Auditor Report of Jayant Mercantile Co. Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Jayant Mercantile Company Limited ("the company"),which comprise the Balance Sheet as at 31 March 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 is 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 and financial performance 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 design, implementation and maintenance of adequate internal financial control, 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 hereunder.

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 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 operating effectiveness of such controls . An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the 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 loss and its cash flow for the year ended on that date.

Report on other Legal and Regulatory Requirements

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

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

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

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

c) the Balance Sheet and 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 March, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2015, from being appointed as a director in terms of Section 164(2) of the Act.

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

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 derivatives contracts for which there were any material foreseeable losses.

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

1. The provisions of clause 1(a) & (b) (vi) of the Order are not applicable to the Company as the Company does not have any fixed assets.

2. The provisions of Clause 2(a), 2(b) & 2(c) are not applicable since there is no activity and inventory during the year.

3. The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the Register maintained under Section 189 of the Act.

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 its nature of business. During our course of audit, no major weakness was noticed by us in the existing internal control system in procedure.

5. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits during the year and does not have any unclaimed deposits. Therefore, the provisions of the clause 3 (v) of the Order are not applicable to the Company.

6. The provisions of clause 3 (vi) of the Order are not applicable to the Company as the Company is not covered by the Companies (Cost Records and Audit) Rules, 2014.

7. a) According to the books and records as produced and examined by us in accordance with Generally Accepted Auditing Practices in India and also based on management representations, undisputed statutory dues in respect of provident fund, employee state insurance, income tax, wealth tax, service tax, sales tax, value added tax, excise duty, cess and other material statutory dues have generally been regularly deposited by the company during the year with the appropriate authorities in India.

b) According to information and explanations given to us, no undisputed amounts payable in respect of income tax, service tax and excise duty were outstanding as on 31st March, 2015 for a period more than six months from the date the same became payable.

c) According to the information and explanations given to us the amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules there under has been transferred to such fund within time.

8. The Company has accumulated losses at the end of the financial years and incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

9. As observed by us and as per the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to its financial institution or bank during the year under audit.

10. As per the information and explanations given to us, the company has not given any guarantee for loans taken by others from any bank or financial institutions. Hence, reporting on terms and conditions of any such guarantee is irrelevant to our reporting.

11. According to the information and explanations given to us, the Company did not avail any term loan during the year

12. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the year under audit and even up to the date of our audit.

Vishves A Shah & Co.

Chartered Accountant

Firm Registration No.: 121356W

Vishves A Shah

Proprietor M.No. 109944

Place: Mumbai

Date: May 30, 2015

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Mar 31, 2014

1. We have audited the attached Balance Sheet of Jayant Mercantile Company Limited ("the Company) as at 31st March 2014 and the statement of Profit & Loss and the Cash Flow Statement for the year on that date annexed thereto (together referred to as ''financial statement''). These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on the financial statements based on our audit.

2. We have 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 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.

3. As required by the Companies (Auditor''s Report) Order, 2003, as amended by the Companies (Auditor''s Report) (Amendment) order,2004 ("the said Order") issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, on the basis of such checks of the books and records of the Company as we considered necessary and appropriate, and according to the information and explanations given to us, during the course of the audit, we enclose in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

(i) 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;

(ii) 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 the books;

(iii) 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;

(iv) in our opinion, the Balance Sheet, the statement of Profit and Loss and the Cash Flow Statement dealt with by this report are in compliance in all material aspect with the accounting standard referred to in Section 211 (3C) of the Companies Act, 1956 so far as they apply to the Company.

(v) on the basis of the written representation received from the Directors as at 31.03.2014 and taken on record by the Board of Directors, we report that none of the Directors of the Company are disqualified as on 31.03.2014 from being appointed as director under Sec. 274 (1) (g) of the Companies Act, 1956.

(vi) In our opinion, and to the best of our information, and according to the explanations given to us, the said financial statements read together with 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 :

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

(b) in the case of the statement of the 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

Annexure to the Auditors'' Report

Annexure referred to in paragraph 3 of our report of even date to the members of the Jayant Mercantile Company Limited on the financial statements for the year ended March 31, 2014

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

b) The Fixed Assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of verification of the fixed assets is reasonable having regards to the size of the Company and the nature of its fixed assets.

c) During the year, the Company has not disposed off any Fixed Assets. Hence clause 4(i)(c) of the Order is not applicable to the Company.

ii. Since the Company is non-manufacturing Company, hence clauses pertaining to inventories are not applicable to the Company.

iii. The Company has neither granted nor taken any loans secured or unsecured loans to /from Companies, firms or other parties covered in the registers maintained under section 301 of the Companies Act, 1956. Consequently, paragraph 4(iii)(a),(b),(c),(d),(e),(f) and (g)of the Companies (Auditor''s Report ) Order, 2003 are not applicable .

iv. According to the information and explanations given to us there are generally adequate internal control procedure commensurate with the size of the company and the nature of its business with regard to the purchase of fixed assets. The Company had no transactions of purchase of inventory and sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

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

b. According to the information and explanations given to us, there is no transaction (except advance received for acquisition of property) in excess of Rs. 5 lakhs in respect of any party and hence the question of reasonable price in respect of such transaction regards to the prevailing market prices does not arise.

vi. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of section 58A and 58AA of the Companies Act, 1956, and the rules framed there under. We are informed that no order has been passed by the Company Law Board, National Law Tribunal or Reserve Bank of India or any court or any other tribunal.

vii. The Company 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. According to the information and explanation given to us, maintenance of cost records has not been prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 for any of the activities of the Company. Hence the question of reporting under clause 4(viii) of the said Order does not arise.

ix. a) According to the information and explanations given to us, the Company has been generally regular in depositing undisputed statutory dues including Income Tax Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess & other material statutory dues applicable to it with the appropriate authorities.

b) As per records of the Company and according to the information and explanation given to us, generally no undisputed significant amount payable in respect of Income Tax, Wealth Tax, Service Tax , Sales Tax, Customs Duty, & Excise Duty as at 31.03.2014 for a period more than six months from the date they become payable.

c) According to the information & explanation given to us, there are no dues of Sale Tax, Income tax, customs duty, Service Tax, wealth tax, excise duty and Cess which have not been deposited on account of any dispute.

x. The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses at the end of the financial year and in the immediate preceding financial year.

xi. According to information & explanations given to us, the Company has not raised any loan from Banks or financial institution, hence clause 4 (xi) of the order are not applicable to the Company.

xii. According to information & explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. The Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the Order are not applicable to the Company.

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

xv. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a bank or financial institutions and hence the provision of clause 4 (xv) of the Order is not applicable to the Company.

xvi. According to the information and explanations given to us, the Company has not taken any Term Loan and hence provision of clause 4(xvi) of the Order is not applicable to the Company.

xvii. According to the information and explanations given to us and as on overall examination of the Balance Sheet of the Company, We report that no funds raised on short term basis have been used during the year for the long term investment.

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

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

xx. During the year covered by our audit report, the Company has not raised any money by way of public issue.

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

For D.M.Oza and Associates Chartered Accountant Firm Registration No.: 119407W

D.M. Oza

Proprietor M.No. 106993 Place: Mumbai Date: May 30, 2014

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Mar 31, 2012

1. We have audited the attached Balance Sheet of Jayant Mercantile Company Limited ("the Company) as at 31st March 2012 and the statement of Profit & Loss and the Cash Flow Statement for the year on that date annexed thereto (together referred to as ''financial statement''). These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on the financial statements based on our audit.

2. We have 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 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.

3. As required by the Companies (Auditor''s Report) Order, 2003, as amended by the Companies (Auditor''s Report) (Amendment) order,2004 ("the said Order") issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, on the basis of such checks of the books and records of the Company as we considered necessary and appropriate, and according to the information and explanations given to us, during the course of the audit, we enclose in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

(i) 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;

(ii) 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 the books;

(iii) 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;

(iv) in our opinion, the Balance Sheet, the statement of Profit and Loss and the Cash Flow Statement dealt with by this report are in compliance in all material aspect with the accounting standard referred to in Section 211 (3C) of the Companies Act, 1956 so far as they apply to the Company.

(v) on the basis of the written representation received from the Directors as at 31.03.2012 and taken on record by the Board of Directors, we report that none of the Directors of the Company are disqualified as on 31.03.2012 from being appointed as director under Sec. 274 (1) (g) of the Companies Act, 1956.

(vi) In our opinion, and to the best of our information, and according to the explanations given to us, the said financial statements read together with 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 :

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

(b) in the case of the statement of the 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

Annexure to the Auditors'' Report

Annexure referred to in paragraph 3 of our report of even date to the members of the Jayant Mercantile Company Limited on the financial statements for the year ended March 31, 2012

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

b) The Fixed Assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of verification of the fixed assets is reasonable having regards to the size of the Company and the nature of its fixed assets.

c) During the year, the Company has not disposed off any Fixed Assets. Hence clause 4(i)(c) of the Order is not applicable to the Company.

ii. Since the Company is finance Company, hence clauses pertaining to inventories are not applicable to the Company.

iii. The Company has neither granted nor taken any loans secured or unsecured loans to /from Companies, firms or other parties covered in the registers maintained under section 301 of the Companies Act, 1956. Consequently, paragraph 4(iii)(a),(b),(c),(d), (e),(f) and (g)of the Companies (Auditor''s Report ) Order ,2003 are not applicable .

iv. According to the information and explanations given to us there are generally adequate internal control procedure commensurate with the size of the company and the nature of its business with regard to the purchase of fixed assets. The Company had no transactions of purchase of inventory and sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

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

b. According to the information and explanations given to us, there is no transaction (except advance received for acquisition of property) in excess of Rs. 5 lakhs in respect of any party and hence the question of reasonable price in respect of such transaction regards to the prevailing market prices does not arise.

vi. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of section 58A and 58AA of the Companies Act, 1956, and the rules framed there under. We are informed that no order has been passed by the Company Law Board, National Law Tribunal or Reserve Bank of India or any court or any other tribunal.

vii. The Company 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. According to the information and explanation given to us, maintenance of cost records has not been prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 for any of the activities of the Company. Hence the question of reporting under clause 4(viii) of the said Order does not arise.

ix. a) According to the information and explanations given to us, the Company has been regular in depositing undisputed statutory dues including Income Tax Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess & other material statutory dues applicable to it with the appropriate authorities.

b) As per records of the Company and according to the information and explanation given to us, no undisputed amount payable in respect of Income Tax, Wealth Tax, Service Tax , Sales Tax, Customs Duty, & Excise Duty as at 31.03.2012 for a period more than six months from the date they become payable.

c) According to the information & explanation given to us, there are no dues of Sale Tax, Income tax, customs duty, Service Tax, wealth tax, excise duty and Cess which have not been deposited on account of any dispute.

x. The Company has been registered for a period of less than five years and hence we are not required to comment on whether or not the accumulated losses at the end of the period is fifty percent or more of its net worth and whether it has incurred cash losses in such financial year and in the immediately preceding financial year.

xi. According to information & explanations given to us, the Company has not raised any loan from Banks or financial institution, hence clause 4 (xi) of the order are not applicable to the Company.

xii. According to information & explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. The Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the Order are not applicable to the Company.

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

xv. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a bank or financial institutions and hence the provision of clause 4 (xv) of the Order is not applicable to the Company.

xvi. According to the information and explanations given to us, the Company has not taken any Term Loan and hence provision of clause 4(xvi) of the Order is not applicable to the Company.

xvii. According to the information and explanations given to us and as on overall examination of the Balance Sheet of the Company, We report that no funds raised on short term basis have been used during the year for the long term investment.

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

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

xx. During the year covered by our audit report, the Company has not raised any money by way of public issue.

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

For D.M.Oza and Associates

Chartered Accountant

Firm Registration No.: 119407W

Deepak M.Oza

Proprietor

M.No. 106993

Place: Mumbai

Date: 01/09/2012

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Mar 31, 2011

We have audited the attached Balance Sheet of JAYANT MERCANTILE COMPANY LIMITED (the Company) as at 31st March, 2011 and Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We have conducted our audit in accordance with auditing standard 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 the Companies (Auditor's Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in an Annexure, a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Further to our comments in the Annexure referred to above, we report that;

i. 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;

ii. 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;

iii. The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of Account;

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

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

vi. In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956. In the manner so required and give 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 31st March, 2011; and

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

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

ANNEXURE AS REFERRED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE FOR THE YEAR ENDED 31st MARCH, 2011

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

b) The fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification.

c) There are no disposals of any assets of the Company during the year under consideration.

(ii) Since the Company is finance Company, hence clauses pertaining to inventories are not applicable to the Company.

(iii) a) The Company has not given or taken loan or advances to party covered under the register maintained pursuant to section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for purchase of inventory and fixed assets and during the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

(v) Based on the audit procedures applied by us and the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

(vi) Based on our scrutiny of the Company's records and according to the information and explanations provided by the Management, in our opinion, the Company has not accepted any public deposits so far upto 31st March, 2011.

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

(viii) We have been informed by the Management, that the Company is not engaged in production, processing, manufacturing or mining activities. Hence, the provisions of Section 209(1)(d) is not applicable to the Company. Hence, in our opinion, no comment on maintenance of cost records under Section 209(1)(d) is required.

(ix) a) The Company is regular in depositing with the appropriate authorities undisputed statutory dues including Income-Tax, TDS & other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom duties except profession tax of Rs.21070/- , which have remained outstanding as at 31-03-2011 for a period of more than six month from the date they become payable.

c) According to the information and explanations given to us, there are no disputed statutory dues which have not been deposited by the Company.

(x) Since the Company does not have any accumulated losses as well as has not incurred cash losses during the financial year, this clause is not applicable in the case of Company and consequently in our opinion no comment is required under this clause.

(xi) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that the Company has not defaulted in the repayment of dues to a financial institution and bank.

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

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

(xiv) According to information and explanations given to us, the Company is maintaining adequate records regarding transactions and contracts regarding its activities in shares securities, debenture and other investment and timely entries have been transferred in the name of the Company.

(xv) According to information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institution.

(xvi) According to the records of the Company, the Company has not obtained any term loans. Hence, comments under the clauses are not called for.

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

(xviii) According to the records of the Company and the information and explanations provided by the Management, the Company has not made any preferential allotment of share to parties and companies covered in the register maintained under Section 301 of the Act.

(xix) According to the records of the Company, Company has not issued any debenture.

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

(xxi) Based upon audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For D M Oza and Associates

Chartered Accountants

Firm Regt. No. 119407W

Deepak M. Oza

Proprietor

Membership No.: 106993

Date : September 01, 2011

Place: Mumbai