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Auditor Report of Ind Bank Housing Ltd.

Mar 31, 2015

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

Auditor's Responsibility

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and 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 preparation of the financial statements of the company that give 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 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 the Profit and Loss Account, of the Loss for the year ended on that date; and

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

Emphasis of Matter

Without qualifying our opinion attention is drawn to

1) Note No 19(b) of the financial statements on the applicability of the 'Going concern concept' as opined by the company.

2) Note No 19 (g) on the excess recovery over and above the dues, as a result of sale of property under SARFASI, which are retained under other current liability for want of borrower's whereabouts.

3) Note No 19(h) on Advance payment of IT net of provision appearing under "Long Term Loans & Advances" pending reconciliation, which requires adjustments for recognition of interest income/ expenses and provisioning.

Report on Other Legal and Regulatory Requirements

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

2) As required by section 143(5), we have included in the Annexure -2, a statement on the matters specified in the Directions and in our opinion, no action is required to be taken thereon and there is no impact on the accounts and financial statements of the company.

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

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

b. In our opinion proper books of account as required by law have been kept by the company so far as appears from our examination of those books.

c. The Balance Sheet, the 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 aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. on the basis of written representations received from the directors as on 31.03.2015 taken on records by the Board of Directors, none of the directors is disqualified as on 31.03.2015 from being appointed as a director in terms of Section 164 (2) of the Act,

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 19(h)to the financial statements

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on loans and advances, long term contracts including derivative contracts if any.

iii. There are no amounts that are required to be transferred to Investor Education and Protection Fund by the Company. Refer Note No 19(k) to the financial statements.

Annexure 1 to the Auditors' Report

The Annexure referred to in our report to the Members of Ind Bank Housing Limited for the year ended 31 March 2015.

We report that:

1) The Company has maintained records showing full particulars, including quantitative details and situation of fixed assets. These fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification.

2) The Company is a service company, primarily rendering financial services. Thus, paragraph 3(ii) of the Order is not applicable.

3) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to services. We have not observed any major weakness in the internal control system during the course of the audit.

4) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 58A of the company act, 1956 and the rules framed and directions issued by National Housing Bank (NHB) wherever applicable to deposits accepted from public. However the company now stopped accepting deposits from the public. The Company has repaid all the deposit accepted from public except to the extent of Rs.6.33 Lacs, which represents the deposits matured but withheld as Central Bureau of Investigation Anti-Corruption Branch, Shastri Bhavan, Chennai has given direction not to release till the disposal of the pending cases.

5) The Government of India has not prescribed the maintenance of cost records under Section 148(1) of the Act for any of the services rendered by the company.

6) According to the information and explanations given to us and on the basis of our examination of the records of the Company amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Income-tax, Sales-tax, Value Added Tax, Wealth tax, Service tax and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of Employees' State Insurance, Customs duty and Excise duty. According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Income-tax, Sales-tax, Value Added Tax, Wealth tax, Service tax and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable except Rs.19.02 lakhs towards income tax for the AY 2005-06.

7) According to the information and explanations given to us, there are no material dues of Wealth tax and Cess which have not been deposited with the appropriate authorities on account of any dispute. However, according to information and explanations given to us, the following dues tax have not been deposited by the company on account of disputes:

Name of the Nature of Amount Rs. Period to Forum where Statute Dues which the disputeis the amount pending relates

Income Tax Tax demand 432 lakhs AY 1999-2000 Madras High court

8) There are no amounts that are required to be transferred to Investor Education and Protection Fund by the Company.

9) The accumulated loss at the end of the financial year is Rs.110.93 cr and has incurred a cash loss of Rs.12.18Cr during the financial year covered by our audit and a loss of Rs.9.40 crores during the immediately preceding financial year

10) The Company has defaulted in repayment of dues to bank, parent company. The entire amount outstanding as reflected in the financial statement as on 31.03.2015 is overdue.

11) 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.

12) The term loans amounting to Rs.105.13cr as reflected in the books of account are outstanding during the year.

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

For Anand & Ponnappan Chartered Accountants Firm's Registration Number 000111S

(R.Anandakumar) (Partner) Place: Chennai Membership Number 021919 Date: 11.05.2015




Mar 31, 2014

We have audited the accompanying financial statements of IND BANK HOUSING 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

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

Auditors'' Responsibility

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

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

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

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 Profit and Loss Account, of the loss for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

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. Attention of the members is invited to Notes an Accounts under (b) regarding preparation of accounts on a going concern basis. This is subject to the Company getting the continued financial support from Indian Bank as stated in the said notes.

3. 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, 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.

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

(Referred to in paragraph 1 of our Report of even date)

1. (a) The Company has maintained proper records to show full particulars including quantitative details and situation of Fixed Assets. (b) The fixed assets have been physically verified by the management during the year. No discrepancies were noticed on such physical verification.

2. According to the information and explanations given to us the provisions of clauses (ii), (iii), (v), (viii), (xiii), (xviii), (xix), (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable to the Company.

3. The Company has not granted or taken any loans, secured or unsecured to/from Companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for purchase of fixed assets.

5. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 58A and the rules framed and directions issued by National Housing Bank (NHB) wherever applicable to deposits accepted from public except as stated hereunder:

(i) NHB has allowed time upto 30.09.2001 to bring the Public Deposits within the limits prescribed by the NHB. The Company has repaid all the deposit accepted from public except to the extent of Rs.6.35 Lacs, which represents the deposits matured but not claimed, for which the company has deposited a sum of Rs. 6.33 Lacs in Escrow A/c with Indian Bonk.

(ii) The total borrowing of the Company is in excess of the limits prescribed by the NHB in relation to the net worth of the Company and has been reported to NHB.

6. Taking into account the volume and nature of operations presently carried on by the Company, we are of the opinion that the present system of internal audit is adequate from the point of view of coverage/requirement.

7. (a) The company is regular in depositing undisputed statutory dues including provident fund dues and income tax with the concerned authorities. We are informed that the provisions of Employees State Insurance Act, 1948, Wealth Tax Act, Sales Tax Act, Customs and Excise laws are not applicable to this Company.

(b) According to the information and explanations given to us the following disputed taxes (including interest) as disclosed in Contingent Liabilities have not been deposited by the Company.

Nature Amount Rs. In Lacs Forum

Income Tax disputed 432.00 Hon''ble Madras High Court, in appeal A.Y. Chennai 1999-2000

A.Y.2005-2006 19.02 The Commissioner of Income Tax (Appeals) - III, Chennai.

8. The accumulated loses of the Company at the end of the financial year exceeds fifty per cent of its net worth. The Company has incurred cash losses in the current financial year and in the immediately preceding financial years.

9. The Company has defaulted in repayment of dues to financial institutions and banks as per the details given below:

Institutions Amount of default In default since Nature of loan Rs in lacs

1 Indian Bank 4406.70 July 1999 Term loan - TL III

2 Indian Bank 5049.62 Loan availed Term loan - TL IV in July 2004

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

11. The Company does not deal or trade in shares, securities, debentures and other investments in the ordinary course of its business.

In respect of shares and securities held as investments by the Company proper records have been maintained for transactions and contracts and timely entries have been made therein.

12. 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.

13. According to the information and explanations given to us the company has not raised funds on short term basis during the year.

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

For Venkat and Rangaa Chartered Accountants FRN: 4597 S

Place : Chennai S. Mohan Raajan Date : 23.04..2014 Partner M.No.206393


Mar 31, 2013

We have audited the accompanying financial statements of IND BANK HOUSING LIMITED, 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 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.

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

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

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

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 Profit and Loss Account, of the loss for the year ended on that date; and

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

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. Attention of the members is invited to Notes on Accounts under (b) regarding preparation of accounts on a going concern basis. This is subject to the Company getting the continued financial support from Indian Bank as stated in the said notes.

3. 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.

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

ANNEXURE TO THE AUDITORS REPORT

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of IND BANK HOUSING LIMITED. on the accounts of the company for the year ended 31st March, 2013.

1. (a) The company has maintained proper records to show full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the management during the year. No discrepancies were noticed on such physical verification.

2. According to the information and explanations given to us the provisions of clauses (ii),(iii), (v), (viii), (xiii), (xviii), (xix), (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable to the company.

3. The company has not granted or taken any loans, secured or unsecured to /from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for purchase of fixed assets.

5. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 58A and the rules framed and direction''s issued by National Housing Bank (NHB) Wherever applicable to deposits accepted from public except as stated hereunder;

i. NHB allowed time upto 30.09.2001 to bring the Public Deposits within the limits prescribed by the NHB. The company has repaid all the deposit accepted from public except to the extent of Rs.6.50 lacs, which represents the deposits matured but not claimed, for which the company has deposited a sum of Rs.6.85 lacs in Escrow a/c with Indian Bank.

ii. The total borrowing of the company is in excess of the limits prescribed by the NHB in relation to the net worth of the company and has been reported to NHB.

6. Taking into account the volume and nature of operations presently carried on by the company, we are of the opinion that the present system of internal audit is adequate from the point of view of coverage/requirement.

7. a) The company is regular in depositing undisputed statutory dues including provident fund dues and income tax with the concerned authorities. We are informed that the provisions of Employees State Insurance Act, 1948, Wealth Tax Act, Sales Tax Act, Customs and Excise laws are not been applicable to this company.

b) According to the information and explanations given to us the following disputed taxes (including interest) as disclosed in Contingent Liabilities have not been deposited by the Company

Nature Amount Rs. in Lacs Forum

Income Tax disputed in 432.00 Humble Madras High Court, Chennai appeal - A.Y.1999-2000

A.Y. 2005-2006 19.02 The Commissioner of Income Tax (Appeals) - III, Chennai

8. The accumulated loses of the company at the end of the financial year exceeds fifty percent of its net worth. The Company has incurred cash losses in the current financial year and in the immediately preceding financial years.

9. The Company has defaulted in repayment of dues to financial institutions and banks as per the details given below :

Sl Institutions Amount of In default since Nature of loan No default Rs in lacs

1 Indian Bank - TL III 3957.39 July 1999 Term loan

2 Indian Bank - TL IV 4541.84 Loan avail in July 2004 Term loan

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

11. The Company does not deal or trade in shares, securities, debentures and other investments in the ordinary course of its business. In respect of shares and securities held as investments by the Company proper records have been maintained for transactions and contracts and timely entries have been made therein.

12. According to the information and explanations given to us the Company has not given any guarantee for loans taken by other from banks of financial institutions.

13. According to the information and explanations given to us the company has not raised funds on short term basis during the year.

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

For Venkat and Rangaa.

Chartered Accountants

FRN:4597 S

S.Mohan Raajan

Place: Chennai Partner

Date: 03.05.2013 M.No.206393


Mar 31, 2012

We have audited the attached Balance Sheet of IND BANK HOUSING LIMITED, as at 31st March 2012 and also the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company 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 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.

2. Attention of the members is invited to Notes on Accounts under (b) regarding preparation of accounts on a going concern basis. This is subject to the Company getting the continued financial support from Indian Bank as stated in the said notes.

3. Disputed income tax of Rs.432.12 Lacs for the Assessment Year 1999 - 2000 has not been provided in the accounts by the Company as the same is pending before Honble Madras High Court, Chennai. Further Income Tax Department has raised a demand of Rs.19.02 Lakhs for the Assessment Year 2005-06 has not been provided in the accounts by the Company as the same is pending before The Commissioner of Income Tax Appeals - III, Chennai, (refer Notes on Accounts under SI.No. h).

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

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

b. In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from the branches not visited by us.

c. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with, the books of account and with the returns from the branches;

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

e. In our opinion and to the best of our information and according to the explanations given, to us, they said accounts 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 the accounting principles generally accepted in India:

i. In the ca6e of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012

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

iii. In the case of Cash Flow Statement, of the cash flow for the year ended on that date.

5. On the basis of written representations received from the directors, as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the directors is disqualified is 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. ,

ANNEXURE TO THE AUDITORS REPORT

(Referred to in paragraph 1 of our Report of even date)

1. (a) The Company has maintained proper records to show full particulars including quantitative details and situation of Fixed Assets.

(b) The fixed assets have been physically verified by the management during the year. No discrepancies were noticed on such physical verification.

2. According to the information and explanations given to us the provisions of clauses (ii), (iii), (v), (viii), (xiii), (xviii), (xix), (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable to the Company.

3. The Company has not granted or taken any loans, secured or unsecured to/from Companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for purchase of fixed assets.

5. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 58A and the rules framed and directions issued by National Housing Bank (NHB) wherever applicable to deposits accepted from public except as stated hereunder;

(i) NHB has allowed time up to 30.09.2001 to bring the Public Deposits within the limits prescribed by the NHB. The Company has repaid all the deposit accepted from public except to the extent of Rs.6.92 Lacs, which represents the deposits matured but not claimed, for which the company has deposited a sum of Rs.7.28 Lacs in Escrow A/c with Indian Bank.

(ii) The total borrowing of the Company is in excess of the limits prescribed by the NHB in relation to the net worth of the Company and ha s been reported to NHB.

6. Taking into account the volume and nature of operations presently carried on by the Company, we are of the opinion that the present system of internal audit is adequate from the point of view of coverage/requirement.

7. (a) The company is regular in depositing undisputed statutory dues including provident fund dues and income tax with the concerned authorities. We are informed that the provisions of Employees State Insurance Act, 1948, Wealth Tax Act, Sales Tax Act, Customs and Excise laws are not been applicable to this Company.

(b) According to the information and explanations given to us the following disputed taxes (including interest) have not deposited by the Company.

Nature Amount Forum Rs. In Lacs

Income Tax disputed in appeal- 432.00 Hon ble Madras High Court, Chennai

- A. Y1999-2000

- A.Y2005-2006 19.02 The Commissioner of Income Tax (Appeals) - III, Chennai.

8. The accumulated loses of the Company at the end of the financial year exceeds fifty percent of its net worth. The Company has incurred cash losses in the current financial year and in the immediately preceding financial years.

9. The Company has defaulted in repayment of dues to financial institutions and banks as per the details given below:__

SI No Institutions Amount of default In default since Nature of loan Rs in lacs

1 Indian Bank-TL III 3571.68 July 1999 Term loan

2 Indian Bank-TL IV 4091.71 Loan availed in June 2004 Term loan

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

11. The Company does not deal or trade in shares, securities, debentures and other investments in the ordinary course of its business. In respect of shares and securities held as investments by the Company proper records have been maintained for transactions and contracts and timely entries have been made therein.

12. According to the information and explanations given to us the Company has not given any guarantee for loans taken by other from banks of financial institutions.

13. According to the information and explanations given to us the company has not raised funds on short term basis during the year.

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

For VENKAT & RANGAA

Chartered Accountants

Place : Chennai S.Mohan Raajan

Date : 19.4.2012 Partner

M.No:206393


Mar 31, 2010

We have audited the attached Balance Sheet of IND BANK HOUSING LIMITED, as at 31st March 2010 and also the Profit and Loss Account 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 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 theAnnexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Attention of the members is invited to Notes on Accounts under (b) regarding preparation of accounts on a going concern basis. This is subject to the Company getting the continued financial support from Indian Bank as stated in the said notes.

3. Disputed income tax of Rs.432.12 Lacs for the Assessment Year 1999 - 2000 has not been provided in the accounts by the Company as the same is pending before Honble Madras High Court, Chennai. Further Income Tax Department has raised a demand of Rs.19.02 Lakhs for the Assessment Year 2005-06 has not been provided in the accounts by the Company as the same is pending before The Commissioner of Income Tax Appeals - III, Chennai. (refer Notes on Accounts under SI.No. h).

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

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

b) In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from the branches not visited by us.

c) The Balance Sheet and Profit and Loss Account dealt with by this report are irr agreement with the books of account and with the returns from the branches;

d) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

e) In our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 the accounting principles generally accepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010 (ii) In the case of the Profit and Loss Account, of the Loss for the year ended on that date and (iii) In the case of Cash Flow Statement, of the cash flow for the year ended on that date.

5. On the basis of written representations received from the directors, as on 31s1 March, 2010 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31s1 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.

ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 1 of our Report of even date)

1. (a) The Company has maintained proper records to show full particulars including quantitative details and situation of Fixed Assets. (b) The fixed assets have been physically verified by the management during the year. No discrepancies were noticed on such physical verification.

2. According to the information and explanations given to us the provisions of clauses (ii), (iii), (v), (viii), (xiii), (xviii), (xix), (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable to the Company.

3. The Company has not granted or taken any loans, secured or unsecured to/from Companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for purchase of fixed assets.

5. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 58A and the rules framed and directions issued by National Housing Bank (NHB) wherever applicable to deposits accepted from public except as stated hereunder;

(i) NHB has allowed time upto 30.09.2001 to bring the Public Deposits within the limits prescribed by the NHB. The Company has repaid all the deposit accepted from public except to the extent of Rs. 15.76 Lacs, which represents the deposits matured but not claimed, for which the company has deposited a sum of Rs. 16.00 Lacs in Escrow A/c with Indian Bank.

(ii) The total borrowing of the Company is in excess of the limits prescribed by the NHB in relation to the net worth of the Company and ha s been reported to NHB.

6. Taking into account the volume and nature of operations presently carried on by the Company, we are of the opinion that the present system of internal audit is adequate from the point of view of coverage/requirement.

7. (a) The company is regular in depositing undisputed statutory dues including provident fund dues and

income tax with the concerned authorities. We are informed that the provisions of Empjoyees State Insurance Act, 1948, Wealth Tax Act, Sales Tax Act, Customs and Excise laws are not been applicable to this Company. (b) According to the information and explanations given to us the following disputed taxes (including interest) have not deposited by the Company.

Nature Amount Forum Rs. In Lacs

Income Tax disputed in appeal- 432.00 Honble Madras High Court, Chennai

- A.Y.1999-2000

-A.Y.2005-2006 19.02 The Commissioner of Income Tax (Appeals) - III, Chennai.

8. The accumulated loses of the Company at the end of the financial year exceeds fifty percent of its net worth. The Company has incurred cash losses in the current financial year and in the immediately preceding financial years.

9. The Company has defaulted in repayment of dues to financial institutions and banks as per the details

given below:

SI. No. Institutions Amount ofdefault In default Nature (Rs. in Lacs) since of loan

1. Indian Bank-TLIII 3,595.15 July 99 Term Loan

2. Indian Bank-TL IV 3,346.84 Loan availed in June 04 Term Loan

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

2. The Company does not deal or trade in shares, securities, debentures and other investments in the ordinary course of its business. In respect of shares and securities held as investments by the Company proper records have been maintained for transactions and contracts and timely entries have been made therein.

3. According to the information and explanations given to us the Company has not given any guarantee for loans taken by other from banks of financial institutions.

4. According to the information and explanations given to us the company has not raised funds on short term basis during the year.

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



For Basha & Narasimhan, Chartered Accountants

Place : Chennai (K. Narasimha Sah)

Date : 16-04-2010 Partner (M.No.201777)

 
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