Auditor Report of Disha Resources Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of ARIHANT AVENUES AND CREDIT LIMITED which comprise the Balance Sheet as at March 31, 2015, and the Statement of Profit and Loss and for the year then ended, and a summary of significant accounting policies and other explanatory information.

The company's 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 principles generally accepted in India, including the Accountant Standards referred to in section 133 of the Companies Act, 2013 ("the Act") read with rule 7 of the Companies Accounts Rules 2014. This responsibility 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 judgements and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial control that we are operating effectively for ensuring the accuracy and completeness of 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.

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

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

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 31,2015;

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

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

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 paragraphs 3 and 4 of the Order.

2. As required by section 143(3)ofthe 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 financial statements comply with the Accounting Standards referred to in section 133 of the Companies Act, 2013 read with rule 7 of Companies Accounts Rules 2014

e) on the basis of written representations received from the directors as on March 31, 2015, and 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 Companies Act, 2013.

f) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit & Auditors) Rules 2014, in our opinion and to the best of our information and according to explanations given to us by the management, the requirements of the same are duly complied with as under:

1. The company has disclosed the impact of pending litigations on its financial position in its financial statements

2. In our opinion and as per the information and explanation given to us, the company has not entered into any long term contracts including derivative contracts, requiring provision under applicable laws or accounting standards, formaterial foreseeable losses, and

3. There has not been an occasion in case of the company during the year under the report to transfer any sums to the Investor Education and Protection Fund, hence the question of delay in transferring such sums does not arise.

ANNNEXURE TO THE AUDITORS' REPORT

The Annexure referred to in our report to the members of the above company for the year Ended on 31/03/2015. We report that:

S. No. Particulars Auditors Remark

(i) (a) whether the company is maintaining Not applicable as proper records showing full no fixed assets particulars, including quantitative details and situation of fixed assets;

(b) whether these fixed assets have Not applicable been physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of account;

(ii)(a) whether physical verification of yes inventory has been conducted at reasonable intervals by the management;

(b) are the procedures of physical Yes, they are verification of inventory followed reasonable and by the management reasonable and adequate adequate in relation to the size of the company and the nature of its business. If not, the inadequacies in such procedures should be reported;

(c) whether the company is maintaining Yes, no material proper records of inventory and discrepancies whether any material discrepancies were noticed were noticed on physical verification and if so, whether the same have been properly dealt with in the books of account;

(iii) whether the company has granted any No loans given to loans, secured or unsecured to parties covered companies, firms or other parties in the register covered in the register maintained maintained under under section 189 of the Companies section 189 Act. If so,

(a) whether receipt of the principal Not Applicable amount and interest arc also regular; and

(b) if overdue amount is more than rupees Not Applicable one lakh, whether reasonable steps have been taken by the company for recovery of the principal and interest;

(iv) is there an adequate internal control yes no system commensurate with the size of continuing failure the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. Whether there is a continuing failure to correct major weaknesses in internal control system.

(v) in case the company has accepted Not applicable as deposits, whether the directives no fixed assets issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under, where applicable, have been complied with? II not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?

(vi) where maintenance of cost records has Not applicable been specified by the Central Government under sub-section (1) of section 148 of the Companies Act, whether such accounts and records have been made and maintained;

(vii)(a) is the company regular in depositing The company is undisputed statutory dues including regular provident fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated by the auditor.

(b) in case dues of income tax or sales No such dues tax or wealth tax or service tax or Pending duty of customs or duty of excise or value added tax or cess have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).

(c) whether the amount required to be Not applicable transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder has been transferred to such fund within time.

(viii) whether in case of a company which No accumulated has been registered for a period not losses less than five years, its accumulated losses at the end of the financial year are not less than fifty per cent of its net worth and whether it has incurred cash losses in such financial year and in the immediately preceding financial year;

(ix) whether the company has defaulted in No Such default repayment of dues to a financial institution or bank or debenture holders? If yes, the period and amount of default to be reported;

(x) whether the company has given any No such guarantee guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the company;

(xi) whether term loans were applied for Not applicable the purpose for which the loans were obtained;

(xii) whether any fraud on or by the No such instance company has been noticed or reported during the year; If yes, the nature and the amount involved is to be indicated.

Place : Ahmedabad V. K Moondra & Co. Date : 28/05/2015 CHARTERED ACCOUNTANTS FRN : 106563W

PROPRIETOR

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Mar 31, 2014

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

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 their audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

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 Profit and Loss Account, of the profit for the year ended on that date; and

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

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

2. As required by section 227(3) of the Act, we report that:

a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

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

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

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

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

g) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of Arihant Avenues & Credit Limited on the accounts of the company for the year ended 31St March, 2014.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

1. This clause of the order is not applicable to the company since no Fixed Assets exist during the year

2. (a) As explained to us, inventories have been physically verified during the year 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 the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has granted loans, secured or unsecured, to two companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 115.33 lacs. The yearend balance was Rs.52.79 lacs.

(b) The rate of interest and other terms and conditions of the loans given by the company are not prima facie prejudicial to the interest of the company.

(c) The receipt of principal amount and interest are regular.

(d) There are no advances with overdue amount exceeding Rs. 1.00 lacs.

(e) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not taken any loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5. a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, there are no such contracts or arrangements referred to in section 301, hence this clause is not applicable.

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7. As per information & explanations given by the management, the Company has an internal audit system commensurate with its size and the nature of its business.

8. As per information & explanation given by the management, regulations of maintenance of cost records as prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act are not applicable to the company.

9. (a) 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, Service Tax, Custom Duty, Excise Duty, cess to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 315t of March, 2014 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 is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

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

11. Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

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. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to information and explanations given to us, the Company is trading in Shares, Mutual funds & other Investments. Proper records & timely entries have been maintained in this regard & further investments specified are held in their own name.

15. According to the information and explanations given to us, the Company has not given any guarantees for loan taken by others from a bank or financial institution.

16. Based on our audit procedures and on the information given by the management, we report that the company has not raised any term loans during the year.

17. Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31s1 March, 2014, we report that no funds raised on short-term basis have been used for long-term investment by the Company.

18. Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has not made any preferential allotment of shares during the year.

19. The Company has no outstanding debentures during the period under audit.

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

21. Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

For V. K. MOONDRA & CO, CHARTERED ACCOUNTANTS FRN : 106563W

(PROPIETOR)

Place: Ahmedabad

Date : 17/05/2014

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Mar 31, 2012

We have audited the attached Balance sheet of Arihant Avenue & Credit Ltd. as at 31st March 2012 and also the profit and loss Account and cash flow Statement of the company for the year ended on the date annexed hereto. These financial statements are the responsibility of the Company's managements. Our responsibility is to express an opinion on these financial statements based on our audit.

We have 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 weather 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 over all financial statement presentation. We belive that our audit provide a reasonable basis for our opinion.

As required by the Companies (Audit Report) Order2003 (after incorporating the amendments made by the Companies (Audit Report)(Amendment) Order2004 dated25th November 2004). issued by the central governament of India in terms of section 227(4A) of the Companies Act. 1956. We enclose in the Annexure a statement on the matter specified in paragraph 4 and5 of the said order.

Further to our comments in the Annexure referred to in paragraph 1 about .We report that:

a)We have obtained all the information and explanation which to the best of our knowledge and belief were necessary for the propose of our audit.

b)In our opinion proper books of accounts as required by law have been kept by the company so far as appears from our examinations of such books.

c)The balance sheet and profit and loss accounts dealt with by the report are in agreement with the books of the company.

d)In our opinion the profit and loss account and the balance sheet comply with the mandatory accounting standards referred to in section 211(3c) of the companies Act 1956. to the extent applicable.

e)According to the information and explanation given to us . in relation to the affairs of the company none of the directors are disqualified from being appointed as directors under section 274(1)(g) of the companies Act 1965.

f)In our opinion and to the best of our information and according to the explanation given to us the accounts. Subject to notes and schedules there to gives the information required by companies Act 1956. in the manner as required and presents true and fair view.

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

ii)In the case of the profit and loss account of the profit of the company for the year ended on the date.

iii)In the case of cash Flow Statement of the company for the year ended on that date. Annexure to the Auditor's report

Reg-. Arihant Avenues & Credit lid.

As referred to in paragraph I of our Report even date:

i. This clause of the order is not applicable to the company since no Fixed Assets exist during the year.

ii. (a) The Company has traded in shares & securities and question of physical verification doesn't arise.

(b)On the basis of our examination of the records of inventory, we are of the opinion the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material. company don't have any inventory of physical goods except shares.

(c) On the basis of our examination of the records of inventory. We are of the opinion that the company is maintaining proper records of inventory.

iii. (a) As informed The Company has granted loan to two parties covered in the register maintained under section 301 of the companies Act, 1956. The maximum amount involved during the year is Rs 170.89 Lacs and the year end balance was Rs. 170.89 lacs

As informed The company has not taken any loans from party covered in the register maintained under section 301 of the companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us. the rate of interest and other terms and conditions for such loan given by the company, are not prima tacie prejudicial to the interest of the company.

(c) In respect of loan given, repayment of the principal amount is as stipulated and payment of interest has been regular.

(d) There is no overdue amount of loan given to companies, firms or other parties listed 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 system commensurate with the size of the company and the nature ot its business with regard to purchases of inventory, fixed assets and with regard to the sale ot goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

v (a) According to the information and explanations given to us, we are of the opinion that there are no contracts or arrangements, that need to be entered into the register maintained under section 301 of the companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us there are no transactions made in pursuance of contracts or arrangement entered in the register maintained under section 301 of the companies Act, 1956 and exceeding the value of Rs.5.00 lac in respect of any party during the year. Except loans made.

vi The Company has not accepted any deposit from the public within the meaning of section 58A and 58AA or any other relevant provisions of the companies Act I956,and the rules framed there under.

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

viii. The regulation for maintaining cost records under section 209 ( 1)(d) of the companies Act 1956. is not applicable to the company.

ix. (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund. Investor Education and Protection and. Employees Slate Insurance, (income Tax. Sales Tax, Wealth Tax. Service Tax. Custom Duty. Excise-Duty. Access and other statutory dues applicable to it.

(b) According to the information and explanations given to us. there are no disputed amounts in respect of income tax. custom duty, wealth tax. service tax. Access, and other statutory dues.

x. The Company does not have any accumulated losses, neither the company has incurred any cash losses during the financial year covered by our audit, not in the immediately preceding financial year.

xi. On the basis of the records examined by us and the information and explanations given to us the company does not have any dues payable to Financial Institution, Banks and debenture holders.

xii. The company has not granted loans and advance on the basis of security by way of pledge of shares, debentures and other securities.

xiii. This Clause of the order is not applicable to the company as the company is not a Chit fund company or a Nidhi / Mutual Benefit fund/Societies.

xiv. In respect of the Share. Securities. Debentures and other Investments in which the company has invested / traded, the Company has maintained proper records of all the transaction and contracts, and timely entries have been made for such transactions. Further all such securities have been held by the company in its own name, except to the extent of the exemption granted under section 49 of the Act.

xv. According to the information and explanation given to us, and the representation made by the management the company has not given any guarantee for loans taken by others from any bank or financial Institution.

xvi. This Clause of the order is not applicable to the company as the'company has not taken any Term Loan.

xvii. According to the information and explanations given to us on overall basis, fund raised on short term basis have, prime lacic. not been used during the year for long term investment.

xviii. 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.l956.

xix. There are no debentures issued and outstanding during the year.

xx. The company has not raised money by public issue during the year.

xxi. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.



Place: Ahmedabad For. V.K. Moondra & Co

Date: 08/06/2012 Chartered Accountant

[Proprietor]

FRN:I06563W

---

Mar 31, 2011

We have audited the attached Balance Sheet of Arihant Avenues & Credit Ltd. as at 31st March, 2011 and also the Profit and Loss Account and Cash Flow Statement of the Company for the year ended on the date annexed hereto. These financial statements are the responsibility of the Company's managements. Our responsibility is to express an opinion on these financial statements based on our audit.

We have 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 statement. 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 provide a reasonable basis for our opinion.

As required by the Companies (Auditors Report) Order 2003 (after incorporating the amendments made by the Companies (Auditor's Report) (Amendment) Order, 2004 dated 25th November, 2004), 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.

Further to our comments in the Annexure referred to in paragraph 1 above. We report that:

a) We have obtained all the information and explanation 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 appears from our examination of such books.

c) The Balance sheet and Profit and Loss Account dealt with by the report are in agreement with the books of the company.

d) In our opinion the profit and loss account and the Balance Sheet, comply with the mandatory accounting standards referred to in section 211(3c) of the companies Act, 1956, to the extent applicable.

e) According to the information and explanations given to us, in relation to the affairs of the company, none of the directors are disqualified from being appointed as directors under section 274(1)(g) 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 accounts, subject to notes and Schedules there to gives the information required by companies Act 1956 in the manner as required and presents true and fair view.

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

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

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

Annexure to the Auditor's Report Reg: Arihant Avenues & Credit Ltd.

As referred to in paragraph 1 of our Report of even date:

i. This clause of the order is not applicable to the company since no Fixed Assets exist during the year.

ii. (a) The Company has traded in shares & securities and question of physical verification doesn't arise.

(b) On the basis of our examination of the records of inventory, we are of the opinion the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material. company don't have any inventory of physical goods except shares.

(c) On the basis of our examination of the records of inventory. We are of the opinion that the company is maintaining proper records of inventory.

iii. (a) As informed The Company has granted loan to one partied covered in the register maintained under section 301 of the companies Act, 1956. The maximum amount involved during the year is Rs. 108.1 Lacs and the year end balance was Rs.108.1 lacs.

As informed The company has not taken any loans from party covered in the register maintained under section 301 of the companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loan given by the company, are not prima facie prejudicial to the interest of the company.

(c) In respect of loan given, repayment of the principal amount is as stipulated and payment of interest has been regular.

(d) There is no overdue amount of loan given to companies, firms or other parties listed 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 system commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

v. (a) According to the information and explanations given to us, we are of the opinion that there are no contracts or arrangements, that need to be entered into the register maintained under section 301of the companies Act, 1956.

xv. According to the information and explanation given to us, and the representation made by the management the company has not given any guarantee for loans taken by others from any bank or financial Institution.

xvi. This Clause of the order is not applicable to the company as the company has not taken any Term Loan.

xvii. According to the information and explanations given to us on overall basis, fund raised on short term basis have, prime facie, not been used during the year for long term investment.

xviii. 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.

xix. There are no debentures issued and outstanding during the year.

xx. The company has not raised money by public issue during the year.

xxi. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For V.K.MOONDRA & CO., CHARTERED ACCOUNTANTS Place : Ahmedabad

Date : 27-07-2011

(V.K.MOONDRA) PROPRIETOR M.SHIP NO.400/70731 FRN : 106563W

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Mar 31, 2010

We have audited the attached Balance Sheet of Arihant Avenge & Credit Ltd. as at 31st March, 2010 and also the Profit and Loss Account and Cash Flow Statement of the Company for the year ended on the date annexed hereto. These financial statements are the responsibility of the Companys managements. Our responsibility is to express an opinion on these financial statements based on our audit.

We have 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 statement. 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 provide a reasonable basis for our opinion.

As required by the Companies (Auditors Report) Order 2003 (after incorporating the amendments made by the Companies (Auditors Report) (Amendment) Order,2004. dated 25th November,2004), issued by the Central Government of India; in terms of section 227 (4A) of the Companies Act, 1956,vve enclose in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said order.

Further to our comments in the Annexure referred to in paragraph 1 above. We report that:

a) We have obtained all the information and explanation 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 appears from our examination of such books.

c) The Balance sheet and Profit and Loss Account dealt with by the report are in agreement with the books of the company.

d) In our opinion the profit and loss account and the Balance Sheet, comply with the mandatory accounting standards referred to in section 211(3c) of the companies Act, 1956, to the extent applicable.

c) According to the information and explanations given to us, in relation to the affairs of the company, none of the directors are disqualified from being appointed as directors under section 274(1 )(g) 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 accounts, subject to notes and Schedules there to gives the information required by companies Act 1956 in the manner as required and presents true and fair view.

i) In the ease of the Balance sheet of the state of affairs of the company as at 31st March 2010 and

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

iii) In the case of Cash Flow Statement of the Company for the year ended on that Date.

As referred to in paragraph 1 of our Report of even date:

i. This clause of the order is not applicable to the company since no Fixed Assets exist during the year.

ii. (a) The Company has traded in shares & securities and question of physical verification doesnt arise.

(b) On the basis of our examination of the records of inventory, we are of the opinion the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material. ¦ company dont have any inventory of physical goods except shares.

(c) On the basis of our examination of the records of inventory. We are of the opinion that the company is maintaining proper records of inventory.

iii. (a) The Company has granted loan to three parties covered in the register maintained under section 301 of the companies Act, 1956.The maximum amount involved during the year was Rs. 129.60 Lacs & year end balance is Rs. 105.00 lacs.

As informed The company has not taken any loans from party covered in the register maintained under section 301 of the companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loan given by the company, are not prima facie prejudicial to the interest of the company.

(c) In respect of loan given, repayment of the principal amount is as stipulated and payment of interest has been regular.

(d) There is no overdue amount of loan given to companies, firms or other parties listed 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 system commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

v. (a) According to the information and explanations given to us, we are of the opinion that there are no contracts or arrangements, that need to be entered into the register maintained under section 301 of the companies Act, 1956.

(b) In our opinion and according to the information and explanations given to us there are no transactions made in pursuance of contracts or arrangement entered in the register maintained under section 301 of the companies Act, 1956 and exceeding the value of Rs.5.00 lac in respect of any party during the year. Except loans made.

vi The Company has not accepted any deposit from the public within the meaning of section 58A and 58 AA or any other relevant provisions of the companies Act 1956,and the rules framed there under.

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

viii. The regulation for maintaining cost records under section 209(1 )(d) of the companies Act 1956, is not applicable to the company.

ix. (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor



FOR V K MOONDRA & CO.

CHARTERED ACCOUNTANTS Place: Ahmedabad .

Date : 17/06/2010 [Proprietor]

[M.ship No.. 70431]