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Auditor Report of Ganon Trading & Finance Company Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Ganon Trading and Finance Company Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2015, 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 Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ('the act') with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that are 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 there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements, that 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 accounting policies used and the reasonableness of the accounting estimates made by the Company's management and Board of 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.

Basis for Qualified Opinion:

The Company is not accounting for liability for Gratuity as required under Accounting Standard 15 (AS-15) relating to Employees Benefits as referred to in Note 23 of Notes to accounts. We are unable to comment upon the resultant effect on assets, liabilities and profit for the year as the amount of such benefit is presently not ascertainable.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the "Basis for Qualified Opinion", paragraph above, 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 31st March, 2015, and its profit/loss 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 section143 of the Act, we give in the Annexure a statement on the matters Specified in paragraphs 3 and 4 of the Order.

(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) Except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph above, 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) Except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph above, 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) The matter described in the Basis for Qualified Opinion paragraph above, in our opinion, may have an adverse effect on the functioning of the Company.

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

(g) The qualification relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Qualified Opinion paragraph above.

(h) 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 impact its financial position.

(ii) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

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

The Annexure referred to in Paragraph 1 under the heading "Report on Other Legal and Regulatory Requirements "in our Independent Auditor's Report to the members of the Company for the year ended 31st March, 2015:

As required by the Companies (Auditors Report) Order, 2015 and according to the information and explanations given to us during the course of the audit and on the basis of such checks of the books and records as were considered appropriate we report that:

i. a) Since the Company does not have any Fixed assets, clause 4(i) (a) (b) and (c) of the said Order are not applicable to the Company.

ii. a) The inventories have been physically verified during the year by the management at year end.

b) The procedures of physical verification of the inventories 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 inventories and discrepancies noticed on physical verification of inventories as compared to book records were not material.

iii. a) During the year the Company has granted unsecured loan to one company covered in the register maintained under Section 189 of the Act.

b) In case of the loans granted to bodies corporate as listed in the register maintained under section 189 of he Act, the principal amount and interest are recoverable as stipulated.

c) There are no overdue amounts of more than one lakh in respect of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act.

iv. There are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to purchase of inventories and fixed assets and for the sale of goods. However taking into consideration the increase in the volume of the business of the Company the same needs to be further strengthened. We have not observed any continuing failure to correct major weakness in the internal control system.

v. The Company has not accepted any deposits from the public.

vi. The Central Government has not prescribed the maintenance of cost records under Section 148 (1) of the Companies Act, 2013.

vii. a) Accordingly to the records of the Company, the undisputed statutory dues including Provident Fund, Employee's State Insurance, Income tax, Service tax, Customs Duty, Excise duty, and Cess generally have been regularly deposited with the appropriate authorities to the extent applicable to the Company except in case of TDS and Service Tax where delays have been noticed The undisputed amount of Service tax payable amounting to Rs. 1,23,928 which have remained outstanding as at 31st March, 2015 for a period more than six months from the date they became payable (Since Paid).

b) There are no dues of Income Tax, Wealth Tax, Sales Tax, Service Tax, duty of Custom, duty of excise, value added tax and cuss which have not been deposited on account of any dispute with the relevant authorities.

c) There is no amount which is required to be transferred to investor education and protection fund by the Company in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under.

viii. The Company has no accumulated losses as at end of the financial year and it has not incurred any cash losses during the current financial year and in the immediately preceding financial year.

ix. The Company has no facilities from banks and financial institutions.

x. The Company has not given any guarantee for loans taken by others from banks and financial institutions.

xi. The Company has not obtained any term loans during the year under report.

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

For Ajay Shobha & Co.

Chartered Accountants

Firm Reg No. 317031E

Ajay Gupta

Partner

Mem. No. 053071

Place: Mumbai

Date: 29th May 2015


Mar 31, 2014

We have audited the accompanying financial statements of Ganon Trading & Finance Company Limited ("the Company"), which comprises of 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

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") read with General Circular 15/2013 dated 13 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.

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 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 procedure to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgement, including the assessment of the risk of material misstatement of the financial statements, whether due to fraud and 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 but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating and 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 31,2014;

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

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

Report on Other Legal and Regulatory Requirements

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 the 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 accounts 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 & 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 sub-section (3C) of section 211 of the Companies Act, 1956 read with General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013;

(e) On the basis of 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 subsection (1) of section 274 of the Companies Act, 1956.

Annexure to Auditors Report

Annexure referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of the Auditors Report to the members of Ganon Trading & Finance Company Limited for the year ended 31st March, 2014:

As required by the Companies (Auditors Report) Order, 2003 and amendments thereto and according to the information and explanations given to us during the course of the audit and on the basis of such checks of the books and records as were considered appropriate we report that:

i. a) Since the Company does not have any Fixed assets, clause 4(i) (a) (b) and (c) of the said Order are not applicable to the Company.

ii. a) The inventories have been physically verified by the management during the year at reasonable intervals.

b) The procedures of physical verification of the inventories 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 inventories and no discrepancies noticed on physical verification of inventories during the year.

iii. a) The Company had granted unsecured loans to one party covered in the register maintained under Section 301 of the Companies Act, 1956 on call basis. The maximum amount outstanding during the year was Rs. 91,500,000 which has been converted to Optionally Fully Convertible Debenture during the financial year and hence the year-end balance was Rs. Nil .

b) Till the date of conversion the said loan is interest free and hence to that extent, it is prejudicial to the interest of the Company. Other terms and conditions on which these loans have been granted are prima facie, not prejudicial to the interest of the Company;

c) In view of our comments in para (iii) (a) and (b) above, clauses 4 (iii) (c) and (d) of the said Order are not applicable.

d) The Company has not taken loans secured or unsecured from any party covered in the register maintained under Section 301 of the Companies Act, 1956.

e) In view of our comments in para (iii) (d) above, clause 4 (iii) (f) and (g) of the said Order is not applicable.

iv. There are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to purchase of inventories and fixed assets and for the sale of goods. However taking into consideration the increase in the volume of the business of the Company the same needs to be further strengthened..

v. a) The particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 that needs to be entered into the register maintained under that section have been so entered.

b) The transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposits from the public.

vii. The Company does not have a formal internal audit system. However, according to the information and explanations given to us, operating control systems are commensurate with the size of the Company and nature of its business.

viii. The Central Government has not prescribed for maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for the Company.

ix. a) Accordingly to the records of the Company, the undisputed statutory dues including Provident Fund, Employee''s State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs Duty, Excise duty, and Cess to the extent applicable to the Company have generally been regularly deposited with the appropriate authorities. There are no undisputed amount payable in respect of such statutory dues which have remained outstanding as at 31st March, 2014 for a period more than six months from the date they became payable.

b) According to the information and explanations given to us, the Company has no dues of Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute with the relevant authorities.

x. The Company does not have accumulated losses as at 31st March, 2014 and has not incurred cash losses during the current financial year and in the immediately preceding financial year.

xi. The Company has no facilities from banks and financial institutions.

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

xiii. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund/ Societies are not applicable to the Company.

xiv. The Company is not dealing or trading in shares, securities, debentures or other investments.

xv. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

xvi. The Company has not obtained any term loans during the year.

xvii. On an overall examination of the balance sheet of the Company, we report that no funds raised on short- term basis have been used for long term investments.

xviii. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

xix. The Company has not issued any debentures during the year.

xx. The Company has not raised any money by way of public issue during the year.

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

For K.M.Tulsian & Associates

Chartered Accountants

Firm Reg No. 111075W

Nitesh Musahib

Partner

Mem. No. 131146

Place : Mumbai

Date : 9th July 2014


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Ganon Trading and Finance Company Limited ("the Company"), which comprises of 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 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"). 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 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 procedure 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 risk of material misstatement of the financial statements, whether due to fraud and 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 and 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 the Statement of Profit and Loss, of the profit for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

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 the 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 accounts 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 & 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 sub-section (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 subsection (1) of section 274 of the Companies Act, 1956.

Annexure referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of the Auditors Report to the members of Ganon Trading and Finance Company Limited for the year ended 31st March, 2013:

As required by the Companies (Auditors Report) Order, 2003 and amendments thereto and according to the information and explanations given to us during the course of the audit and on the basis of such checks of the books and records as were considered appropriate we report that:

I. a) Since the Company does not have any Fixed assets, clause 4(i) (a) (b) and (c) of the said Order are not applicable to the Company.

ii. a) Since the Company does not have any inventory, the clauses 4 (ii) (a) (b) and (c) of the said Order

are not applicable to the Company.

iii. a) The Company has granted unsecured loans to one party covered in the register maintained under Section 301 of the Companies Act, 1956 on call basis. The maximum amount outstanding during the year was Rs. 9.00 crores and the year-end balance was Rs. 8.99 crores.

b) The said loan is interest free and hence to that extent, it is prejudicial to the interest of the Company. Other terms and conditions on which these loans have been granted are prima facie, not prejudicial to the interest of the Company;

c) In view of our comments in para (iii) (a) and (b) above, clauses 4 (iii) (c) and (d) of the said Order are not applicable.

d) The Company has not taken unsecured loans from any party covered in the register maintained under Section 301 of the Companies Act, 1956.

e) In view of our comments in para (iii) (d) above, clause 4 (iii) (g) of the said Order is not applicable.

iv. In our opinion and according to the information and explanation given to us there is adequate internal control system commensurate with the size of the Company and the nature of its business i.e. sale of shares & securities. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control systems.

v. a) The particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 that needs to be entered into the register maintained under that section have been so entered.

b) The transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi. The Company has not accepted any deposits from the public.

vii. The Company does not have a formal internal audit system. However, according to the information and explanations given to us, operating control systems are commensurate with the size of the Company and nature of its business.

viii. The Central Government has not prescribed for maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for the Company.

xi. a) Accordingly to the records of the Company, the undisputed statutory dues including Provident Fund, Employee''s State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs Duty, Excise duty, and Cess generally have been regularly deposited with the appropriate authorities to the extent applicable to the Company. There are no undisputed amount payable in respect of such statutory dues which have remained outstanding as at 31st March, 2013 for a period more than six months from the date they became payable.

b) According to the information and explanations given to us, the Company has no dues of Income Tax, Wealth Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute with the relevant authorities.

x. The Company does not have accumulated losses as at 31st March, 2013 and has not incurred cash losses during the current financial year and not in the immediately preceding financial year.

xi. The Company has no facilities from banks and financial institutions.

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

xiii. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund/ Societies are not applicable to the Company.

xiv. Based on the records examined by us, the Company is maintaining proper records of the transactions and contracts and timely entries have been made in respect of all the securities transactions and the same have been held by the Company in its own name except to the exemption , if any , granted under Section 49 of the Act.

xv. The Company has not given any guarantees for loan taken by others from banks and financial institutions.

xvi. The Company has not obtained any term loans during the year.

xvii. On an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long term investments.

xviii. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956.

xix. The Company has not issued any debentures during the year.

xx. The Company has not raised any money by way of public issue during the year.

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

For K.M.Tulsian & Associates

Chartered Accountants

Firm Reg No. 111075W

Mukesh Gilda

Place : Mumbai Partner

Date : 30th May,2013 Mem. No. 118961


Mar 31, 2012

We have audited the attached Balance Sheet of GANON TRADING & FINANCE COMPANY LIMITED as at 31st March, 2012 and also the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditor's Report) Order, 2003 as amended by Companies (Auditor's Report) (Amendment) Order, 2004 issued by the Department of Company Affairs, in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 & 5 of the said Order.

2. Further to our comments on the Annexure referred to in paragraph 1 above, we report that:-

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

b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of 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 & Loss and Cash Flow statement dealt with by this report comply with the Accounting Standards referred in subsection (3C) of Section 211 of the Companies Act, 1956;

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

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

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

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

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

ANNEXURE referred to in paragraph (1) of our Report of even date on the Accounts for the year ended 31st March, 2012 of GANON TRADING & FINANCE COMPANY LIMITED.

1. The Company does not have any fixed assets and hence the question of maintaining records, physical verification & disposal of the same does not arise.

2. a. Shares in custody of the Company have been physically verified by the management at reasonable intervals. For shares held with the custodian and depository participant, statements from them have been obtained on a regular basis.

b. In our opinion, the procedures of 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. The discrepancies noticed on reconciliation of physical inventories as compared to book records have been properly dealt with in the books of accounts.

3. (a) The Company has, during the year, not granted any loans, secured or unsecured,

to companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956. Accordingly, the clause 4(iii)(b) to (d) of the Order are not applicable.

(b) The Company has taken interest free unsecured loan from a party covered in the register maintained u/s.301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.2.00 Crores & the year-end balance of loan taken from such party was Rs. NIL/-.

(c) In our opinion, the other terms and conditions on which the loan was taken is not prima facie prejudicial to the interest of the Company.

(d) As per the information made available to us, the aforesaid loan taken by the Company was repayable on demand.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to sale of shares (inventory). There is no purchase of inventory and fixed assets. The Company does not provide any services. During the course of our audit, no major weaknesses have been observed in the internal control system.

5. a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangement that needed to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanation given to us, there are no transactions in pursuance of contacts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregating during the year to Rs.500000/- (Rupees Five Lacs only) or more in respect of any party.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the provisions of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 apply.

7. The Company does not have formal system of internal audit, but there are adequate checks & controls at all levels.

8. The provisions of Section 209 (1 )(d) of the Companies Act, 1956 regarding maintenance of Cost records is not applicable to the Company.

9. (a) In our opinion and according to the information and explanations given to us, the

Company has been regular in depositing undisputed statutory dues with the appropriate authorities.

(b) In our opinion and according to the information & explanations given to us, there are no statutory dues which have not been deposited on account of any dispute.

10. The Company does not have accumulated losses at the end of the year and the Company has not incurred cash losses during the current and in the immediately preceding financial year.

11. In our opinion & according to the information & explanation given to us, the Company has not taken any loans from financial institution or bank or through issue of debentures. Therefore, the question of repayment or default does not arise.

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

13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund/society.

14. In respect of Company's activity for dealing in shares, proper records have been maintained in regard to the transactions and contracts and timely entries have been made therein. The shares have been held by the Company in its own name.

15. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. The Company has not taken any term loan during the year &, therefore, provisions of Clause (xvi) of CARO, 2003 is not applicable to the Company.

17. According to information & explanations given to us and on overall examination of Balance Sheet of the Company, we report that Company has not raised any short term loan during the year.

18. The Company has not made any preferential allotrqent of shares to parties and companies covered in the register maintained under Section 301 of the Act.

19. The Company did not have any outstanding debentures during the year.

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

21. According to the information and explanations given to us and to the best of our knowledge & belief, no fraud on or by the Company has been noticed or reported by the Company during the year.

For K K KHADARIA & CO

CHARTERED ACCOUNTANTS

(Firm Reg. NO.105013W)

AJAY DAGA PLACE: MUMBAI PARTNER

DATED: 29th May, 2012 M.N0.44162


Mar 31, 2010

We have audited the attached Balance Sheet of GANON TRADING & FINANCE COMPANY LIMITED as at 31st March, 2010, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003 as amended by Companies (Auditors Report) (Amendment) Order, 2004 issued by the Department of Company Affairs, in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 & 5 of the said Order.

2. Further to our comments on the Annexure referred to in paragraph 1 above, we report that :-

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

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

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

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

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

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

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

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

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

ANNEXURE referred to in paragraph (1) of our Report of even date on the Accounts for the year ended on 31st March, 2010 of GANON TRADING & FINANCE COMPANY LIMITED.

1. The Company does not have any fixed assets and hence the question of maintaining records, physical verification & disposal of the same does not arise.

2. a. Shares in custody of the Company have been physically verified by the management at reasonable intervals. For shares held with the custodian and depository participant, statement from them have been obtained on a regular basis.

b. In our opinion, the procedures of 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. No discrepancies have been noticed on reconciliation of physical inventories & with the custodian and depository participant as compared to the book records.

3. (a) The Company has, during the year, not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956. Accordingly, the clause 4(iii)(b) to (d) of the Order are not applicable.

(e) The Company has not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956. Accordingly, the clause 4(iii)(f) and (g) of the Order are not applicable.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to purchase & sale of shares (inventory). The Company does not provide any services. During the course of our audit, no major weaknesses have been observed in the internal control system.

5. a. In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in sec.301 of the Act have been so entered into the register required to be maintained under that section.

b. In our opinion and according to the information and explanations given to us, there are no transaction in pursuance of contracts or arrangements entered into the register maintained under Section 301 of the Act aggregating during the year to Rs.5,00,000/- or more in respect of any party.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the provisions of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 apply.

7. The Company does not have formal system of internal audit, but there are adequate checks & controls at all levels.

8. The provisions of Section 209 (l)(d) of the Companies Act, 1956 regarding maintenance of Cost records is not applicable to the Company.

9. (a) In our opinion and according to the information and explanations given to us, the Company has been regular in depositing undisputed statutory dues with the appropriate authorities.

(b) In our opinion and according to the information & explanations given to us, there are no statutory dues which have not been deposited on account of any dispute.

10. The Company has no accumulated losses and has not incurred any cash losses during the current financial year & in the immediately preceding financial year.

11. In our opinion & according to the information & explanation given to us, the Company has not taken any loans from financial institutions or banks or through issue of debentures. Therefore, the question of repayment or default does not arise.

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

13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund/society.

14. In respect of Companys activity for dealing in shares, proper records have been maintained in regard to the transactions and contracts and timely entries have been made therein. The shares have been held by the Company in its own name.

15. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. The Company has not taken any term loan during the year & therefore, provisions of Clause (xvi) of CARO,2003 is not applicable to the Company.

17. According to information & explanations given to us and on overall examination of Balance Sheet of the Company, we report that Company has not raised any short term loan during the year.

18. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act.

19. The Company has not issued any debentures during the year.

20. The Company has not made any public issue during the year.

21. According to the information and explanations given to us and to the best of our knowledge & belief, no fraud on or by the Company has been noticed or reported by the Company during the year.



For K K KHADARIA & CO

CHARTERED ACCOUNTANTS

(Firm Reg. No.l05013W)

PLACE : MUMBAI AJAY DAGA

DATED : 29th May, 2010 PARTNER

M.NO. 44162


Mar 31, 2009

We have audited the attached Balance Sheet of GANON TRADING & FINANCE COMPANY LIMITED as at 31st March, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003 as amended by Companies (Auditors Report) (Amendment) Order, 2004 issued by the Department of Company Affairs, in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 & 5 of the said Order.

2. Further to our comments on the Annexure referred to in paragraph 1 above, we report that :-

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

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

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

d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow statement comply with the Accounting Standards referred in subsection (3C) of Section 211 of the Companies Act. 1956;

e) On the basis of the written representations received from the directors as on 31 st March, 2009 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2009 from being appointed as a director in terms of Clause (g) of sub-section 1 of Section 274 of the Companies Act, 1956.

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

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

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

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

ANNEXURE referred to in paragraph (1) of our Report of even date on the Accounts for the year ended on 31st March, 2009 of GANON TRADING & FINANCE COMPANY LIMITED.

1. The Company does not have any fixed assets and hence the question of maintaining records, physical verification & disposal of the same does not arise.

2. a. Shares in custody of the Company have been physically verified by the management at reasonable intervals. For shares held with the custodian and depository participant, statement from them have been obtained on a regular basis.

b. In our opinion, the procedures of 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. No discrepancies have been noticed on reconciliation of physical inventories & with the custodian and depository participant as compared to the book records.

3. (a) The Company has, during the year, not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956. Accordingly, the clause 4(iii)(b) to (d) of the Order are not applicable.

(e) The Company has taken interest free unsecured loan from a party covered in the register maintained u/s.301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 125000/- & the year-end balance of loan taken from such party was Rs. NIL/-.

(f) In our opinion, the other terms and conditions on which the loan was taken is not prima facie prejudicial to the interest of the Company.

(g) As per the information made available to us, the aforesaid loan taken by the Company were repayable on demand.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company and the nature of its business with regard to purchase & sale of shares (inventory). The Company does not provide any services. During the course of our audit, no major weaknesses have been observed in the internal control system.

5. a. In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in sec.301 of the Act have been so entered into the register required to be maintained under that section.

b. In our opinion and according to the information and explanations given to us, there are no transaction in pursuance of contracts or arrangements entered into the register maintained under Section 301 of the Act aggregating during the year to Rs.5,00,000/- or more in respect of any party.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the provisions of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 apply.

7. The Company does not have formal system of internal audit, but there are adequate checks & controls at all levels.

8. The provisions of Section 209 (l)(d) of the Companies Act, 1956 regarding maintenance of Cost records is not applicable to the Company.

9. (a) In our opinion and according to the information and explanations given to us, the Company has been regular in depositing undisputed statutory dues with the appropriate authorities.

(b) In our opinion and according to the information & explanations given to us, there are no statutory dues which have not been deposited on account of any dispute.

10. The Company has no accumulated losses and has not incurred any cash losses during the current financial year & in the immediately preceding financial year.

11. In our opinion & according to the information & explanation given to us, the Company has not taken any loans from financial institutions or banks or through issue of debentures. Therefore, the question of repayment or default does not arise.

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

13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund/society.

14. In respect of Companys activity for dealing in shares, proper records have been maintained in regard to the transactions and contracts and timely entries have been made therein. The shares have been held by the Company in its own name.

15. The Company has not given any guarantee for loans taken by others from banks or financial institutions.

16. The Company has not taken any term loan during the year &, therefore, provisions of Clause (xvi) of CARO,2003 is not applicable to the Company.

17. According to information & explanations given to us and on overall examination of Balance Sheet of the Company, we report that Company has not raised any short term loan during the year.

18. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act.

19. The Company has not issued any debentures during the year.

20. The Company has not made any public issue during the year.

21. According to the information and explanations given to us and to the best of our knowledge & belief, no fraud on or by the Company has been noticed or reported by the Company during the year.

For K K KHADARIA & CO

CHARTERED ACCOUNTANTS

PLACE : MUMBAI AJAY DAGA

DATED : 24th August, 2009. PARTNER

M.N0.44162




Mar 31, 2007

We have audited the attached Balance Sheet of GANON TRADING & FINANCE COMPANY LIMITED as at 31st March, 2007, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003 as amended by Companies (Auditors Report) (Amendment) Order, 2004 issued by the Department of Company Affairs, in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 & 5 of the said Order.

2. Further to our comments on the Annexure referred to in paragraph 1 above, we report that:-

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

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

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

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

e) On the basis of the written representations received from the directors as on 31st March, 2007 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2007 from being appointed as a director in terms of Clause (g) of sub-section 1 of Section 274 of the Companies Act, 1956.

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

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2007;

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

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

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the provision of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 apply.

7. The Company does not have formal system of internal audit, but there are adequate checks & controls at all levels.

8. Maintainance of cost records has not been prescribed by the Central Government u/s209(l)(d)oftheAct.

9. (a) In our opinion and according to the information and explanations given to us, the Company has been regular in depositing undisputed statutory dues with the appropriate authorities.

(b) In our opinion and according to the information & explanations given to us, there are no statutory dues which have not been deposited on account of any dispute.

10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. In our opinion & according to the information & explanation given to us, the Company has not taken any loan from financial institution or bank or through issue of debenture. Therefore, the question of repayment or default does not arise.

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

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society.

14. In respect of Companys activity for dealing in shares, proper records have been maintained in regard to the transactions and contracts and timely entries have been made therein. The shares have been held by the Company in its own name except to the extent & for reason mentioned in Schedule C & Annexure I to the Accounts.

15. The Company has not given any guarantee for loans taken by others from bank or financial institutions.

16. The Company has not taken any term loan during the year & therefore provisions of Clause (xvi) of CARO,2003 is not applicable to the Company.

17. According to information & explanation given to us and on overall examination of Balance Sheet of the Company, we report that Company has not raised any short term loan during the year.

18. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act.

19. The Company has not issued any debentures during the year.

20. The Company has not made any public issue during the year.

21. According to the information and explanations given to us and to the best of our knowledge & belief, no fraud on or by the Company has been noticed or reported by the Company during the year.

For K K KHADAR1A & CO CHARTERED ACCOUNTANTS

AJAY DAGA PARTNER M.NO.44162

PLACE : MUMBAI DATED: 23rd August, 2007

 
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