F.Y. 2010-11 & 2011-12 respectively as at 31st March 2013.

11. According to the records examined by us and the information and explanations given to us the company has not defaulted in repayments of dues to the banks.

12. According to information and explanations given to us the company has not given any loans or advances on the basis of security of shares by way of pledge of Shares, debentures and other securities.

13. In our opinion the company is not a chit fund or a nidhi/ mutual fund/ benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

14. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of CARO, 2003 are not applicable to the company.

15. In our Opinion and according to the Information and Explanations given to us the Company has not given any guarantee for the loans taken by others from banks or financial Institution during the Year

16. The Company has not obtained any term Loans during the Year.

17. On the basis of an overall examination of the balance sheet of the Company, in our opinion and According to the information and Explanations given to us, no fund raised on Short term basis have been used for Long Term Investments; funds raised on Long Term basis have been used to finance Short Term Investments during the Year.

18. The Company has not made any Predefined Allotment during the Year.

19. The Company has not issued any Debentures during the year and accordingly the question of creation of Securities in this regard does not arise.

20. The Company has not raised any Money by Public Issue during the Year.

21. To the best of our knowledge and belief and according to the information and

explanation given to us, no fraud on or by the company was noticed or reported during the Year.

Place: - INDORE For, ABHISHEK NAHAR & ASSOCIATES

(Chartered Accountants)

Date: - 13/05/2013

( CA ABHISHEK NAHAR )

Proprietor

M.No. 407340

FRN 013738 C


Mar 31, 2010

[1] We have audited the attached Balance Sheet of ALFAVISION OVERSEAS (I).LTD as at 31st March 2010 and the Profit & Loss Account of the company 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.

[2] We have conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan & perform the audit to obtain the reasonable assurance that the financial statements are free of material misstatement. An audit includes examining, on a test basis , evidence supporting the amounts & disclosures in the financial statements. An audit also includes assessing the accounting principles used & significant estimates made by management , as well as evaluating the overall presentation of financial statements. We believe that our audit provides a reasonable basis for our opinion.

[3] As required by the Statement on Companies (Auditors Report) Order 2003, issued by the Central Government of India, in terms of section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

[4] 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 was necessary for the purpose of our audit;

(b) In our opinion, proper books of accounts as required by law, have been maintained by the company so far as appears from our examination of these books;

(c) The Balance Sheet and Profit & Loss Account dealt with by this report are in agreement with the books of accounts;

(d) In our opinion, the Profit & Loss Account and the Balance Sheet comply with with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 to the extent applicable:

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

(f) In our opinion and to the best of our information and according to explanations given to us, the said accounts read with other notes thereon and forming part of the accounts, give the information required by the Companies Act, 1956 in the manner so required and present a true and fair view

[i] In the case of the Balance sheet, of the State of Affairs of the Company as at 31st March 2010; and '

[ii] In the case of Profit & Loss Account, of the profit for the year ended on that date.

ANNEXURE TO THE AUDIT REPORT

With reference to the annexure referred to in paragraph 2 of our report of even date to the members of Alfavision Overseas (I) Limited, Indore for the year ended on 31st March 2010, we report that, in our opinion and to the best of our information and explanation furnished to us and the books and records examined by us in the normal course of Audit.

1. (a) The work of compiling Fixed Assets register showing full particulars including quantitative details and situation of Fixed Assets in progress.

(b) As explained to us , the Fixed Assets have been physically verified by the management during the year, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. We were informed that no material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any assets according to the information and explanations given to us.

2. (a) As explained to us, the stock of Inventory i.e. Trading goods, Agricultural products have been physically verified by the management at reasonable intervals during the year.

(b) In our opinion and according to the information & explanation given to us the procedure of physical verification of inventories followed by the management are reasonable & adequate in relation to the size of the company and the nature of its business.

(c) The company has maintained proper record of inventories. The Discrepancies noticed on verification between physical stock and book stock were not material having regard to the size of the operations of the company and have been properly dealt with in books of accounts.

3. The Company has not taken loan from the parties in the register maintained under section 301 of the Companies Act 1956, during the year. Further the company has granted loans to companies, firms or other parties covered in the register maintained u/s 301 of the Companies Act, 1956, aggregating to Rs. Nil during the year.

4. 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 inventory, fixed assets and for the sale of goods. Further, on the basis of our examination of the books and records of the company, and according to the explanations given to us, we have either come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control procedures.

5. (a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered in the register maintained under section 301 of the Act have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act, and exceeding the value of five lacs rupees in respect of any party during the year have been made at prices the terms of which are reasonable having regard to the market price prevailing at the relevant time, based on prices charged to others for similar goods

6. The Company has not accepted any deposits from the public within the meaning of section 58A and 58AA of the Company Act, 1956 during the year.

7. 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 activities with regard to purchase of inventory, fixed assets and for the sale of goods and services.

8. As informed, that no cost accounting records have been prescribed for the company under section 209(1 )(d) of the Companies Act, 1956.

9. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues as applicable, with the appropriate authorities. As at 31st March, 2010 there were no arrears in respect of the aforesaid dues for a period of more than six months from the date they became payable.

10. The Company has accumulated business loss of Rs. 27317/- related to F.Y. 2007-08 & unabsorbed depreciation of Rs. 19254 related to F.Y. 2007-08 as at 31st March 2010.

11. According to the records examined by us and the information and explanations given to us the company has not defaulted in repayments of dues to the banks.

12. According to information and explanations given to us the company has not given any loans or advances on the basis of security of shares by way of pledge of Shares, debentures and other securities.

13. In our opinion the company is not a chit fund or a nidhi/ mutual fund/ benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the company.

Place: - INDORE For T.VAIDYA & ASSOCIATES

(Chartered Accountants)

Date:- 19/08/2010 (GIRRAJ GUPTA)

Proprietor

M.No. 408804


Mar 31, 2009

We have audited the attached Balance Sheet of M/s ALFAVISION OVERSEAS (I) LIMITED as at 31st March 2009 and also the Profit & Loss Account of the company for the year ended on that date. These financial statements are the responsibilities of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

1) 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 a reasonable basis for our opinion.

2) As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in paragraph 4 and 5 of the said order.

3) 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 purpose of our audit.

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

c) The Balance Sheet and Profit & Loss Account dealt by this report are in agreement with the books of account.

d) In our opinion, the Profit & Loss Account and the Balance Sheet comply with the Accounting Standards referred to in sub section (3C) of section 211 of the Companies Act, 1956.

e) On the basis of written representations received from the directors of the Company as at 31st March 2009 and taken on record by the Board of Directors, we report that none of the director is disqualified as on 31st March 2009 from being appointed as director of the Company under clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read with other notes thereon and forming part of the accounts, give the information required by the Companies Act, 1956, in the manner so required and present a true and fair view:

i) in the case of Balance Sheet of the State of affairs of the Company as at 31st March 2009 and

ii) in the case of Profit & Loss Account of the Profit for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT

With reference to the Annexure referred to in paragraph 2 of our report of even date to the members of ALFA VISION OVERSEAS (I) LIMITED, INDORE for the year ended on 315f March, 2009, We report that, in our opinion and to the best of our information and explanations furnished to us and the books and records examined by us in the normal course of Audit:

1. a. The Work of Compiling Fixed Assets register showing full particulars including quantitative details and Situation of Fixed Assets is in Progress.

b. As explained to us, the Fixed Assets have been physically verified by the management during the Year, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. We were informed that no material discrepancies were noticed on such physical verification.

c. During the year, the company has not disposed off any assets according to the information and explanations given to us.

2. a. As explained to us, the stock of Inventories i.e. investment in share & Agriculture product have been physically verified by the management at reasonable intervals during the year.

b. In our opinion, & according to the information & 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. The Company has maintained proper record of inventories except quantitative details. The discrepancies noticed on verification between Physical stock and book stock were not material having regard to the size of the operations of the company and have been properly dealt with in Books of Accounts.

3.a. The Company has not taken loan from the parties covered in the register maintained under section 301 of the Companies Act, 1956, during the year. The Company has granted loans to Companies, firms or other parties covered in the register maintained u/s 301 of the Companies Act, 1956. aggregating to Rs. Nil during the year. The outstanding balance as on the date of Balance Sheet is Rs. Nil.

b. In our opinion and according to the information and explanations given to us, the loan is interest free.

c. In respect of Loans given by the Company, the Repayment of the loans shall be made on demand by the parties.

d. As explained to us, in case overdue amount exceeds one lakhs reasonable steps have been taken by the company for payment of the principal.

4. In our opinion and according to the information and explanation given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business for the Purchase of Goods, fixed assets and also for the Sale of goods. Further, on the basis of our examination of the books and records of the company, and according to the explanation given to us, we have either come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control procedures.

5. (a) Based on the Audit Procedures applied by us and according to the information and explanations given to us, the transactions that need to be entered into the register maintained in pursuance of section 301 of the Companies Act, 1956.have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act. And exceeding the value of five lac rupees in respect of any party during the year have been made at prices the terms of which are reasonable having regard to the market prices prevailing at the relevant time, based on prices charged to others for similar goods.

6. The Company has not accepted any deposits from the public within the meaning of Section 58A and 58 AA of the Companies Act, 1956 and the rules framed there under.

7. In our opinion & according to explanations given to us, the company has an Internal Audit System commensurate with its size and the nature of its business.

8. We were informed that Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956 in respect of business activity of the Company.

9. According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees, state Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other statutory dues, whatever applicable to the Company have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2009 for a period of more than six months from the date they become payable.

10. The Company has no accumulated losses as at 31st March 2009 and it has not incurred any cash losses during the financial year covered by our audit.

11. The Company did not have any outstanding debentures. The Company has not defaulted in repayment of dues to financial institutions/banks or debenture holders.

12. The Company during the year has not granted Loans and Advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a nidhi/ mutual benefit fund/ society to which the provisions of special statue relating to chit fund are applicable.

14. In our opinion & according to explanation given to us, the company maintained record;; regarding transaction & contracts of shares, securities, debentures and other investments. All the shares purchased during the year are in the company's owe name.

15. The Company has not given any guarantees for Loans taken by others from Banks or Financial Institutions.

16. The Company has not raised any new term loans during the year.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilized the funds raised from short term sources towards Long term investment and vice versa.

18. 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 the Companies Act, 1956.

19. The Company did not have issued debentures and therefore question of creating of Securities does not arise.

20. The Company has not raised any money by way of Public issue during the year.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For TAPAIV GOYAL & CO.

Chartered Accountants

Tapan Goyal

Proprietor

M.No. 404374

Place : Indore

Date : 21st August, 2009


Mar 31, 2008

We have audited the attached Balance Sheet of M/s ALFAVISION OVERSEAS (I) LIMITED as at 31st March 2008 and also the Profit & Loss Account of the company for the year ended on that date. These financial statements are the responsibilities of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

1) 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 a reasonable basis for our opinion.

2) As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in paragraph 4 and 5 of the said order.

3) 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 purpose of our audit.

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

c) The Balance Sheet and Profit & Loss Account dealt by this report are in agreement with the books of account.

d) In our opinion, the Profit & Loss Account and the Balance Sheet comply with the Accounting Standards referred to in sub section (3C) of section 211 of the Companies Act, 1956.

e) On the basis of written representations received from the directors of the Company as at 31st March 2008 and taken on record by the Board of Directors, we report that none of the director is disqualified as on 31st March 2008 from being appointed as director of the Company under clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read with other notes thereon and forming part of the accounts, give the information required by the Companies Act, 1956, in the manner so required and present a true and fair view:

i) in the case of Balance Sheet of the State of affairs of the Company as at 31st March 2008

and

ii) in the case of Profit & Loss Account of the Profit for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT

With reference to the Annexure referred to in paragraph 2 of our report of even date to the members of ALFAVISION OVERSEAS (I) LIMITED, INDORE for the year ended on 31st March, 2008, We report that, in our opinion and to the best of our information .and explanations furnished to us and the books and records examined by us in the normal course of Audit:

1. a. The Work of Compiling Fixed Assets register showing full particulars including quantitative details and Situation of Fixed Assets is in Progress.

b. As explained to us, the Fixed Assets have been physically verified by the management during the Year, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. We were informed that no material discrepancies were noticed on such physical verification.

c. During the year, the company has not disposed off any assets according to the information and explanations given to us.

2. a. As explained to us, the stock of Inventories i.e. investment in share & Agriculture product have been physically verified by the management at reasonable intervals during the year.

b. In our opinion, & according to the information & 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. The Company has maintained proper record of inventories except quantitative details. The discrepancies noticed on verification between Physical stock and book stock were not material having regard to the size of the operations of the company and have been properly dealt with in Books of Accounts.

3. a The Company has not taken loan from the parties covered in the register maintained under section 301 of the Companies Act, 1956, during the year. But outstanding balance of one party is Rs. 60,010/-Further the Company has granted loans to Companies, firms or other parties covered in the register maintained u/s 301 of the Companies Act, 1956. aggregating to Rs. Nil during the year. The outstanding balance as on the date of Balance Sheet is Rs. Nil.

b. In our opinion and according to the information and explanations given to us, the loan is interest free.

c. In respect of Loans given by the Company, the Repayment of the loans shall be made on demand by the parties.

d. As explained to us, in case overdue amount exceeds one lakhs reasonable steps have been taken by the company for payment of the principal.

4. In our opinion and according to the information and explanation given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business for the Purchase of Goods, fixed assets and also for the Sale of goods. Further, on the basis of our examination of the books and records of the company, and according to the explanation given to us, we have either come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control procedures.

5. (a) Based on the Audit Procedures applied by us and according to the information and explanations given to us, the transactions that need to be entered into the register maintained in pursuance of section 301 of the Companies Act, 1956.have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act. And exceeding the value of five lac rupees in respect of any party during the year have been made at prices the terms of which are reasonable having regard to the market prices prevailing at the relevant time, based on prices charged to others for similar goods.

6. The Company has not accepted any deposits from the public within the meaning of Section 58A and 58 AA of the Companies Act, 1956 and the rules framed there under.

7. In our opinion & according to explanations given to us, the company has an Internal Audit System commensurate with its size and the-nature of its business.

8. We were informed that Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956 in respect of business activity of the Company.

9. According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees, state Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other statutory dues, whatever applicable to the Company have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2008 for a period of more than six months from the date they become payable.

10. The Company has no accumulated losses as at 31st March 2008 and it has not incurred any cash losses during the financial year covered by our audit.

11. The Company did not have any outstanding debentures. The Company has not defaulted in repayment of dues to financial institutions/banks or debenture holders.

12. The Company during the year has not granted Loans and Advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a nidhi/ mutual benefit fund/ society to which the provisions of special statue relating to chit fund are applicable.

14. In our opinion & according to explanation given to us, the company maintained records regarding transaction & contracts of shares, securities, debentures and other investment. All the shares purchased during the year are in the company's owe name.

15. The Company has not given any guarantees for Loans taken by others from Banks or Financial Institutions.

16. The Company has not raised any new term loans during the year.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilized the funds raised from short term sources towards Long term investment and vice versa.

18. 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 the Companies Act, 1956.

19. The Company did not have issued debentures and therefore question of creating of Securities does not arise.

20. The Company has not raised any money by way of Public issue during the year.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.



For TAPAN GOYAL & CO.

Chartered Accountants

Tapan Goyal

Proprietor

M.No. 404374

Place: Indore

Date : 13th August, 2008

 
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