Auditor Report of Dhyana Finstock Ltd.

Mar 31, 2015

Report on the Standalone Financial Statements

We have audited the accompanying financial statements of DHYANA FINSTOCK LIMITED ('the Company'), which comprise the balance sheet as at 31 March 2015, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

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

Auditor's Responsibility

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

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2015 and its Profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

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

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

i. the Company does not have any pending litigations which would have impact on its financial position;

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

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

Annexure to the Independent Auditors' Report

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

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

(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) (a) Inventory has been physically verified by the management at reasonable Interval. during the year. In our opinion, the frequency of verification is reasonable.

(b) 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) The Company has maintained proper records of inventory and no material discrepancies were noticed on physical verification.

(iii) The Company has not granted loans to bodies corporate covered in the register maintained under section 189 of the Companies Act, 2013 („the Act') and therefore paragraph 3(iii)of the Order is not 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 with regard to purchase of inventory and fixed assets and sale of services. We have not observed any major weakness in the internal control system during the course of the audit.

(v) In our opinion and according to the information and explanations given to us ,The Company has not accepted any deposits from the public.

(vi) As per information and explanations given to us , the Company is not required to maintained cost records as per Section 148(1) of the Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, ESIC, income tax, sales tax, wealth tax, Excise service tax, duty of customs, value added tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no material dues of wealth tax, duty of customs and cess which have not been deposited with the appropriate authorities on account of any dispute.

(c ) According to the information and explanations given to us the amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 2013 and rules there under has been transferred to such fund within time.

(viii) The Company does not have any accumulated losses at the end of the financial year and it has not incurred cash losses in the current financial year and Rs. Nil in the immediately preceding financial year.

(ix) According to the information and explanations given to us and the records examined by us The Company is regular in repayment of dues to bank , financial Institution and there is no default in repayment of dues.

(x) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company did not have any term loans outstanding during the year or in our opinion and according to the information and explanation given to us the Company has applied the term loans prima facie for the purpose for which the loans were obtained.

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

For Ashok Rajpara & Co.

(Chartered Accountants)

Firm Reg. No. 136319W Place: AHMEDABAD

Dated:04.09.2015 Sd/-

(Proprietor)

Membership No .100559

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Mar 31, 2014

1. Report on the Financial Statements

We have audited the accompanying financial statements of DHYANA FINSTOCK 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 (herein after referred to as financial statements), and a summary of significant accounting policies and other explanatory information.

2. Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act") ("the Act") read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs 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

3. Auditor''s Responsibility

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

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

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

4. Opinion

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

i. In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

ii. In the case of the Profit and Loss Account, of the profit 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.

5. Report On Other Legal and Regulatory Requirements

i. This report includes a statement on the matters specified in paragraph 4 of the Companies (Auditor''s Report) Order, 2003, issued by the Department of Company Affairs, in terms of Section 227 (4A) of the Companies Act 1956, since in our opinion and according to the information and explanations given to us, the said Order is applicable to the company.

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

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

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

c. the Balance Sheet, Statement of Profit and Loss & Cash flow Statement dealt with by this report are in agreement with the books of accounts;

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013

e. Based on the representation received from the directors of the company as on 31st March, 2014 taken on record by the Board of Directors of the company and in accordance with the information and explanations as made available, the Directors of the company, do not, prima facie, have any disqualification as referred to in clause (g) of sub-section (1) to Section 274 of the Act.

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

ANNEXURE TO AUDITORS'' REPORT

DHYANA FINSTOCK LIMITED

Referred to in paragraph 5(i) of our report of even date

1. The Company has no Fixed Assets for the period covered under Audit.

2. Having regard to the nature of the company''s business / activities, clause (ii) of CARO 2003, "Inventories", is not applicable to the company.

3. (a) According to the information and explanations given to us, the Company has granted loan to the following companies/parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) According to the information and explanations given to us, the Company has not obtained loan from the following companies/parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is an internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of fixed assets and sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. In respect of contracts or arrangements covered under Section 301 of the Companies Act, 1956:

a. Based on the audit procedures applied by us and according to the information and explanations provided by management, we are of the opinion that the contracts or arrangements that need to be entered into the register maintained under section 301 have been so entered.

b. In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 in respect of any parties during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In our opinion, and according to the information and explanations given to us, the Company has not accepted any deposits from the public to which the directives issued by the Reserve Bank of India and the provisions of Sections 58A and 58AA and any other relevant provisions of the Companies Act, 1956 and the rules framed there under are applicable.

7. The Company does not have a formal internal audit system. However, in our opinion, there is adequate internal control procedure commensurate with the size and nature of its business.

8. We have been informed by the management, no cost records have been prescribed under section 209(1) (d) of the Companies Act, 1956.

9. According to the information and explanations given to us and on the basis of our examination of the records, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income- tax, Sales tax, Wealth tax, Service tax, cess and any other statutory dues applicable to it and no undisputed amounts payable were outstanding as at 31st March, 2014 for a period of more than six months from the date they became payable.

10. In Our Opinion the accumulated losses of the Company are not more than fifty percent of its net worth. The Company has not incurred any cash losses during the year under audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, the Company has not defaulted in repayment of the dues to any bank or financial institution as at the balance sheet date.

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

13. The provisions of any special statute applicable to Chit Fund, Nidhi or Mutual benefit Fund / Societies are not applicable to the Company.

14. The Company is not dealing or trading in Shares, Securities, debentures and other investments and hence clause 4(xiv) of Companies (Auditors Report) Order, 2003 is not applicable to the Company.

15. In our opinion, and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

16. The Company has utilized the term loan for the purpose for which it obtains.

17. On the basis of an overall examination of the Balance Sheet and Cash Flow Statement of the Company, in our opinion and according to the information and explanations given to us, no funds raised on a short term basis have been used for long-term purposes.

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

19. The Company has not issued any Debentures and therefore the question of creating the securities in respect thereof does not arise.

20. During the year, the Company has not raised any money by way of Public issue.

21. Based upon the audit procedures performed and information and explanations given to us, we report that no material fraud on or by the company has been noticed or reported during the course of our Audit.

For, ASHOK RAJPARA & ASSOCIATES Chartered Accountants [Firm RegistrationNo.136319W]

CA ASHOK RAJPARA Proprietor [M. No. 100559]

Place: Ahmedabad Date: 01st September, 2014

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Mar 31, 2013

We have audited the accompanying financial statements of DHYANA FINSTOCK 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 (herein after referred to as financial statements), and a summary of significant accounting policies and other explanatory information.

2. Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act") ("the Act") read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs 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

3. Auditor''s Responsibility

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

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

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

4. Opinion

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

i. In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014; ii. In the case of the Profit and Loss Account, of the profit 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.

5. Report On Other Legal and Regulatory Requirements

i. This report includes a statement on the matters specified in paragraph 4 of the Companies (Auditor''s Report) Order, 2003, issued by the Department of Company Affairs, in terms of Section 227 (4A) of the Companies Act 1956, since in our opinion and according to the information and explanations given to us, the said Order is applicable to the company.

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

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

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

c. the Balance Sheet, Statement of Profit and Loss & Cash flow Statement dealt with by this report are in agreement with the books of accounts;

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013

e. Based on the representation received from the directors of the company as on 31st March, 2014 taken on record by the Board of Directors of the company and in accordance with the information and explanations as made available, the Directors of the company, do not, prima facie, have any disqualification as referred to in clause (g) of sub-section (1) to Section 274 of the Act.

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

ANNEXURE TO AUDITORS'' REPORT DHYANA FINSTOCK LIMITED Referred to in paragraph 5(i) of our report of even date

1. The Company has no Fixed Assets for the period covered under Audit.

2. Having regard to the nature of the company''s business / activities, clause (ii) of CARO 2003, "Inventories", is not applicable to the company.

3. (a) According to the information and explanations given to us, the Company has granted loan to the following companies/parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) According to the information and explanations given to us, the Company has not obtained loan from the following companies/parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is an internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of fixed assets and sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. In respect of contracts or arrangements covered under Section 301 of the Companies Act, 1956:

a. Based on the audit procedures applied by us and according to the information and explanations provided by management, we are of the opinion that the contracts or arrangements that need to be entered into the register maintained under section 301 have been so entered.

b. In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the registers maintained under section 301 in respect of any parties during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In our opinion, and according to the information and explanations given to us, the Company has not accepted any deposits from the public to which the directives issued by the Reserve Bank of India and the provisions of Sections 58A and 58AA and any other relevant provisions of the Companies Act, 1956 and the rules framed there under are applicable.

7. The Company does not have a formal internal audit system. However, in our opinion, there is adequate internal control procedure commensurate with the size and nature of its business.

8. We have been informed by the management, no cost records have been prescribed under section 209(1) (d) of the Companies Act, 1956.

9. According to the information and explanations given to us and on the basis of our examination of the records, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income- tax, Sales tax, Wealth tax, Service tax, cess and any other statutory dues applicable to it and no undisputed amounts payable were outstanding as at 31st March, 2014 for a period of more than six months from the date they became payable.

10. In Our Opinion the accumulated losses of the Company are not more than fifty percent of its net worth. The Company has not incurred any cash losses during the year under audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, the Company has not defaulted in repayment of the dues to any bank or financial institution as at the balance sheet date.

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

13. The provisions of any special statute applicable to Chit Fund, Nidhi or Mutual benefit Fund / Societies are not applicable to the Company.

14. The Company is not dealing or trading in Shares, Securities, debentures and other investments and hence clause 4(xiv) of Companies (Auditors Report) Order, 2003 is not applicable to the Company.

15. In our opinion, and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

16. The Company has utilized the term loan for the purpose for which it obtains.

17. On the basis of an overall examination of the Balance Sheet and Cash Flow Statement of the Company, in our opinion and according to the information and explanations given to us, no funds raised on a short term basis have been used for long-term purposes.

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

19. The Company has not issued any Debentures and therefore the question of creating the securities in respect thereof does not arise.

20. During the year, the Company has not raised any money by way of Public issue.

21. Based upon the audit procedures performed and information and explanations given to us, we report that no material fraud on or by the company has been noticed or reported during the course of our Audit.

For, ASHOK RAJPARA & ASSOCIATES

Chartered Accountants

[Firm RegistrationNo.136319W]

CA ASHOK RAJPARA

Proprietor

[M. No. 100559]

Place: Ahmedabad

Date: 01st September, 2014

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Mar 31, 2011

We have audited the attached Balance Sheet of PARTH FINSTOCK LTD, as at 31 st March 2011 and also the Profit and Loss Account for the year ended on that date annexed thereto . financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Standards require that we plan and perform the audit to obtain reasonable assurance shout whether the financial statements are free of material misstatement. An audit includes n ng, on a test basis, evidence supporting the amounts and disclosures in the financial ents. 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.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Go emment of India in terms of sub- section (4A) of section 227 of the Companies Act, 1956, e enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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 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 those books.

c) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with 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 sub-section (3G) of section 211 of the Compames Act, 1956.

e) On the basis of written representations received from the directors, as on 31sl March, 2011 and taken on record by the Board of Directors, We report that none of the director is disqualified as on 31st March, 2011 from being appointed as director in terms of clause (g) of sub- section (1) of section 274 of the Companies Act, 1956.

f) In our opinion and the best of our information and according to the explanation given to us, dy accounts give the information required by the Companies Act, 1956 in the manner so and give a true and fair view in conformity with the accounting principles generally iccepted n India.

i) In the case of the Balance Sheet, of the state of affair of the company as at 31st March 2011

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

RE:PARTH FINSTOCK LTD ANNEXURE TO THE AUDITOR'S REPORT Referenced in paragraph 3 of our report of even date)

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

b. All the major assets have been physically verified by the management during the year. We are informed that no material discrepancies were noticed on such verification.

c. No substantial part of fixed assets have been disposed off during the year.

ii. Clause (ii) (a to c) of the paragraph 4 of the order are not applicable.

iii. a. The company has not granted any loan to parties covered in the register maintained under sect* o' 301 of the Companies Act, 1956. during the year there fore the provision of sub- clause
b . The company has not taken any loan from parties covered in the register maintained under section 301 of the Companies Act, 1956. During the year therefore the provision of sub- clause
iv. In our opinion, and according to the information and explanations given to us, there is an e internal control system commensurate with the size of the Company and the nature of f business for the purchase of inventory and fixed assets and for the sale of goods. In our opinion and according to the information and explanations given to us, there is no continuing fkiure to correct major weaknesses in internal control system.

v. In our opinion, and according to the information and explanations given to us, the transaction e in pursuance of contracts or arrangements entered in the register maintained under sectio 3 I of the Companies Act, 1956, and aggregating during the year to Rs. 500000 or more i each party, have been made at price which are reasonable regard to prevailing marks prices as available with the company.

vi. In our opinion, and according to the information and explanation given to us, the Company ha not accepted any deposits from the public; therefore, the provisions of clause (vi) of paragrap 4 the order are not applicable.

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

viii. The Central Government has not prescribed any cost records in respect of assessee Therefore; the provisions of clause (viii) of paragraph 4 of the order are not applicable.

ix. According to the information and explanations given to us, The Company is generally regular n depositing with appropriate authorities undisputed statutory dues payable in respect of Provident Fund, Investor Education and Protection Fund, Employee' state Insurance, Income - Tax Sales tax. Wealth tax, Service tax, Custom duty, Excise duty, Cess and other material dues applicable to it.

x. The Company has neither accumulated losses nor has incurred any cash losses during the 1 J€ar covered by our audit and in the immediately preceding financial year.

xi. In our opinion and according to the information and explanations given to us, the company has ted in repayment of dues to financial institutions, banks or debenture holders during the year.

xii. The Company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities during the year.

xiii. The company is not a chit fund or a nidhi /mutual benefit fund /society. Therefore, the passions of clause (xiii) of paragraph 4 of the order are not applicable.

xiv. The Company is not dealing in or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause (xiv) of paragraph 4 of the order are not applicable.

xv.According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks or financial institutions during the year. Therefore, the provisions of clause (xv) of paragraph 4 of the order are not applicable.

xvi. In our opinion, the term loans obtained during the year have been applied for the purpose for which they were taken.

xvii.According to the information and explanations given to us and on an overall examination of the balance sheet of the company, on overall basis, funds raised on short-term basis have not, prama facie, been used during the year for long-term investments.

xviii.According to the information and explanations given to us, the company has not made any referential allotment of shares to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956.during the year.

xix.According to the information and explanations given to us, the company had not issued any secured debentures during the year.

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

xxi. 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. Bipinchandra J Modi & Co. Chartered Accountants



BPIN J MODI (PARTNER)

DATE : 04/09/2011 (M.No. .031687-

PLACE: SURAT (F.R.N. No. 101521W)