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Auditor Report of Arcotech Ltd.

Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying financial statements of Arcotech Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2015, 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 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 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 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 are 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 have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

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 misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the 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 financial control relevant to the Company's preparation of the financial statements that give a true and fair view 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 controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, 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 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 March 31, 2015, and its profit and its cash flow 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, 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 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, 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 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 March 31, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015, from being appointed as a director in terms of Section 164(2) of the Act.

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 does not have any pending litigations which would impact its financial position.

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

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

ANNEXURE TO THE INDEPENDENT AUDITORS REPORT

The Annexure referred to in our Independent Auditors Report to the members of the Company on the financial statements for the year ended March 31, 2015, we report that:

I. a. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b. Fixed assets have been physically verified by the management at reasonable intervals during the year and there is a programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. The discrepancies noticed on such verification were not material.

II. a. The Inventories of the Company at all its locations has been physically verified by the management at reasonable intervals.

b. In our opinion and according to the information and explanations 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 nature of its business.

c. On the basis of our examination of records of inventories and according to the information and explanations given to us, in our opinion, the company is maintaining proper record of inventories. The discrepancies noticed on such physical verification of inventories as compared to the books of records were not material.

III. According to the information and explanations given to us, the Company has not granted any loan secured or unsecured to companies, firms and/or other parties covered in the register maintained under Section 189 of the Companies Act, 2013.

IV. 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 with regard to purchase of inventory, fixed assets and sale of goods. During the course of our audit, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control systems.

V. The company has not accepted any fresh deposits from the public during the year.

VI. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014 prescribed by the Central Government under section 148(1) of the Companies Act, 2013 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

VII. a. 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 the statutory dues including provident Fund, employees state insurance, income tax, value added tax, sales tax, wealth tax, service tax, customs duty and excise duty, cess and other material statutory dues as applicable with appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts payable in respect thereof were in arrears as at 31.03.2015 for a period of more than six months from the date they become payable except Income Tax payable for A/Y 2014-15 amounting to Rs.10,62,25,628/- and Service Tax amounting to Rs. 3,69,931/-.

c. According to the information and explanations given to us, there are no dues relating to income tax, value added tax, sales tax, wealth tax, service tax, custom duty, excise duty and cess as at March 31,2015, which have not been deposited on account of any dispute.

VIII. The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

IX. According to information and explanations given to us and the records of the Company examined by us, the company has not defaulted in repayment of dues to a financial Institutions or bank.

X. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by the others from banks or financial institutions.

XI. According to the information and explanations given to us, the term loans were used for the purpose it has been taken.

XII. According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit.

For SHWETANK JOSHI & CO.

Chartered Accountants

Firm's Registration Number 315093E

Sd/-

SHWETANK JOSHI

PROPRIETOR

Membership Number : 52238

Place: New Delhi

Date: 29.05.2015


Mar 31, 2014

We have audited the accompanying Financial Statements of Arcotech 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 for the Financial Statements

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 section 211(3C) 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 auditor''s judgement, 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 the effectiveness of the entity''s internal control. 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 for the year ended on that date; and

c. in the case of the Cash Flow Statement, of the cash flow 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") (as amended) issued by the Central Government of India in terms of section 227 (4A) of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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 section 211(3C) of the Act;

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 section 274(1)(g) of the Act.

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

I. a. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b. Fixed assets have been physically verified by the management at reasonable intervals during the year and there is a programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. The discrepancies noticed on such verification were not material.

c. During the year, the Company has not disposed of any substantial part of its fixed assets.

II. a. The Inventories of the Company at all its locations has been physically verified by the management at reasonable intervals.

b. In our opinion and according to the information and explanations 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 nature of its business.

c. On the basis of our examination of records of inventories and according to the information and explanations given to us, in our opinion, the company is maintaining proper record of inventories. The discrepancies noticed on such physical verification of inventories as compared to the books of records were not material.

III. According to the information and explanations given to us , the Company has neither granted nor taken any loan secured or unsecured to/ from companies, firms and/or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

IV. 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 with regard to purchase of inventory, fixed assets and sale of goods. During the course of our audit, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control systems.

V. In our opinion and according to the information and explanations given to us, there are no transactions that need to be entered into the register maintained under section 301 of the Companies Act,1956. Accordingly clause 4(v)(b) of the order is not applicable.

VI. The company has not accepted any fresh deposits from the public during the year.

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

VIII. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under section 209(1) (d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

IX. a. 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 the statutory dues including Provident Fund, investor education and protection fund, employees state insurance, Income Tax, sales tax, wealth tax, Service Tax, Customs Duty and Excise Duty, Cess and other material statutory dues as applicable with appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts payable in respect thereof were in arrears as at 31.03.2014 for a period of more than six months from the date they become payable.

c. According to the information and explanations given to us, there are no dues relating to Income Tax, Sales Tax, Wealth Tax, Service Tax Custom Duty, Excise Duty and Cess as at 31st March,2014, which have not been deposited on account of any dispute.

X. The company has no accumulated losses as at 31st March,2014 and has not incurred cash losses in the financial year ended on that date or in the immediately preceding financial year.

XI. According to information and explanations given to us and the records of the Company examined by us, the company has not defaulted in repayment of dues to a financial Institutions or bank.

XII. According to the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debenture and other securities.

XIII. In our opinion the Company is not a chit fund or nidhi/ mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the order are not applicable to the Company.

XIV. In our opinion, the Company is not dealing or trading in shares, securities, debentures or other investments.

XV. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by the others from bank or financial institutions during the year.

XVI. According to the information and explanations given to us, the term loans were used for the purpose it has been taken.

XVII. According to the information and explanations given to us, and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we report that no funds raised on short term basis have been used for long term investment and vice versa.

XVIII. The Company has made preferential allotment of shares during the year to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. However, the price at which the shares have been issued is not prejudicial to the interest of the Company.

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. During the course of our examination of books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year nor have we been informed of such case by the management.

For SHWETANK JOSHI & CO. Chartered Accountants Firm’s Registration Number 315093E

Sd/- SHWETANK JOSHI PROPRIETOR Membership Number : 52238 Place : New Delhi Date : 07.05.2014


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying Financial Statements of Arcotech 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 for the Financial Statements

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 section 211(3C) 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 auditor''s judgement, 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 Statement of Profit and Loss, of the Profit for the year ended on that date; and

c. in the case of the Cash Flow Statement, of the cash flow 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") (as amended) issued by the Central Government of India in terms of section 227 (4A) of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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 section 211(3C) of the Act;

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 section 274(1)(g) of the Act.

ANNEXURE TO THE AUDITORS REPORT

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

I. a. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b. Fixed assets have been physically verified by the management at reasonable intervals during the year and there is a programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. The discrepancies noticed on such verification were not material.

c. During the year, the Company has not disposed of any substantial part of its fixed assets.

II. a. The Inventories of the Company at all its locations has been physically verified by the management at reasonable intervals.

b. In our opinion and according to the information and explanations 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 nature of its business.

c. On the basis of our examination of records of inventories and according to the information and explanations given to us, in our opinion, the company is maintaining proper record of inventories. The discrepancies noticed on such physical verification of inventories as compared to the books of records were not material.

III. According to the information and explanations given to us , the Company has neither granted nor taken any loan secured or unsecured to/ from companies, firms and/or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.

IV. 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 with regard to purchase of inventory, fixed assets and sale of goods. During the course of our audit, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control systems.

V. In our opinion and according to the information and explanations given to us, there are no transactions that need to be entered into the register maintained under section 301 of the Companies Act,1956. Accordingly clause 4(v)(b) of the order is not applicable.

VI. The company has not accepted any fresh deposits from the public during the year.

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

VIII. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under section 209(1) (d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

IX. a. 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 the statutory dues including Provident Fund, investor education and protection fund, employees state insurance, Income Tax, sales tax, wealth tax, Service Tax, Customs Duty and Excise Duty, Cess and other material statutory dues as applicable with appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts payable in respect thereof were in arrears as at 31.03.2013 for a period of more than six months from the date they become payable.

c. According to the information and explanations given to us, there are no dues relating to Income Tax, Sales Tax, Wealth Tax, Service Tax Custom Duty, Excise Duty and Cess as at 31st March,2013, which have not been deposited on account of any dispute.

X. The company has no accumulated losses as at 31st March,2013 and has not incurred cash losses in the financial year ended on that date or in the immediately preceding financial year.

XI. According to information and explanations given to us and the records of the Company examined by us, the company has not defaulted in repayment of dues to a financial Institutions or bank.

XII. According to the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debenture and other securities.

XIII. In our opinion the Company is not a chit fund or nidhi/ mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the order are not applicable to the Company.

XIV. In our opinion, the Company is not dealing or trading in shares, securities, debentures or other investments.

XV. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by the others from bank or financial institutions during the year.

XVI. According to the information and explanations given to us, the term loans were used for the purpose it has been taken.

XVII. According to the information and explanations given to us, and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we report that no funds raised on short term basis have been used for long term investment and vice versa.

XVIII. The Company has not made preferential allotment of shares to 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. During the course of our examination of books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year nor have we been informed of such case by the management.

For SHWETANK JOSHI & CO. Chartered Accountants

FRN 315093E

Place : New Delhi SHWETANK JOSHI

Date : 27.05.2013 (Proprietor)

Membership No : 52238


Mar 31, 2012

We have audited the annexed Balance Sheet of M/s Arcotech Limited, New Delhi as on 31st March 2012 together with the relative 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 the 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

We report that:

i) 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.

ii) In our opinion proper books of accounts 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 & Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of accounts of the Company.

iv) In our opinion, the Balance Sheet, Statement of Profit & Loss Account and Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in the Section 211(3C) of the Companies Act, 1956.

v) On the basis of written representation received from the Directors and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 March 2012, from being appointed as Director under clause

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

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes thereon along with the significant Accounting Policies give the information required by the Companies Act, 1956, in the manner so required and give true and fair view in conformity with the accounting principle generally accepted in India.

a) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2012 and

b) In the case of Profit and Loss, of the Profit of the Company for the year ended on that date.

c) In the case of cash flow statement of the cash flows for the year ended on that date.

As required by the Companies (Auditor's Report) Order, 2003 as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of subsection (4A) of Section 227 of the Companies Act, 1956, and on the basis of such checks of the books and records of the Company as considered appropriate and according to the information and explanations given to us, we further report that:

1. a) The Company has maintained proper records showing full particulars, including quantitative details and situation

of Fixed Assets.

b) Fixed Assets have been physically verified by the Management at reasonable intervals. The discrepancies noticed on such physical verification were not material.

c) During the year, the Company has not disposed off substantial part of the fixed assets.

2. a) The Inventory of the Company at all its locations has been physically verified by the management at reasonable

intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of the inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination of records of inventory and according to the information and explanations given to us, in our opinion, the company is maintaining proper record of inventory. The discrepancies noticed on such physical verification of inventory as compared to the books of records were not material.

3. According to the information and explanations given to us, the Company has neither granted nor taken any loan, secured or unsecured to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and nature of its business with regard to purchase of inventory, fixed assets and for the sale of goods. During the course of our audit we have neither come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control system.

5. In our opinion and according to the information and explanations given to us, there are no transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the clause 4 (v) (b) of the order is not applicable.

6. The Company has not accepted any fresh deposit from the public during the year.

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 Company has not been required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9. a) 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 the statutory dues including Provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues as applicable with appropriate authorities and no undisputed amount payable in respect of above were in arrears as at 31st March, 2012 for a period of more than six months from the date they became payable.

b) According to the information and explanations given to us, there are no dues relating to income tax, sale tax, wealth tax, service tax, custom duty, excise duty and cess as at 31st March, 2012 which have not been deposited on account of any dispute.

10. The Company has no accumulated losses as at 31st March, 2012 and has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

11. According to the information and explanations given to us and the records of the Company examined by us, the Company has not defaulted in repayment of dues to a financial institution or bank.

12. According to the information and explanations given to us, the Company has not granted loans and advances on the basis of security 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/benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the order are not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions during the year.

16. According to the information and explanations given to us the term loan were used for the purpose it has been taken.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we report that no funds raised on short-term basis have been used for long- term investment and vice versa.

18. The Company has not made preferential allotment of shares to 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 though public issue during the year.

21. During the course of our examination of books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.

For SHWETANK JOSHI & CO. Chartered Accountants

Place : New Delhi SHWETANK JOSHI

Date : 24.05.2012 (Proprietor)

Membership No : 52238 FRN 315093E


Mar 31, 2010

We have audited the annexed Balance Sheet of M/s Arcotech Limited, New Delhi as on 31st March 2010 together with the relative 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 the 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

We report that:

i) 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.

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

iii) The Balance Sheet, Profit & Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of accounts of the Company.

iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in the Section 211(3C) of the Companies Act, 1956.

v) On the basis of written representation received from the Directors and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 March 2010, from being appointed as Director under clause (g) of sub-section (1) of Section 274 of the Companies Act 1956.

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes thereon appearing in Schedule of significant Accounting Policies and Notes of Accounts give the information required by the companies act, 1956, in the manner so required and give true and fair view in conformity with the accounting principle generally accepted in India.

a) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2010 and

b) In the case of Profit and Loss account, of the Profit of the Company for the year ended on that date.

c) In the case of cash flow statement of the cash flows for the year ended on that date.

As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of subsection (4A) of Section 227 of the Companies Act, 1956, and on the basis of such checks of the books and records of the Company as considered appropriate and according to the information and explanations given to us, we further report that:

1. a) The Company has maintained proper records showing full particulars, including quantitative details and

situation of Fixed Assets.

b) Fixed Assets have been physically verified by the Management at reasonable intervals. The discrepancies noticed on such physical verification were not material.

c) During the year, the Company has not disposed off substantial part of the fixed assets.

2. a) The Inventory of the Company at all its locations has been physically verified by the management at reasonable

intervals.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of the inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination for records of inventory and according to the information and explanations given to us, in our opinion, the company is maintaining proper record of inventory. The discrepancies noticed on such physical verification of inventory as compared to the books of records were not material.

3. According to the information and explanations given to us, the Company has neither granted nor taken any loan, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and nature of its business with regard to purchase of inventory, fixed assets and for the sale of goods. During the course of our audit we have neither come across nor have been informed of any continuing failure to correct major weakness in the aforesaid internal control system.

5. In our opinion and according to the information and explanations given to us, there are no transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the clause 4 (v) (b) of the order is not applicable.

6. The Company has not accepted any fresh deposit from the public during the year.

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 Company has not been required to maintain cost records under Section 209 (1) (d) of the Companies Act, 1956.

9. a) 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 the statutory dues including Provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues as applicable with appropriate authorities and no undisputed amount payable in respect of above were in arrears as at 31st March, 2010 for a period of more than six months from the date they became payable.

b) According to the information and explanations given to us there are no dues relating to income tax, sale tax, wealth tax, custom duty, excise duty and cess as at 31st March, 2010 which have not been deposited on account of any dispute.

10. The Company has no accumulated losses as at 31.03.2010 and has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

11. According to the information and explanations given to us and the records of the Company examined by us, the Company has not defaulted in repayment of dues to a financial institution or bank.

12. According to the information and explanations given to us, the Company has not granted loans and advances on the basis of security 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/benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the order are not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions during the year.

16. According to the information and explanations given to us the term loan taken during the year were used for the purpose it has been taken.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we report that no funds raised on short-term basis have been used for long- term investment and vice versa.

18. The Company has not made preferential allotment of shares to parties and companies covered in the register maintained in the Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures in the year.

20. The Company has not raised any money though public issue during the year.

21. During the course of our examination of books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.

For SHWETANK JOSHI & CO.

Chartered Accountants

Place : New Delhi SHWETANK JOSHI

Date : 25.05.2010 (Proprietor)

Membership No : 52238

 
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