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Auditor Report of Choice International Ltd.

Mar 31, 2015

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

Management's Responsibility for the Standalone Financial Statements

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

Auditors' Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act and the rules made there under including the accounting standards and matters which are required to be included in the audit report.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards & pronouncements 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 auditors consider Internal control relevant to the Company's preparation of the financial statements that give a true and fair view, In order to design audit procedures that are appropriate in the circumstances, but not for the purpose for expressing opinion on whether the Company has in place an adequate Internal financial control 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 audit opinion on the standalone financial statement.

Opinion

In our opinion, and to the best of our information and according to the explanations given to us, the accompanying standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

Report on Other Legal and Regulatory Requirements

1. As required by 'the Companies (Auditor's Report) Order, 2015', issued by the Central Government of India In terms of sub section (11) of section 143 of the Act (hereinafter referred to as the "Order"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it 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 th e books of account;

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

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 Act.

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

i) The Company does not have any pending litigations as at 31st March, 2015, which would impacts its financial position.

ii) The Company did not have any long term contracts but have derivative contracts, accordingly losses if any has already been provided as at 31st March, 2015.

iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March, 2015.

Annexure to the Auditor's Report

I, a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed assets.

b) The fixed assets are physically verified by the management according to a phased program designed to coverall the items over a period of three years which, in our opinion, is reasonable having regard to the size of the company and the nature of Its assets. Pursuant to the program, a portion of the fixed assets has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.

ii.a) The inventory of shares& securities held in dematerialized format has been verified from the relevant statement received from the depository and those held in the physical format has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

b) In our opinion, the procedures of physical verification of inventory followed by the management are reasonable and adequate In relation to the size of the company and the nature of its business.

c) On the basis of our examination of the Inventory records, In our opinion, the Company is maintaining proper records of Inventory and no material discrepancies has been noticed on physical verification of inventory.

iii. According to the information and explanation given to us, the company has granted unsecured loans, to some parties covered In the register maintained under Section 189 of the companies Act, 2013. Further receipt of the principal amount and interest is regular and as per the terms decided in this respect. However, there is no overdue outstanding as informed by the management.

iv. In our opinion, and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. Further, on the basis of our examination of the books and records of the company, and according to the information and explanations given to us, we have neither come across, nor have been informed of, any continuing failure to correct major weaknesses in the afore said internal control system.

v. The Company has not accepted any deposits from the public within the meaning of Sections 73 to 76 of the companies Act,2013 and the rules framed there under

vi. The company being a NBFC, the rules and the guidelines to maintain the cost record as prescribed by the Central Government of India under clause (1) of Section 148 of the companies Act, 2013 are not applicable to the company.

vii. a) According to the Information and explanations given to us and the records of the Company examined by us, In our opinion,the Company is generally regular, except few instances, In depositing the undisputed statutory dues, Including provident fund, investor education and protection fund, employees' state Insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty and other material statutory dues, as applicable, with the appropriate authorities. Further as per Information, explanation given and examination of records, no such undisputed amount were outstanding, at the year end, fora period more than six months from the date they became payable.

b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales-tax, wealth-tax, service-tax, customs dirty, and excise duty which have not been deposited on account of any dispute.

c) There was no amount unpaid, which were required to be transferred to the Investor Education and Protection Fund by the company in accordance with the relevant provisions of the companies Act, 1956 and rules made there under

viii. The company has no accumulated losses as at the end of the financial year and it has not incurred any cash losses in the current financial year ended on that date or in the immediately preceding financial year.

ix. According to the records of the Company examined by us and the information and explanation given to us, the Company has generally not defaulted in repayment of dues to any financial institution or bank or debenture holders as at the balance sheet date.

x. In our opinion, and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by its subsidiaries from banks or financial Institutions during the year, are not prejudicial to the interest of the Company.

xi. in our opinion, and according to the Information and explanations given to us, the term loans have been applied for the purposes for which they were obtained.

xii Based upon the audit procedures performed for the purpose of the reporting the true and fair view of the financial statement and according to the information and explanations given to us, we report that no material fraud or by the company has been noticed or reported during the year, nor have we been informed of any such case by the Management.

For Shyam Gupta & Co. Chartered Accountants FRN: 103450W

Sd /- Shyamsunder Gupta (Proprietor) M,N.;03S484 Mumbai; 29th May 2015


Mar 31, 2014

Report on the Financial Statements

1. We have audited the accompanying financial statements of Choice International 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, which we have signed under reference to this report.

Management''s Responsibility for the Financial Statements

2. 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 Accounting Standards notified under ''the Companies Act, 1956'' read with the General Circular 15/2013 dated 13th, September,2013 of the MCA in respect of section 133 of the Companies Act, 2013 .This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

4. 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 consider 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.

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

Opinion

6. In our opinion, and to the best of our information and according to the explanations given to us, the accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2014;

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

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

Report on Other Legal and Regulatory Requirements

7. As required by ''the Companies (Auditor''s Report) Order, 2003'', as amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'', issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act (hereinafter referred to as the "Order"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

8. 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, company do not have any branch;

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 dealt with by this report comply with the Accounting Standards notified under the Companies Act,1956 and read with the General Circular 15/2013 dated 13th, September,2013 of the MCA in respect of section 133 of the Companies Act, 2013; and

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 31,2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

Annexure to Independent Auditor''s Report

Referred to in paragraph 7 of the Independent Auditor''s Report of even date to the members of Choice International Limited on the financial statements as of and for the year ended on March 31,2014.

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

b) The fixed assets are physically verified by the management according to a phased program designed to cover all the items over a period of three years which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. Pursuant to the program, a portion of the fixed assets has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.

c) In our opinion, and according to the information and explanations given to us, no substantial part of fixed assets has been disposed off by the Company during the year.

ii. a) The inventory of shares & securities held in dematerialized format has been verified from the relevant statement received from the depository and those held in the physical format has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

b) In our opinion, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory and no material discrepancies has been noticed on physical verification of inventory.

iii. a) The Company has granted unsecured loans, to seven parties covered in the register maintained under Section 301 of the Act. The maximum amount involved during the year and the year-end balance of such loans aggregated to Rs. 64,627,207/- and Rs. 21,056,355/-, respectively.

b) The said loans are interest free and other terms and conditions of such loans are not prima facie prejudicial to the interest of the Company.

c) In respect of the aforesaid loans, the same are repayable on demand and the companies are regular in repaying the principal amounts, as stipulated.

d) In respect of the aforesaid loans, there is no overdue amount.

e) The Company has taken unsecured loans, from six parties covered in the register maintained under Section 301 of the Act. The maximum amount involved during the year and the year- end balance of such loans aggregated to Rs. 29,896,274/- and Rs. 50,21,290/-, respectively.

f) The said loans are interest free and other terms and conditions of such loans are not prima facie prejudicial to the interest of the Company.

g) In respect of the aforesaid loans, the same are repayable on demand and the company is regular in repaying the principal amounts, as stipulated.

iv. In our opinion, and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across, nor have been informed of, any continuing failure to correct major weaknesses in the aforesaid internal control system.

v. a) According to the information and explanations given to us, we are of the opinion that the particulars of all contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of such contracts or arrangements and exceeding the value of Rs. 500,000/- in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposits from the public within the meaning of Sections 58Aand 58AA of the Act and the rules framed there under.

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

viii. The Central Government of India has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of the Company.

ix. a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular, except few instances, in depositing the undisputed statutory dues, including provident fund, investor education and protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty and other material statutory dues, as applicable, with the appropriate authorities.

b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales-tax, wealth-tax, service-tax, customs duty, and excise duty which have not been deposited on account of any dispute.

x. The company has no accumulated losses as at the end of the financial year and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

xi. According to the records of the Company examined by us and the information and explanation given to us, the Company has generally not defaulted in repayment of dues to any financial institution or bank or debenture holders as at the balance sheet date.

xii. In our opinion, the Company has maintained adequate documents and records in the cases where it has granted loans and advances on the basis of security by way of pledge of shares debentures and other securities.

xiii. As the provisions of any special statute applicable to chit fund/ nidhi / mutual benefit fund / societies are not applicable to the Company, the provisions of Clause 4(xiii) of the Order are not applicable to the Company.

xiv. In our opinion, the Company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further, such securities have been held by the Company in its own name or are in the process of transfer in its name, except to the extent of the exemption granted under Section 49 of the Act.

xv. In our opinion, and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by its subsidiaries from banks or financial institutions during the year, are not prejudicial to the interest of the Company.

xvi. In our opinion, and according to the information and explanations given to us, the term loans have been applied for the purposes for which they were obtained.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short-term basis have been used 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 Act during the year. Accordingly, the provisions of Clause 4(xvii) of the Order are not applicable to the Company.

xix. The Company has not issued any debentures during the year and does not have any debentures outstanding as at the beginning of the year and at the year end. Accordingly, the provisions of Clause 4(xix) of the Order are not applicable to the Company.

xx. The Company has not raised any money by public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Order are not applicable to the Company.

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

For Gupta Shyam & Co. Chartered Accountants FRN:103450W

Sd/- SHYAMSUNDER GUPTA (Proprietor) Membership Number: 038484

Mumbai: 30th May 2014


Mar 31, 2013

Report on the Financial Statements

1. We have audited the accompanying financial statements of Choice International Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report.

Management''s Responsibility for the Financial Statements

2. 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''of India (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

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

4. An audit involves performing procedures to obtain audit evidence, about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors''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 auditors consider 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.

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

Opinion

6. In our opinion, and to the best of our information and according to the explanations given to us, the accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

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

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

Report on Other Legal and Regulatory Requirements

7. As required by ''the Companies (Auditor''s Report) Order, 2003'', as amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'', issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act (hereinafter referred to as the "Order"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

8. 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 and proper returns adequate for the purposes of our audit have been received from branches not visited by us;

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 and with the returns received from branches not visited by us;

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, 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 Act;

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

ANNEXURE TO INDEPENDENT AUDITORS''REPORT

(Referred to in paragraph 7 of the Independent Auditors''Report of even date to the members of Choice International Limited on the financial statements as of and for the year ended March 31, 2013)

i. a. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b. The fixed assets are physically verified by the Management according to a phased program designed to cover all the items over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, a portion of the fixed assets has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.

c. In our opinion, and according to the information and explanations given to us, a substantial part of fixed assets has not been disposed off by the Company during the year.

ii. a. The inventory of shares & securities held in dematerialized format has been verified from the relevant statement received from the depository and those held in the physical format has been physically verified by the Management during the year. In our opinion, the frequency of verification is reasonable.

b. In our opinion, the procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory and no material discrepancies has been noticed on physical verification of inventory.

iii. a. The Company has granted secured / unsecured loans, to four companies covered in the register maintained under Section 301 of the Act. The maximum amount involved during the year and the year-end balance of such loans aggregated to Rs.17,118,209/- and Rs.9,156,158/- respectively.

b. In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interest of the Company.

c. In respect of the aforesaid loans, the parties are regular in repaying the principal amounts, as stipulated, and are also regular in payment of interest, as applicable.

d. In respect of the aforesaid loans, there is no overdue amount more than Rs.100,000/-.

e. The Company has taken secured / unsecured loans from six parties covered in the register maintained under Section 301 of the Act. The maximum amount involved during the year and the year-end balance of such loans aggregated to Rs.27,880,975/- and Rs.92,59,075/- respectively.

f. In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interest of the Company.

g. In respect of the aforesaid loans, the company is regular in repaying the principal amounts as stipulated and is also regular in payment of interest, as applicable.

iv. In our opinion, and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across, nor have been informed of, any continuing failure to correct major weaknesses in the aforesaid internal control system.

v. a. According to the information and explanations given to us, we are of the opinion that the particulars of all contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of such contracts or arrangements and exceeding the value of Rs.500,000/- in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules framed there under.

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

viii. The Central Government of India has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of the Company.

ix. a. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular, except few instances, in depositing the undisputed statutory dues, including provident fund, investor education and protection fund, employees''state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty and other material statutory dues, as applicable, with the appropriate authorities.

b. According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales-tax, wealth-tax, service-tax, customs duty, and excise duty which have not been deposited on account of any dispute.

x. The company has no accumulated losses as at the end of the financial year and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

xi. According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of dues to any financial institution or bank or debenture holders as at the balance sheet date.

xii. In our opinion, the Company has maintained adequate documents and records in the cases where it has granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. As the provisions of any special statute applicable to chit fund/ nidhi / mutual benefit fund /societies are not applicable to the Company, the provisions of Clause 4(xiii) of the Order are not applicable to the Company.

xiv. In our opinion, the Company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further, such securities have been held by the Company in its own name or are in the process of transfer in its name, except to the extent of the exemption granted under Section 49 of the Act.

xv. In our opinion, and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by its subsidiaries from banks or financial institutions during the year, are not prejudicial to the interest of the Company.

xvi. In our opinion, and according to the information and explanations given to us, the term loans have been applied for the purposes for which they were obtained.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short-term basis have been used for long-term investment.

xviii. The Company has made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year. In our opinion, and according to the information and explanations given to us, the price at which such shares have been issued is not prejudicial to the interest of the Company.

xix. The Company has not issued any debentures during the year and does not have any debentures outstanding as at the beginning of the year and at the year end. Accordingly, the provisions of Clause 4(xix) of the Order are not applicable to the Company.

xx. The Company has not raised any money by public issues during the year. Accordingly, the provisions of Clause 4(xx) of the Order are not applicable to the Company.

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

For Gupta Shyam & Co. Firm Registration Number: 103450W Chartered Accountants

Sd/-

Shyamsunder Gupta

Proprietor

Mumbai Membership Number: 038484

28th May 2013


Mar 31, 2012

1. We have audited the attached Balance Sheet as at March 31, 2012 and also the Profit and Loss Account and Cash Flow Statement of the Company 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 the 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 (as amended ) issued by the Central Government in terms of section 227 (4A) of the Companies Act, 1956, we enclose in the annexure a statement, on the matters specified in paragraphs 4 & 5 of the said order.

4. 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 purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company far as appear from our examination of the books of the Company;

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

(d) In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub section 3 (C) of section 211 of the Companies Act , 1956 to the extent applicable;

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

(f) In our opinion, and to the best of our information and according to the explanations given to us, the said financial statements, read together with the accounting policies and other notes given in Note No. 1 to 29 give the information required by the Companies Act, 1956 in the manner so required and present a true and fair view in conformity with the accounting principles generally accepted in India;

i)ln the case of Balance Sheet, of the state of affairs of the Company as at March 31, 2012;

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

iii)ln the case of Cash Flow Statement, of the Cash Flows for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT

(*Referred to in Paragraph (3) of our report of even date on the accounts of CHOICE INTERNATIONAL LIMITED for the year ended March 31,2012)

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

b) As per the information given to us the fixed assets have been physically verified by the management during the year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the company and such disposal has, in our opinion, not affected the going concern status of the company.

ii. a) The stock in trade of shares and securities held in the physical format has been physically verified and those held in the dematerialized format have been verified from the relevant statement received from the depository, during the year, by the management. In our opinion, having regard to the nature of stocks, the frequency of the verification is reasonable.

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

c) In our opinion the Company is maintaining proper records of Stock in trade of Shares and Securities. No discrepancies were noticed on such verification.

iii. a) The company has granted unsecured loan to five subsidiary companies covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 155.32 Lakhs and the year-end balance of loans granted to such parties was Rs 5.73 Lakhs.

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

c) The loans are repayable on demand and whenever the loans are called for the company has received the principle amount accordingly.

d) Since there is no stipulation as regards payment schedule, clause 4(iii)(d) is not applicable.

e) The company had taken loan from five parties covered in register maintained in under section 301 of the Companies Act, 1956 during the year. The maximum amount involved during the year was Rs 55.09 Lakhs and the year-end balance of loans taken from such parties was f 21.44 Lakhs.

f) In respect of loan taken, the terms and conditions are not, prima facie, prejudicial to the interest of the company.

g) As informed by the management there is no stipulation regarding the repayment.

iv. In our opinion and according to the information and explanations given to us, there are internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of shares and securities, fixed assets and with regard to sale of shares and securities. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control.

v. a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered into the register maintained under section 301 of the Act have been so entered, b) In our opinion and according to the information and explanations given to us, these contract and arrangement have been made at prices, which are reasonable having regard to the prevailing market prices, for such goods, materials or services at the relevant time. However, wherever no similar transaction taken place during the year with other parties, we are unable to comment whether the same is on prevailing prices or not.

vi. The Company has not accepted any deposits from the public within the meaning of section 58A of the Companies Act, 1956 and the Rules framed there under.

vii. In our opinion and as per the information given to us, the company does not have a formal internal audit system, however it has adequate internal control system in commensurate with its size and nature of its business.

viii. As per the information and explanation given to us, Central Government has not prescribed maintenance of cost records under clause (d) of Section 209 of the Companies Act, 1956.

ix. a) According to the information and explanations given to us, the company is generally regular, except few cases, in depositing the undisputed statutory dues including income tax, sales tax, wealth tax, service tax, customs duty and other statutory dues with the appropriate authorities, applicable to it. According to the information and explanations given to us, there are no significant undisputed amount payable in respect of aforesaid statutory dues which have remained outstanding as at March 31, 2012 for the period of more than six months from the date they became payable.

b) According to the Information and explanation given to us by the management and the records of company examined by us, there were no disputed statutory dues outstanding as at March 31, 2012.

x. As per the record examined by us, the companies do not have accumulated losses at the end of the financial year and it has not incurred cash losses during the current and in the immediately preceding financial year.

xi. In our opinion and according to information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

xii. According to the information and explanation given and based on documents produced before us, the company has not granted loans and advances on the security by way of pledge of shares, debentures or any other securities

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

xiv. In our opinion the Company has maintained proper records of transactions and contracts in respect of dealing and trading in shares, securities, debentures and other investments during the year and timely entries have been generally made therein. All shares, debentures and other investments have been held by the Company in its own name subject to the provision of the section 49 of the Companies Act, 1956.

xv. In our opinion and according to the information and the management representation given to us, the terms and conditions on which the company has given guarantees for loans taken by its subsidiaries from banks are, prima facie, not prejudicial to the interest of the Company.

xvi. In our opinion, and according to the information and explanation given to us, the term loans have been applied for the purpose for which they are raised.

xvii. On examination of records, funds raised for short term basis have not been utilized for long term purpose.

xviii. According to the information and explanation given to us, the company has made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act. In our opinion, the price at which warrant convertible in equity shares have been issued is not prejudicial to the interest of the company. Further the company has not made any preferential allotment of equity shares during the year

xix.The company has not issued any secured debentures during the year under review.

xx. The Company has not raised any money by way of public issue during the year; therefore paragraph 4(xx) of the Order is not applicable.

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

For Gupta Shyam & Company Chartered Accountants FRN: 103450W

Sd/-

Shyamsunder Gupta (Proprietor) Membership No. 038484

Mumbai, August 14, 2012


Mar 31, 2011

1. We have audited the attached Balance Sheet as at 31st March, 2011 and also the Profit and Loss Account and Cash Flow Statement of the Company 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 the 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 (as amended) issued by the Central Government in terms of section 227 (4A) of the Companies Act , 1956, we enclose in the annexure a statement, on the matters specified in paragraphs 4 & 5 of the said order.

4. 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 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 appear from our examination of the books of the Company;

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

(d) In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub section 3 (C ) of section 211 of the Companies Act , 1956;

(e) On the basis of the written representations received from the directors as on 31st March, 2011 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2011 from being appointed as a director in terms of clause (g) of 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 financial statements, read together with the accounting policies and other notes given in Schedule "R" give the information required by the Companies Act, 1956 in the manner so required and present a true and fair view in conformity with the accounting principles generally accepted in India:

i) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March 2011; ii) In the case of Profit and Loss Account, of the Profit 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 AUDITOR'S REPORT

(*Referred to in Paragraph (3) of our report of even date on the accounts of CHOICE INTERNATIONAL LIMITED for the year ended March 31, 2011)

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

b) As per the information given to us the fixed assets have been physically verified by the management during the year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

c) During the year, in our opinion, no substantial part of fixed assets has been disposed off by the company

ii. a) The stock in trade of shares and securities held in the physical format has been physically verified and those held in the dematerialized format have been verified from the relevant statement received from the depository, during the year, by the management. In our opinion, having regard to the nature of stocks, the frequency of the verification is reasonable.

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

c) In our opinion the Company is maintaining proper records of Stock in trade of Shares and Securities. No discrepancies were noticed on such verification.

iii. a) The company has granted unsecured loan to three subsidiary companies covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 108.58 Lacs and the year-end balance of loans granted to such parties was Rs. 10.63 Lacs.

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

c) The loans are repayable on demand and whenever the loans are called for the company has received the principle amount accordingly.

d) Since there is no stipulation as regards payment schedule, clause 4(iii)(d) is not applicable.

e) The Company had taken loan from six parties covered in register maintained in under section 301 of the Companies Act, 1956 during the year. The maximum amount involved during the year was Rs. 439 Lacs and the year-end balance of loans taken from such parties was Rs. 17.10 Lacs.

f) In respect of loan taken, the terms and conditions are not, prima facie, prejudicial to the interest of the company.

g) As informed by the management there is no stipulation regarding the repayment.

iv. In our opinion and according to the information and explanations given to us, there are internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of shares and securities, fixed assets and with regard to sale of shares and securities. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control.

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

b) In our opinion and according to the information and explanations given to us, these contract and arrangement have been made at prices, which are reasonable having regard to the prevailing market prices, for such goods, materials or services at the relevant time. However, wherever no similar transaction taken place during the year with other parties, we are unable to comment whether the same is on prevailing prices or not.

vi. The Company has not accepted any deposits from the public within the meaning of section 58A of the Companies Act, 1956 and the Rules framed there under. vii. In our opinion and as per the information given to us, the company does not have a formal internal audit system, however it has adequate internal control system in commensurate with its size and nature of its business.

viii. As per the information and explanation given to us, Central Government has not prescribed maintenance of cost records under clause (d) of Section 209 of the Companies Act, 1956.

ix. a) According to the information and explanations given to us, the company is generally regular, except few cases, in depositing the undisputed statutory dues including income tax, sales tax, wealth tax, service tax, customs duty and other statutory dues with the appropriate authorities, applicable to it. According to the information and explanations given to us, there are no significant undisputed amount payable in respect of aforesaid statutory dues which have remained outstanding as at 31st March, 2011 for the period of more than six months from the date they became payble.

b) According to the Information and explanation given to us by the management and the records of company examined by us there were no disputed statutory dues outstanding as at 31st March, 2011.

x. As per the record examined by us, the companies do not have accumulated losses at the end of the financial year and it has not incurred cash losses during the current and in the immediately preceding financial year.

xi. In our opinion and according to information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

xii. According to the information and explanation given and based on documents produced before us, the company has not granted loans and advances on the security by way of pledge of shares, debentures or any other securities

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

xiv. In our opinion the Company has maintained proper records of transactions and contracts in respect of dealing and trading in shares, securities, debentures and other investments during the year and timely entries have been generally made therein. All shares, debentures and other investments have been held by the Company in its own name subject to the provision of the section 49 of the Companies Act, 1956.

xv. In our opinion and according to the information and the management representation given to us, the terms and conditions on which the company has given guarantees for loans taken by its subsidiaries from banks are, prima facie, not prejudicial to the interest of the Company.

xvi. In our opinion, and according to the information and explanation given to us, the term loans have been applied for the purpose for which they are raised.

xvii. On examination of records, funds raised for short term basis have not been utilized for long term purpose.

xviii. According to the information and explanation given to us, the Company had made preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act. In our opinion, the price at which shares have been issued is not prejudicial to the interest of the company.

xix. The company has not issued any secured debentures during the year under review.

xx. The Company has not raised any money by way of public issue during the year; therefore paragraph 4(xx) of the Order is not applicable.

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

For Gupta Shyam & company Chartered Accountants FRN: 103450W



Sd/- Shyamsunder Gupta (Proprietor) Membership No. 038484 Mumbai, May 30, 2011


Mar 31, 2010

1. We have audited the attached Balance Sheet as at 31st March, 2010 and also the Profit and Loss Account and Cash Flow Statement of the Company 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 the 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 (as amended ) issued by the Central Government in terms of section 227 (4A) of the Companies Act, 1956, we enclose in the annexure a statement, on the matter specified in paragraphs 4 & 5 of the said order.

4. 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 belief were necessary for the purposes ofouraudit.

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

(c) The Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with books of accounts.

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

(e) On the basis of the written representation received from the directors and taken on record By the board, we report that none of the Directors of the Company is disqualified as on 31st March 2010, from being appointed as a Director in the terms of the clause (g) of sub-clause (1) of section 274 of Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements, read together with the accounting policies and other notes given in Schedule "R" give the information required by Companies Act, 1956 in the manner so required and present a true and fair view in conformity with the accounting principles generally accepted in India:

i) In the case of Balance Sheet, of the state of affairs of the Company as at 31s March 2010,

ii) In the case of Profit and Loss Account, of the Profit 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 (*Referred to in Paragraph (3) of our report of even date on the accounts of CHOICE INTERNATIONAL LIMITED for the year ended March 31, 2010)

I. a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets, subject to the updating of the current year addition.

b) As per the information given to us the fixed assets have been physically verified by the management during the year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its assets.

c) During the year, in our opinion, no substantial part of fixed assets has been disposed off by the company.

ii. a) The stock in trade of shares and securities held in the physical format has been physically verified and those held in the dematerialized format have been verified from the relevant statement received from the depository, during the year, by the management. Inouropinion, having regard to the nature of stocks, the frequency of the verification is reasonable.

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

c) In our opinion the Company is maintaining proper records of Stock in trade of Shares and Securities The discrepancies noticed on verification between physical stocks and those held in the dematerialized format with the book/ records were not material.

iii. (a) The company has accepted unsecured loan of Rs.23.00 lacs from two parties listed in register maintained under Section 301 of the Companies Act, 1956 during the year The maximum amount of loan involved from such parties was Rs.23.00 lacs and year end balance was Rs. 18.00 lacs.

(b) In respect of loan taken terms & conditions are not prime-facie prejudicial to the interest of the company

(c) As informed by management that there is no stipulation regarding the payment therefore, the amount can not be treated as overdue.

(d) The Company has not granted unsecured loan to the 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 internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of shares and securities , fixed assets and with regard to sale of shares and securities . During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control.

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

(b) In our opinion and according to the information and explanations given to us, these contract and arrangement have been made at prices, which are reasonable having regard to the prevailing market prices, for such goods, materials or services at the relevant time. However, wherever no similar transaction taken place during the year with other parties, we are unable to comment whether the same is on prevailing prices or not

vi) The Company has not accepted any deposits from the public within the meaning of section 58Aof the Companies Act, 1956 and the Rules framed there under.

vii) In our opinion and as per the information given to us, the company does not have a formal internal audit system, however it has adequate internal control system in commensurate with its size and nature of its business.

xiii) As perthe information and explanation given to us, Central Government has not prescribed maintenance of cost records under clause (d) of Section 209 of the Companies Act, 1956.

ix. (a) The company is regular in depositing with appropriate authorities undisputed statutory dues including income tax, sales tax and other statutory dues applicable to it. According to the information and explanations given to us, no undisputed amount in respect of aforesaid statutory dues were outstanding as at 31s March, 20010 for the period of more than six months from the date they became payable.

b) According to the Information and explanation given to us by the management and the records of company examined by us there were no disputed statutory dues outstanding as at 31st March, 2010.

x. As perthe record examined by us, the company do not have accumulated losses at the end of the financial year and it has not incurred cash losses during the current and in the immediately preceding financial year.

xi. Company has availed a overdraft facility against the lien of its own fixed deposits with the bank. During the year the company has not defaulted in repayments od its due in this regard.

xii. According to the information and explanation given and based on documents produced before us, the company has not granted loans and advances on the security by way of pledge of shares, debentures or any other securities

xiii. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund/ society. Therefore, the paragraph 4 (xiii) of the Company (Auditors Report) Order, 2003 are not applicable to the company.

xiv. In our opinion the Company has maintained proper records of transactions and contracts in respect of dealing and trading in shares, securities, debentures and other investments during the year and timely entries have been generally made therein. All shares, debentures and other investments have been held by the Company in its own name subject to the provision of the section 49 of the Companies Act, 1956.

xv. According to the information and the management representation given to us, the company has not given any guarantee for the loans taken by other parties from banks or Financial Institutions during the year.

xvi. The company have not taken any term loan, hence no outstanding balance at the end of the year.

xvii. On examination of records, funds raised for short term basis have not been utilized for long term purpose.

xviii. The company has made a preferential allotment of 5,50,000 equity shares to the five (5) parties or companies listed in the register maintained under section 301 of the Companies Act, 1956.

xix. The company has not issued any secured debenture during the year under review.

xx. The Company has not raised any money by way of public issue during the year; therefore paragraph 4(xx) of the Order is not applicable

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

For Gupta Shyam & Company Chartered Accountants F.r.No. 103450w

Shyamsunder Gupta

(Proprietor) M.N.038484 Mumbai May29, 2010,



 
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