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Auditor Report of Autoriders Finance Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of AUTORIDERS FINANCE LIMITED, which comprises Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss Account for the year ended 31st March 2015 and a summary of significant accounting policies and other explanatory information.

Managements' 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 presentation of these financial statements that give a true and fair view of the financial position and financial performance in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent ; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of 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 there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143 (10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material 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 financial control relevant to the Company's preparation of the financial statements that five 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 adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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 qualified audit opinion.

Basis for Qualified Opinion

The company has written back a sum of Rs. 527.04 lacs (Net) of old balances of creditors/loans due to group companies to General Reserve Account as determined to be no longer payable as certified by the Board of Directors.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matters described in the Basis for Qualified Opinion paragraph, 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 31st March, 2015

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

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

Emphasis of Matter

As referred in Note No. 17 and 18 of Notes forming part of the Financial Statements, the company has written back a sum of Rs. 6904.58 lacs being gain on settlement of its liability in the form of Debentures with Interest accrued thereon issued to Unit Trust of India (UTI) in pursuance to One Time Settlement (OTS) reached with UTI and a sum of Rs. 3451.11 lacs being gain on settlement of its Cash Credit and other Term Loan Liabilities to Union Bank Of India (UBI) and other consortium banks in pursuance of OTS reached with the said banks in earlier years, respectively to General Reserve Account during the year.

Report on Other Legal and Regulatory Requirements

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

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

a. We have obtained all the information and explanations which to the best our knowledge and belief were necessary for the purpose of 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 those books.

c. The Balance Sheet, Statement of Profit and Loss and other notes thereon dealt with by this Report are in agreement with the books of accounts.

d. In our opinion, the Balance Sheet and Statement of Profit and Loss comply with the accounting standards referred to in the Section 133 of the Companies Act, 2013 and read with Rule No. 7 of the Companies Accounting Rules, 2014.

e. On the basis of 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 Act.

f. There are no other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014.

ANNEXURE TO THE AUDITORS' REPORT

1] The company is not having any fixed assets and accordingly comments on its verification and maintenance of its records is not dealt with.

2] As the company being a service company it does not have any inventories and relevant clauses are not applicable and hence not dealt with.

3] The company has not granted any loans, secured or unsecured, to Companies, firms and other parties listed in the register maintained under Section 189 of the Companies Act, 1956.

3] As the company has not carried out any activity during the year the comments on Internal controls are not dealt with.

4] The company has not accepted any deposits from the public within the meaning of provisions of sections 73 to 76 and rules framed there under.

5] Maintenance of cost records under section 148 (1) of the Act are not applicable to the company.

6] As company has not carried out any activity during the year, it has no liability on account of statutory dues during the year

7] The company has incurred cash loss during the year. The accumulates losses of the company are more than fifty per cent of its net worth.

8] The company has defaulted in repayment of dues to a financial institution and bank or debenture holders in the past and accounted for gains on settlements as per One Time Settlement as referred to in Note No. 17 and 18 of Note on Accounts. There are No outstanding in respect of such loans at the year end.

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

10] The company has not raised any amounts through Term Loans during the year.

11] To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company on or by the Company was noticed or reported during the year.

For SETH DOCTOR & ASSOCIATES Chartered Accountants (Firm Regn No. 124822W)

MUMBAI. PARESH S. DOCTOR Date : 30th May, 2015. Proprietor Membership No. 36056


Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

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 Standards notified under the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' 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 the 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 the 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 Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the 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 qualified audit opinion.

Basis for Qualified Opinion

a) As stated in Note No. 16 of Notes forming part of financial statements, preparation of the accounts of the Company on the assumption that the Company is "not a going concern".

b) As stated in Note No. 17 of Notes forming part of financial statements In respect of debentures issued to UTI, the application was filed by the Administrator of the Specified Undertaking of UTI and UTI Trustee Co Pvt Ltd, successors in interest of the erstwhile UTI had filed an application in Debts Recovery Tribunal (DRT) at Mumbai for recovery of Rs. 10598.02 lacs which includes Rs. 4150.00 lacs towards principal outstanding alongwith further interest thereon @ 18% p.a. from 21 September 2002, till payment and / or realisation and for enforcement of securities and appointment of receiver, commissioner and other reliefs, more particularly set out in the said application. On 15 April 2005 the Hon.P.O. has partially allowed the said application and has authorised to issue Recovery Certificate is issued for a total amount of Rs. 10389.17 lacs with future interest @ 12% p.a with quarterly rests from the date of the application till realisation of the amount. The company is in negotiation with both the aforesaid entities for a One Time Settlement (OTS) and as a part of proposal Rs. 3 crore has been paid.

However, the Company has not provided for:

i) The overdue and penal interest claimed by the UTI amounting to Rs. 2734.15 lacs upto 21 September 2002; and

ii) Interest and other claims, if any, from 21 September 2002 onwards.

c) As stated in Note No. 18 of Notes forming part of financial statements, not giving effects in the books of accounts of the onetime settlement with consortium banks and handing over of the property to them.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, 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 31 March, 2014;

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

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

Report on Other Legal and Regulatory Requirements

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

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

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

(b) Except for the effects of matters described in the Basis for Qualified Opinion paragraph, in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

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

(d) Except for the effects of matters described in the Basis for Qualified Opinion paragraph, in our opinion, the Balance Sheet, Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013;

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

ANNEXURE TO THE INDEPENDENT AUDITOR''S REPORT

(Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

i) According to the information and explanations given to us, the Company has, during the year, neither granted any loans nor taken any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) of the Order are not applicable.

ii) (a) According to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section; and

(b) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of such contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of Rs. 500,000/- .

iii) The Company has not accepted any deposits from the public.

iv) In the absence of any activity, the Company does not have internal audit system during the year under review.

v) (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 undisputed statutory dues including Investor Education & Provident Fund, Income Tax, Wealth tax, cess and other material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanation given to us and the records of the Company examined by us, there are no undisputed dues outstanding in respect statutory dues which were due for more than six months from the date they become payable.

vi) As at the balance sheet date, the accumulated losses of the Company exceed fifty percent of its net worth within the meaning of Section 2(29A) of the Companies Act, 1956. The Company has incurred cash losses in the financial year under report and in the immediately preceding financial year.

vii) The Company has defaulted in repayment of its dues to debenture holders and bank as stated in Note No. 17 and Note No. 18 to Notes Forming the part of the Financial Statements.

viii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of securities by way of pledge of shares, debentures and other securities.

ix) In our opinion, the provisions of any special Statute applicable to Chit Fund, Nidhi or Mutual Benefits Fund/Societies are not applicable to the Company.

x) The Company is not dealing or trading in shares, securities, debentures or other investments and hence requirements of Para 4 (xiv) are not applicable to the Company.

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

xii) The Company has not raised any term loan during the year.

xiii) The Company has not raised any funds during the year on short-term basis and hence question of use of such funds for long-term investment does not arise.

xiv) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained U/s 301 of the Companies Act, 1956.

xv) The Company has not issued any debentures and hence, question of creating security or charge in respect thereof does not arise.

xvi) The Company has not raised any money by public issues during the year.

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

xviii) In view of the accounts being prepared on assumption that the Company is "not a going concern" and in the absence of the any activity, in our opinion, other matters specified in Paragraph 4 of the Order are not applicable to the Company.

For S. V. DOSHI & CO. Chartered Accountants Firm Reg. No.: 102752W

MUMBAI. Date : 30th May, 2014. Partner Membership No.: 35037 Firm Reg. No.: 102752W


Mar 31, 2013

Report on the Financial Statements

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

Management''s Responsibility for the Financial Statements

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 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.

Auditors'' 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 the 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 the 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 the 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 qualified audit opinion.

Basis for Qualified Opinion

a) As stated in Note No.16 of Notes forming part of financial statements In respect of debentures issued to UTI, the application was filed by the Administrator of the Specified Undertaking of UTI and UTI Trustee Co Pvt Ltd, successors in interest of the erstwhile UTI had filed an application in Debts Recovery Tribunal (DRT) at Mumbai for recovery of Rs. 10598.02 lacs which includes Z 4150.00 lacs towards principal outstanding along with further interest thereon @ 18% p.a. from 21 September 2002, till payment and / or realization and for enforcement of securities and appointment of receiver, commissioner and other reliefs, more particularly set out in the said application. On 15 April 2005 the Hon.P.O. has partially allowed the said application and has authorized to issue Recovery Certificate is issued for a total amount of % 10389.17 lacs with future interest @ 12% p.a with quarterly rests from the date of the application till realization of the amount. However, the Company has not provided for:

i) The overdue and penal interest claimed by the UTI amounting to Rs. 2734.15 lacs up to 21 September 2002; and

ii) Interest and other claims, if any, from 21 September 2002 onwards. and no. settlement has been arrived at till date.

b) As stated in Note No. 17 of Notes forming part of financial statements, not giving effects in the books of accounts of the onetime settlement with consortium banks and handing over of the property to them.

c) As stated in Note No. 18 of Notes forming part of financial statements, preparation of the accounts of the Company on the assumption that the Company is "not a going concern".

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, 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 31 March, 2013;

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

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

Report on Other Legal and Regulatory Requirements

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

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

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

(b) Except for the effects of matters described in the Basis for Qualified Opinion paragraph, in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

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

(d) Except for the effects of matters described in the Basis for Qualified Opinion paragraph, in our opinion, the Balance Sheet, Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act;

(e) On the basis of the written representations received from the directors as on 31 March, 2013 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2013 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

(Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

i) According to the information and explanations given to us, the Company has, during the year, neither granted any loans nor taken any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) of the Order are not applicable.

ii) (a) According to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section; and (b) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of such contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of Rs. 500,000/- .

iii) The Company has not accepted any deposits from the public. ;

iv) In the absence of any activity, the Company does not have internal audit system during the year under review:

v) (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 undisputed statutory dues including Investor Education & Provident Fund, Income Tax, Wealth tax, cess and other material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanation given to us and the records of the Company examined by us, there are no undisputed dues outstanding in respect statutory dues which were due for more than six months from the date they become payable.

vi) /4s at the balance sheet date, the accumulated losses of the Company exceed fifty percent of its net worth within the meaning of Section 2(29A) of the Companies Act, 1956. The Company has incurred cash losses in the financial year under report and in the immediately preceding financial year.

vii) The Company has defaulted in repayment of its dues to bank and debenture holders as stated in Note No. 16 and Note No. 17 to Notes Forming the part of the Financial Statements.

viii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of securities by way of pledge of shares, debentures and other securities. .

ix) In our opinion, the provisions of any special Statute applicable to Chit Fund, Nidhi or Mutual Benefits Fund/Societies are not applicable to the Company.

x) The Company is not dealing or trading in shares, securities, debentures or other investments and hence requirements of Para 4 (xiv) are not applicable to the Company.

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

xii) The Company has not raised any term loan during the year.

xiii) The Company has not raised any funds during the year on short-term basis and hence question of use of such funds for long-term investment does not arise.

xiv) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained U/s 301 of the Companies Act, 1956.

xv) The company has not issued any debentures and hence, question of creating security or charge in : : fleer of does not arise.

xvi) company has not raised any money by public issues during the year.

xvii) on the audit procedures performed and according to the information and explanations giver, tacks, no fraud on or by the Company has been noticed or reported during the year.

xviii) In view of the accounts being prepared on assumption that the Company is "not a going concern" and in the absence of the any activity, in our opinion, other matters specified in Paragraph 4 of the Order are not applicable to the Company.

For S. V. DOSHI & CO.

Chartered Accountants

Firm Reg. No,: 102752W

MUMBAI.

Date : 30th May, 2013. Partner

Membership No.: 35037

Firm Reg. No.: 102752W


Mar 31, 2012

1. We have audited the attached balance sheet of Autoriders Finance Limited as at 31st March, 2012, the statement of profit and loss account and also the 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.

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

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we enclose in the Annexure a statement on the matters specified in paragraphs 4 & 5 of the said order.

4. Attention is invited to :

a) Note No. 16 regarding preparation of the accounts of the Company on the assumption that the Company is "not a going concern".

b) Note No. 17 regarding application filed by the Administrator of the Specified Undertaking of UTI and UTI Trustee Co. Pvt. Ltd. successors in interest of the erstwhile UTI, in Debts Recovery Tribunal (DRT) at Mumbai for a recovery of Rs. 10598.02 lacs towards outstanding principal amount, interest at the applicable coupon rate, overdue interest and penal interest upto 21st September, 2002. Amount payable, if any, from 21st September, 2002 onward has not been ascertained nor provided for. On 15th April, 2005 the Hon'ble P. O. has partially allowed the said application and accordingly Recovery Certificate is issued for a total amount of Rs. 10389.17 lacs with future interest @ 12% p. a. with quarterly rests from the date of application till realization of the amount.

However, the Company has not provided for:

i) The overdue and penal interest claimed by the Unit Trust of India amounting to Rs. 2734.15 lacs upto 21st September, 2002; and

ii) Interest and other claims, if any, from 21 September, 2002 onwards.

c) Note No. 18 regarding not giving effects in the books of accounts of the one time settlement with consortium banks and handing over of the property to them.

5. Subject to the above and further to our comments in the Annexure referred to above, we report that :

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

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

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

d) in our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 212 from being appointed as director of the Company in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

f) in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) in the case of the balance sheet, of the state of affairs of the Company as at 31st March, 212;

ii) in the case of the profit and loss account, of the loss for the year ended on that date; and

iii) in the case of the cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT

Statement referred to in paragraph 3 of our report of even date on the accounts of Autoriders Finance Limited for the year ended on 31st March, 2012.

(i) (1) According to the information and explanations given to us, the Company has, during the year, not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) (a), (b), (c) and (d) of the Order are not applicable.

(2) According to the information and explanations given to us, the Company has, during the year, not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) (e), (f) and (g) of the Order are not applicable.

(ii) (1) According to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section; and

(2) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of such contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of Rs. 500,000/-.

(iii) The Company has not accepted any deposits from the public.

(iv) In the absence of any activity, the Company does not have internal audit system during the year under review.

(v) (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 undisputed statutory dues including Investor Education & Protection Fund, Income Tax, Wealth tax, cess and other material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanation given to us and the records of the Company examined by us, there are no undisputed dues outstanding in respect statutory dues which were due for more than six months from the date they become payable.

(vi) As at the balance sheet date, the accumulated losses of the Company exceed fifty percent of its net worth within the meaning of Section 2(29A) of the Companies Act, 1956. The Company has incurred cash losses in the financial year under report and in the immediately preceding financial year.

(vii) The Company has defaulted in repayment of its dues to bank and debenture holders as stated in para 4 above.

(viii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of securities by way of pledge of shares, debentures and other securities.

(ix) In our opinion, the provisions of any special Statute applicable to Chit Fund, Nidhi or Mutual Benefits Fund/Societies are not applicable to the Company.

(x) The Company is not dealing or trading in shares, securities, debentures or other investments and hence requirements of Para 4 (xiv) are not applicable to the Company.

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

(xii) The Company has not raised any term loan during the year.

(xiii) The Company has not raised any funds during the year on short-term basis and hence question of use of such funds for long-term investment does not arise.

(xiv) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained U/s 301 of the Companies Act, 1956.

(xv) The Company has not issued any debentures and hence, question of creating security or charge in respect thereof does not arise.

(xvi) The Company has not raised any money by public issues during the year.

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

(xviii) In view of the accounts being prepared on assumption that the Company is "not a going concern" and in the absence of the any activity, in our opinion, other matters specified in Paragraph 4 of the Order are not applicable to the Company.



For S. V. DOSHI & CO. Chartered Accountants

SUNIL DOSHI Partner Membership No.: 35037 Firm Reg. No.: 102752W

MUMBAI. Date : 30th May, 2012.


Mar 31, 2010

1. We have audited the attached balance sheet of Autoriders Finance Limited as at 31st March, 2010, the profit and loss account and also the 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.

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

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 and on the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we enclose in the Annexure a statement on the matters specified in paragraphs 4 & 5 of the said order.

4. Attention is invited to :

a) Note No. 2 of Schedule 10 regarding preparation of the accounts of the Company on the assumption that the Company is "not a going concern".

b) Note No. 3 of Schedule 10 regarding application filed by the Administrator of the Specified Undertaking of UTI and UTI Trustee Co. Pvt. Ltd. successors in interest of the erstwhile UTI, in Debts Recovery Tribunal (DRT) at Mumbai for a recovery of Rs. 10598.02 lacs towards outstanding principal amount, interest at the applicable coupon rate, overdue interest and penal interest upto 21 September, 2002. Amount payable, if any, from 21 September, 2002 onward has not been ascertained nor provided for. On 15 April, 2005 the Honble P. O. has partially allowed the said application and accordingly Recovery Certificate is issued for a total amount of Rs. 10389.17 lacs with future interest @ 12% p.a. with quarterly rests from the date of application till realization of the amount.

However, the Company has not provided for:

i) The overdue and penal interest claimed by the Unit Trust of India amounting to Rs. 2734.15 lacs upto 21 September, 2002; and

ii) Interest and other claims, if any, from 21 September, 2002 onwards.

c) Note No. 4 of Schedule 10 regarding not giving effects in the books of accounts of the one time settlement with consortium banks and handing over of the property to them.

5. Subject to the above and further to our comments in the Annexure referred to above, we report that:

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

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

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

d) in our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

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

f) in our opinion and to the best of our wiformation and according to the explanations given to us, the said accounts read together with notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) in the case of the balance sheet, of the state of affairs of the Company as at 31st March, 2010;

ii) in the case of the profit and loss account, of the loss for the year ended on that date; and

iii) in the case of the cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Statement referred to in paragraph 3 of our report of even date on the accounts of Autoriders Finance Limited for the year ended on 31st March, 2010.

(i) (1) According to the information and explanations given to us, the Company has, during the year, not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) (a), (b), (c) and (d) of the Order are not applicable.

(2) According to the information and explanations given to us, the Company has, during the year, not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) (e), (f) and (g) of the Order are not applicable.

(ii) (1) According to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section; and

(2) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of such contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of Rs.500,000/-.

(iii) The Company has not accepted any deposits from the public.

(iv) In the absence of any activity, the Gompany does not have internal audit system during the year under review.

(v) (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 undisputed statutory dues including Investor Education & Protection Fund, Income Tax, Wealth tax, cess and other material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanation given to us and the records of the Company examined by us, there are no undisputed dues outstanding in respect statutory dues which were due for more than six months from the date they become payable.

(vi) As at the balance sheet date, the accumulated losses of the Company exceed fifty percent of its net worth within the meaning of Section 2(29A) of the Companies Act, 1956. The Company has incurred cash losses in the financial year under report and in the immediately preceding financial year.

(vii) The Company has defaulted in repayment of its dues to bank and debentureholders as stated in Note No.3 & 4 of Schedule 10.

(viii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of securities by way of pledge of shares, debentures and other securities.

(ix) In our opinion, the provisions of any special Statute applicable to Chit Fund, Nidhi or Mutual Benefits Fund/Societies are not applicable to the Company.

(x) The Company is not dealing or trading in shares, securities, debentures or other investments and hence requirements of Para 4 (xiv) are not applicable to the Company.

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

(xii) The Company has not raised any term loan during the year.

(xiii) The Company has not raised any funds during the year on short-term basis and hence question of use of such funds for long-term investment does not arise.

(xiv) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained U/s 301 of the Companies Act, 1956.

(xv) The Company has not issued any debentures and hence, question of creating security or charge in respect thereof does not arise.

(xvi) The Gompany has not raised any money by public issues during the year.

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

(xviii) In view of the accounts being prepared on assumption that the Company is "not a going concern" and in the absence of the any activity, in our opinion, other matters specified in Paragraph 4 of the Order are not applicable to the Company.

For S. V. DOSHI & CO.

Chartered Accountants MUMBAI. SUNIL DOSHI

Dated : 29th May, 2010. Partner

Membership No.: 35037

Firm Reg. No.: 102752W




Mar 31, 2009

1. We have audited the attached Balance Sheet of AUTORIDERS FINANCE LIMITED, as at.31st March, 2009, the related Profit and Loss Account for the year ended on that date annexed thereto and the cash flow statement for the year ended on that date, which we have signed under reference to this report. 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.

2. 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 any material misstatement. An audit includes, examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003, issued by the Central Government of India in terms of Section 227(4A) of the Act and on the basis of such checks as we considered appropriate, and according to the information and explanations given to us, we give in the Annexure a statement of the matters specified in paragraphs 4 and 5 of the said Order to the extent applicable to the Company.

4. Attention is invited to :

a) Note No.1 of Schedule 10(B) regarding preparation of the accounts of the Company on the assumption that the Company is "not a going Concern".

b) Note No.2 of Schedule 10(B) regarding application filed by the Administrator of the Specified Undertaking of UTI and UTI Trustee Co. Pvt Ltd. successors in interest of the erstwhile UTI, in Debts Recovery Tribunal (DRT) at Mumbai for a recovery of Rs.10598.02 lacs towards outstanding principal amount, interest at the applicable coupon rate, overdue interest and penal interest upto 21st September, 2002. Amount payable, if any, from 21st September, 2002 onward has not been ascertained nor provided for. On 15th April, 2005 the Hon. P. O. has partially allowed the said application and accordingly Recovery Certificate is issued for a total amount of Rs.10389.17 lacs with future interest @ 12% with quarterly rests from the date of the application till realisation of the amount - further proceedings are going on.

c) The Directors Report under para One Time Settlement with Consortium of Banks & Note. 3 of Schedule 10(B) regarding not giving financial effects in the books of accounts for the year under review.

d) Note No. 4 regarding Provision for the loss of Impairment of Assets (AS-28).

e) Non provision for Deferred Tax liability and liability under Fringe Benefit Taxes as not required.

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

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

(b) In our opinion, proper books of 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 and Profit and Loss Account dealt with by this report are in agreement with the books of account;

(d) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report 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, 2009 and taken on record by the Board of Directors, we report that none of the director of the Company is disqualified as on March 31, 2009 from being appointed as a director in terms of.Section 274(1)(g) of the act;

(f) In our opinion and to the best of our information and according to the explanations given to use, the said financial statements together with the notes thereon and attached thereto, given the information required by the Act, and also give, subject to paragraphs 4 above, a true and fair view in conformity with the accounting principles generally accepted in India;

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2009;

(ii) in the case of the Profit and Loss Account, of the loss for the year ended on that date; and

(iii) in the case of cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Statement referred to in paragraph 2 of our report of even date on the accounts of Autoriders Finance Limited for the year ended on 31st March, 2009.

1) Except premises the Company has no other fixed assets.

2) The Companys nature of operations does not require it to hold inventories. Accordingly, clause 4(ii) of the Companies (Auditors Report) Order, 2003 (the Order) is not applicable.

3) During the year the Company has neither granted nor taken any loans, secured or unsecured, to and 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 are adequate internal control procedures commensurate with the size of the Company and the nature of its business, with regard to the purchases of inventories, fixed assets and for sale of goods.

5) (a) 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.

(b) In our opinion and according to the information and explanations given to us there are no transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of Rs.500,000/- in respect of each party during the year.

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

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

8) On the basis of the records produced, we are of the opinion that, prima facie, the cost records and accounts prescribed by the Central. Government under Section 209J1)(d) of the Companies Act, 1956 have been maintained. However, we are not required to and have not carried out any detailed examination of such accounts and records.

9) (a) According to the records of the Company, the Company, there are no deduction / payments in respect of statutory dues including Provident Fund, Investor Education & Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth tax, Custom duty, Excise duty, cess and material statutory dues applicable to it.

(b) According to the information and explanation given to us, at the last day of the financial year, there was no undisputed amount outstanding in respect of such statutory dues which were due for more than six months from the date they become payable.

(c) According to the information and explanations given to us, there are no dues in respect of sales tax, income tax, customs duty, wealth tax, excise duty, and cess that have not been deposited withthe appropriate authorities on account of any dispute.

10) The accumulated loss of the Company as at 31st March 2009 is more than 5.0%. of net worth before such loss and has incurred cash loss in the financial year under report, however there was a marginal surplus in the immediately preceding financial year.

11) As per the information & explanation given to us the companys proposal for One Time Settlement (OTS) has been accepted by the Consortium of Banks and the company has complied with allthe terms before 31st March, 2008. The Company is in default to the extent of Rs.41.50 crores to the Unit Trust of India (Administrator of the Specified Undertaking of UTI and UTI Trustee Co. Pvt. Ltd.) on account of principal outstanding with interest. For the Companys default in terms of interest, penal interest, delay interest, etc, attention is invited to the para 4 of the Auditors Report and Note No.2 of the schedule 10 (B).

12) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of securities by way of pledge of shares, debentures and other securities.

13) In our opinion, the provisions of any special Statute applicable to Chit Fund, Nidhi or Mutual Benefits Fund/Societies are not applicable to the Company.

14) The Company is not dealing or trading in shares, securities,, debentures or other investments and hence requirements of Para 4(xiv) are not applicable to the Company.

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

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

17) The Company has not raised any funds during the year on short-term or long-term basis and hence question of use of such funds for long-term or short-term investment does not arise.

18) During the year the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained U/s. 301 of the Companies Act, 1956.

19) During the year the Company has not issued any debentures and hence, question of creating securities in respect thereof does not arise.

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

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

For UTPAL BHAYAN1 & CO. Chartered Accountants

MUMBAI. (UTPAL BHAYANI)

Dated : 27th June, 2009. Proprietor

Membership No.33512



 
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