Auditor Report of Fortune International Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Fortune International Limited, which comprises the Balance Sheet as at March 31,2015, the Statement of Profit and Loss, 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 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 standalone financial statements that give a true and fair view of the financial position, financial performance and Cash flow 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) rule 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 & presentation of the financial statements that's give a true & fair view & 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 & auditing standards & the matters which are required to be included in the audit report under the provisions of the act & the rules made thereunder.

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on 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 financial controls relevant to the Company's preparation of the financial statements that gave a true & 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 and 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 Company's Directors , as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the 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 Statement of the Profit and Loss, of the Profit of the Company 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

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 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 to the extent applicable.

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

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

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

c) the Balance Sheet, statement of Profit and Loss and the cash flow statements dealt with by this report are in agreement with the books of accounts.

d) in our opinion, the aforesaid financial statements comply with the Accounting Standards specified u/s. 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of written representations received from the Directors as on March 31,2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2015 from being appointed as a director in term 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), 2014, in our opinion and to the best of our information and according to the explanations given to us:

i) The company does not have any pending litigations which would impact its financial position.

ii) In our opinion and as per the information and explanations provides to us, the company has not entered into any long term contracts including derivative contracts, requiring provision under applicable laws or Accounting Standards, for material foreseeable losses, and

iii) There were no amounts which were required to be transferred to the Investor Education and Protection fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT:

(Referred to in paragraph 1 under section (Report on Other Legal and Regulatory Requirements, of our report of even date.)

1.1 The company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

1.2 All the fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification.

2.1 As the company has not purchased/ sold goods during the year nor is there any opening stock , requirement of reporting on physical verification of stocks or maintenance of inventory records , in our opinion does not arise.

3. As informed to us, the company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act. Accordingly, the sub clauses (a) and (b) are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business for the purchase of inventories, fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in the internal control system.

5. According to the information and explanations given to us, the company has not accepted any deposits in terms of directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under.

6. According to the information and explanations given to us, the company is not engaged in the production of any such goods or provision of any such services for which the Central Government has prescribed particulars relating to utilization of material or labour or other items of cost. Hence the provisions of section 148(1) of the Act do not apply to the company. Hence in our opinion, no comment on maintenance of cost records under section 148(1) of the Act is required.

7. The company is generally regular in depositing undisputed statutory dues including provident fund, Employees State Insurance, Income-tax, Sales-tax, Wealth-tax, Service-tax, duty of customs, duty of excise, Value Added Tax, Cess and other statutory dues with the appropriate authorities and we have been informed that there are no arrears of outstanding statutory dues as at the last day of the financial year under audit for the period of more than six months from the date they became payable.

7.2 According to the information and explanations given to us, no undisputed amount is payable in respect of Income-tax or Sales-tax or Wealth-tax or Service tax or Duty of customs or duty of excise or Value Added Tax or Cess as at 31st March, 2015.

7.3 In our opinion and according to the information and explanations given to us, there were no amounts which were required to be transferred to the Investor Education and Protection fund by the Company.

8. The accumulated losses of the company have exceeded fifty percent of its net worth at the end of the financial year under audit. The company has not incurred cash losses during the financial year covered by audit and as well as in the immediately preceding financial year.

9. According to the information and explanations given to us, the company has not defaulted in the repayment of dues to a financial institution or bank.

10. According to the information and explanations give to us, the company has not given any guarantee for loans taken by others from banks or financial institutions, the terms and conditions whereof are prejudicial to the interest of the company.

11. According to the information and explanations given to us, no term loans were obtained during the year under audit.

12. Based upon the audit procedures performed and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year of our audit.

For L.N. MALIK & CO. Chartered Accountants FRN: 015992N

Sd/- Place: New Delhi L.N. MALIK Date: 30.5.2015 Partner M.No. 010423

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Mar 31, 2014

We have audited the accompanying financial statements of M/s Fortune International Limited, which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss, and Cash Flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

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

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 our 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, we 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 but not for the purposes of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to tlqe explanations given to us, the financial statements give the information required by the Act irv the mariner so required and give a true and fair view in conformity with the acqquM{ghpPin|iples generally accepted in India: A

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

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

Report on Other legal and Regulatory Requirements

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

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

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

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

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

d) in our opinion, the Balance Sheet, statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards notified under the Companies Act , 1956( 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.

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

Annexure to the auditors'' Report - March 31, 2014 (Refereed to in paragraph 3 of our report of even date)

(i) (a) The Company is maintaining proper records showing full particulars, including

quantitative details and situation of fixed assets.

(b) The Company physically verifies the fixed assets on a rotational basis and accordingly, certain fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

(c) There was no substantial disposal of fixed assets during the year.

(ii) As the company has not purchased/sold goods during the year nor there is any opening

stock, requirement of reporting of physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.

(iii) The Company has taken interest free loan from 3 parties covered in the register maintained under section 301 of the Companies Act, 1956. The closing balance in respect of total loan taken as on 31.3.2014 is Rs.2,88,73,000 /-.Further the company has not granted any loans, secured or unsecured to the parties stated in the register maintained u/s 301 of the Act.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

(v) 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 register maintained under section 301 and exceeding the value of five lakh rupees 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.

(vi) 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 section 58 A of the Act and the rules framed there under apply.

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

(viii) We are informed that the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act for the products of the Company.

(ix) (a) 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, cess and other statutory dues have been regularly deposited by the company with the appropriate authorities in all cases during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid were outstanding, at the year end for a period of more than six months from the date they became payable

(b) According to the records of the company, there are no dues of sales tax, Income- tax, Custom duty, Wealth-tax, Service Tax, Cess which have not been deposited on account of any dispute.

(x) The accumulated losses of the company have exceeded fifty per cent of its net worth as at 31st March 2014. The company has not incurred cash loss in the current year and as well as in the immediately preceding financial year.

(xi) According to records of the company, the company has not borrowed from financial institutions or banks or issued debentures during the year. Hence in our opinion, the question of reporting on defaults in repayment of dues to financial institutions or banks or debenture does not arise.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual fund/benefit fund/societies.

(xiv) The company does not deal or trade in shares, securities, debentures and other investments. Therefore paraghraph (xiv) of order is 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.

(xvi) According to the information and explanations given to us, the Company has not obtained any term loan or applied any term loan during the year.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company as at March 31, 2014, we report that 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 Companies Act, 1956, during the year.

(xix) The company did not have any debentures outstanding during the year.

(xx) The Company has not raised any money through a public issue during the period covered by our audit report.

(xxi) According to the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For L.N. MALIK & CO. CHARTEREQACCOUNTANTS Firm Regn No.015992N



(L.N. MALIK) PARTNER Membership No. 10423.

Place: New Delhi Dated: 30.05.2014

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Fortune International Ltd, which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss, and Cash Flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility forthe 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 of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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 our 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, we 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.

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

Opinion

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

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

b) In the case of Statement of the Profit and Loss, of the loss of the Company forthe year ended on that date; and

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

Report on Other legal and Regulatory Requirements

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

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

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

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

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

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

e) on the basis of written representations received from the directors as on March 31, 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 Companies Act, 1956.



Annexure to the auditors'' Report- March 31,2013

(Refereed to in paragraph 3 of our report of even date)

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

(b) The Company physically verifies the fixed assets on a rotational basis and accordingly, certain fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

(c) There was no substantial disposal of fixed assets during the year.

(ii) As the company has not purchased/sold goods during the year nor there is any opening stock, requirement of reporting of physical verification of stocks or maintenance of inventory records, in our opinion, does notarise.

(iii) The Company has taken interest free loan from 5 parties and has granted not granted interest bearing loan or advances to any party covered in the register maintained under section 301 of the Companies Act, 1956. The closing balance in respect of total loan taken as on 31.3.2013 is Rs.2,88,83,000/-.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

(v) 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 register maintained under section 301 and exceeding the value of five lakh rupees in respect of any parties during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevanttime.

(vi) 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 section 58 Aof the Act and the rules framed there under apply.

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

(viii) We are informed that the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 ofthe Actforthe products of the Company.

(ix) (a) 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, cess and other statutory dues have been regularly deposited by the company with the appropriate authorities in all cases during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid were outstanding, at the year end for a period of more than six months from the date they became payable.

(b) According to the records of the company, there are no dues of sales tax, Income-tax, Custom duty, Wealth-tax, Service Tax, Cess which have not been deposited on account of any dispute.

(x) The accumulated losses of the company have exceeded fifty per cent of its net worth as at 31st March 2013. The company has not incurred cash loss in the current year and as well as in the immediately preceding financial year.

(xi) According to records of the company, the company has not borrowed from financial institutions or banks or issued debentures during the year. Hence in our opinion, the question of reporting on defaults in repayment of dues to financial institutions or banks or debenture does not arise.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual fund/benefit fund/societies.

(xiv) The company does not deal or trade in shares, securities, debentures and other investments. Therefore, Paragraph (xiv) of the order is 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.

(xvi) According to the information and explanations given to us, the Company has not obtained any term loan or applied any term loan during the year.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company as at March 31,2013, we report that 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 Companies Act, 1956, during the year.

(xix) The company did not have any debentures outstanding during the year.

(xx) The Company has not raised any money through a public issue during the period covered by our audit report.

(xxi) According to the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For L.N. MALIK & CO.

CHARTERED ACCOUNTANTS

Sd/-

(L.N. MALIK)

Dated : 29.05.2013 PARTNER.

Membership No. 010423.

Place : New Delhi Firm Regn.No. 015992N

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Mar 31, 2012

We have audited the attached Balance Sheet of M/s Fortune International Ltd. as at 31st March, 2012 and also the Profit & Loss Account for the year ended on that date, both annexed hereto. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statement, based on our audit.

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

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

We Further 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 accounts as required by law have been kept by the company so far as appears from our examinations of those books.

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

d) In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this report are with the accounting standards referred to in Section 211 (3C) of Companies Act, 1956.

e) In our opinion, according to the declaration given by the Directors and taken on record by the Board of Director, none of the Directors are disqualified as per clause (g) of subsection (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 Balance Sheet & Profit & Loss account read together with notes thereon and gives 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, 2012

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

Annexure to the auditors’ Report - March 31, 2012

(Refereed to in paragraph 3 of our report of even date)

(i) (a) The Company is maintaining proper records showing full particulars, including quantitative

details and situation of fixed assets.

(b) The Company physically verifies the fixed assets on a rotational basis and accordingly, certain fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

(c) There was no substantial disposal of fixed assets during the year.

(ii) As the company has not purchased/sold goods during the year nor there is any opening stock, requirement of reporting of physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.

(iii) The Company has taken interest free loan from 7 parties and has granted interest bearing loan or advances to 1 party covered in the register maintained under section 301 of the Companies Act, 1956. The closing balance in respect of total loan taken & given as on 31.3.2012 is Rs.4,43,60,805/- and Rs 17,85,000 /- respectively.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

(v) 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 register maintained under section 301 and exceeding the value of five lakh rupees 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.

(vi) 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 section 58 A of the Act and the rules framed there under apply.

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

(viii)We are informed that the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act for the products of the Company.

(ix) (a) 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, cess and other statutory dues have been regularly deposited by the company with the appropriate authorities in all cases during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid were outstanding, at the year end for a period of more than six months from the date they became payable.

(b) According to the records of the company, there are no dues of sales tax, Income-tax, Custom duty, Wealth-tax, Service Tax, Cess which have not been deposited on account of any dispute.

The following disputed statutory dues in respect of Income-tax demand have not been deposited and the

case is pending before the following forum:-

S. No. AY Demand Forum where Demand is pending

1. 1998-99 2,37,635 Appeal pending with ITAT

*The above amount has been deposited in full during the F.Y 2008-09 in pursuance of notice issued by TRO.

(x) The accumulated losses of the company have exceeded fifty per cent of its net worth as at 31st March 2012. The company has not incurred cash loss in the current year and as well as in the immediately preceding financial year.

(xi) According to records of the company, the company has not borrowed from financial institutions or banks or issued debentures during the year. Hence in our opinion, the question of reporting on defaults in repayment of dues to financial institutions or banks or debenture does not arise.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual fund/benefit fund/societies.

(xiv) On the basis of our examination of the companies records we are of the opinion that the company is maintaining adequate records regarding transactions and contracts regarding its trading activities in shares, securities, debentures and other investment and timely entries have been made in these records. The shares, securities, debentures and other investments have been held by the company in its own name except to the extent of exemption granted under section 49 of the act

(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.

(xvi) According to the information and explanations given to us, the Company has not obtained any term loan or applied any term loan during the year.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company as at March 31, 2012, we report that 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 Companies Act, 1956, during the year.

(xix) The company did not have any debentures outstanding during the year.

(xx) The Company has not raised any money through a public issue during the period covered by our audit report.

(xxi) According to the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For L.N. MALIK & CO. CHARTERED ACCOUNTANTS

(L.N. MALIK ) PARTNER.

Membership No. 10423.

Firm Regn. No. 015992N

Place: New Delhi

Dated: 29.05.2012

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Mar 31, 2011

We have audited the attached Balance Sheet of M/s Fortune International Ltd. as at 31st March, 2011 and also the Profit & Loss Account for the year ended on that date, both annexed hereto. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statement, based on our audit.

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

As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

We Further 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 accounts as required by law have been kept by the company so far as appears from our examinations of those books.

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

d) In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this report are with the accounting standards referred to in Section 211 (3C) of Companies Act, 1956.

e) In our opinion, according to the declaration given by the Directors and taken on record by the Board of Director, none of the Directors are disqualified as per clause (g) of subsection (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 Balance Sheet & Profit & Loss account read together with notes thereon and gives 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 the Profit & Loss Account of the loss of the company for the year ended on that date.

Annexure to the Auditors Report - March 31, 2011 (Refereed to in paragraph 3 of our report of even date)

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

(b) The Company physically verifies the fixed assets on a rotational basis and accordingly, certain fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

(c) During the year, the company has disposed of its land and building. Based on the information and explanation given by the management, we are of the opinion that the sale of the said land and building has not affected the going concern.

(ii) As the company has not purchased/sold goods during the year nor are there any opening stocks, requirement of reporting of physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.

(iii) The Company has taken interest free loan from 9 parties and has granted interest bearing loan or advances to 1 party covered in the register maintained under section 301 of the Companies Act, 1956. The closing balance in respect of total loan taken & given as on 31.3.2011 is Rs.4,50,64,720 /- and Rs 16,50,000 /- respectively.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

(v) 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 register maintained under section 301 and exceeding the value of five lakh rupees 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.

(vi) 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 section 58 A of the Act and the rules framed there under apply.

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

(viii) We are informed that the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act for the products of the Company.

(ix)(a) 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, cess and other statutory dues have been regularly deposited by the company with the appropriate authorities in all cases during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid were outstanding, at the year end for a period of more than six months from the date they became payable.

(b) According to the records of the company, there are no dues of sales tax, Income-tax, Custom duty, Wealth-tax, Service Tax, Cess which have not been deposited on account of any dispute.

The following disputed statutory dues in respect of Income-tax demand have not been deposited and the case is pending before the following forum:- S.No. A.Y. Demand Forum where Demand is pending

1. 1998-99 2,37,635* Appeal pending with ITAT

*The above amount has been deposited in full during the F.Y 2008-09 in pursuance of notice issued by TRO.

(x) The accumulated losses of the company have exceeded fifty percent of its net worth as at 31st March 2011. The company has not incurred cash loss during the financial year covered by our audit, but have incurred cash loss in the immediately preceding financial year.

(xi) According to records of the company, the company has not borrowed from financial institutions or banks or issued debentures during the year. Hence in our opinion, the question of reporting on defaults in repayment of dues to financial institutions or banks or debenture does not arise.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual fund/benefit fund/societies.

(xiv) On the basis of our examination of the companies records we are of the opinion that the company is maintaining adequate records regarding transactions and contracts regarding its trading activities in shares, securities, debentures and other investment and timely entries have been made in these records. The shares, securities, debentures and other investments have been held by the company in its own name except to the extent of exemption granted under section 49 of the act

(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.

(xvi)According to the information and explanations given to us, the Company has not obtained any term loan or applied any term loan during the year.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company as at March 31, 2011, we report that 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 Companies Act, 1956, during the year.

(xix) The company did not have any debentures outstanding during the year.

(xx) The Company has not raised any money through a public issue during the period covered by our audit report.

(xxi) According to the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For L.N. MALIK & CO. CHARTERED ACCOUNTANTS

Sd/-

(L.N. MALIK) PARTNER Membership No. 10423.

Place : New Delhi Dated : 18th June 2011

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Mar 31, 2010

We have audited the attached Balance Sheet of M/s Fortune International Limited as at 31st March, 2010 and also the Profit & Loss Account for the year ended on that date, both annexed hereto. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements, based on our audit.

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

As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of sub- section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 and 5 of the said order.

We Further 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)ln our opinion, proper books of accounts as required by the law have been kept by the company so far as appears from our examinations of those books.

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

d) In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this report are with the accounting standards referred to in Section 211 (3C) of Companies Act, 1956.

e) In our opinion, according to the declaration given by the Directors and taken on record by the Board of Director, none of the Directors are disqualified as per clause (g) of subsection (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 Balance Sheet & Profit & Loss account read together with notes thereon and gives a true and fair view in conformity with the accounting principles generally accepted in India.

1) In the case of Balance Sheet, of the state of affairs of the company as at 31st March,2010

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

Annexure to the auditors Report March 31, 2009 (Referred to in paragraph 3 of our report of even date)

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

b) The Company physically verifies the fixed assets on a rotational basis and accordingly, certain fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

c) There was no substantial disposal of fixed assets during the year.

(ii) a) The management has conducted physical verification of inventory at reasonable intervals.

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 is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

(iii) The Company has taken interest free loan from 11 parties and also granted interest free loan or advances in the nature of loans to 4 parties covered in the register maintained under section 301 of the Companies Act, 1956. The company has also taken interest bearing loan from 1 party covered in the register maintained under section 301 of the Companies Act, 1956.The closing balance in respect of loan taken & given as on 31.03.2010 is Rs. 11,29,87,670/- and Rs. 1,26,05,233/- respectively.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls.

(v) According to information and explanations provided by the management, we are of the opinion that there were no contracts or arrangements during the year that need to be entered into the register maintained under section 301 of the Companies Act, 1956.

(vi) 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 section 58A of the Act and the rules framed there under apply.

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

(viii) We are informed that the Central Government has not prescribed maintenance of cost records under clause (d) of sub- section (1) of section 209 of the Act for the products of the Company.

(ix) a) Undisputed statutory dues including Provident Fund , Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth-tax, Service-tax, custom duty, excise duty, cess and other statutory dues have been regularly deposited by the company with the appropriate authorities in all cases during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid were outstanding, at the year end for a period of more than six months from the date they became payable.

b) According to the records of the company , there are no dues of sales tax , Income tax, Custom duty, Wealth tax, Service Tax, Cess which have not been deposited on account of any dispute.

The following disputed statutory dues in respect of Income-tax demand have not been deposited and the case is pending before the following forum:-

S.No. A.Y. Demand Forum where Demand is pending

1. 1998-99 2,37,635* Appeal pending with ITAT

* The above amount has been deposited in full during the year in pursuance of notice issued by TRO.

(x) The accumulated losses of the company have exceeded fifty percent of its net worth as at 31s March 2010. The company has incurred cash loss during the financial year covered by our audit and also in the immediately preceding financial year.

(xi) During the financial year 2008-2009 , the company has done one time settlement with Centra unal (DRT), New Delhi & vide approval reference No BR.REC:2008-09 dated 23.04.2008 from their Head Office with total amount agreed at Rs.19.00crores.

Further with respect above OTS, during the year the company has fully paid the OTS along with the interest. The difference between the outstanding balance of loan in books and the total amount paid has been debited to interest account. In previous years no provision for interest has been made in the absence of details of interest charged by the bank, hence the total amount of interest has been claimed during this year and debited to Profit and Loss Account.

As per the information given to us, the ICICI bank had also filed a suit against the company before DRT on 07.02.2003 for claim of penal interest etc amounting to Rs 98,91,308 in respect of fund based credit arrangement facilities availed on 11.04.1998 and the case is being defended by the company.

The company has no transaction with the financial institutions and had no debentures outstanding during the year.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The nature of activities of the company does not attract any special statute applicable to chit fund and nidhi/mutualfund/benefit fund/societies.

(xiv) The Company does not deal or trade in shares, securities, debentures and other investments.

(xv) According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks orfinancial institutions.

(xvi) According to the information and explanations given to us, the company has not obtained any term loan or applied any term loan during the year.

(xvii) According to the information and explanations given to us and overall examination of the balance sheet of the company as at March 31, 2010, we report that 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 Companies Act, 1956, during the year.

(xix) The Company did not have any debentures outstanding during the year.

(xx) The Company has not raised any money through a public issue during the period covered by our audit report.

(xxi) According to the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

Place : New Delhi For L.N.Malik & Co.

Date : 28.05.2010 Chartered Accountants

L.N.Malik

(Partner)

M.No.-10423