Auditor Report of Jupiter Bioscience Ltd.

Mar 31, 2010

1. I have audited the attached Balance Sheet of Jupiter Bioscience Limited, Bidar, Karnataka State as at 31st March, 2010 and also the Profit and Loss Account for the year ended on that date annexed thereto and the Cash flow statement for the year ended on that date. These financial statements are the responsibility of the Company’s management. My responsibility is to express an opinion on these financial statements based on my audit.

2. I conducted my audit in accordance with auditing standards generally accepted in India. Those Standards require that I 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. I believe that my audit provides a reasonable basis for my opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003, as amended by the companies (Auditor’s Report) Order, (Amendment) 2004, issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, I enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to my comments in the Annexure referred to above, I report that: i. I have obtained all the information and explanations, which to the best of my knowledge and belief were necessary for the purpos es of my audit; ii. In my opinion, the Company has kept proper books of account as required by law so far as appears from my 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 my opinion, the Balance Sheet and Profit and Loss Account and Cash Flow Statement dealt with 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, 2010, and taken on record by the Board of Directors, I report that none of the directors are 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;

vi. In my opinion and to the best of my information and according to the explanations given to me, the said accounts 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, 2010; and

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

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 Statement on the Companies (Auditor’s Report) Order 2004. Re : JUPITER BIOSCIENCE LIMITED. Referred to in Paragraph 3 of my report of even date:

1.a. The Company has maintained proper records showing full parti -culars, including quantitative details and situation of its Fixed Assets.

b. According to the information and explanations given to me the Fixed Assets have been physically verified by the management during the year. In my opinion, the frequency of such physical verification is reasonable having regard to the size of the company and the nature of its Assets. No Material discrepancies were noticed on such verification as compared to the available records.

c. During the year the company has not disposed off a substantial part of its Fixed Assets, reporting on the going concern status in this regard does not arise.

2. In respect of Inventories :

a. As explained to me, the inventories have been physically verified by the management at reasonable intervals during the year.

b. In my opinion and according to the information and explanations given to me, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of Company and the nature of the business.

c. The company has maintained proper records of inventory. As explained to me, there were no material discrepancies noticed on physical verification.

3. I am informed that the company has not taken / granted any loans, secured or unsecured, from / to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956 Sub Clauses

(b) (c) and (d) of clause (iii) of paragraph 4 of the order are not applicable, as the company has not granted or taken any loans from such parties.

4. In my opinion, having regard to the explanation that certain items of inventory purchased are of special nature for which suitable alternative sources do not exist for obtaining comparative quotations there is an adequate internal control system commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. Further, on the basis of my examination of the books and records of the Company, carried out in accordance with the auditing standards generally accepted in India and according to the information and explanations given to me, I have neither come across nor been informed of any continuing failure to correct major weakness in the aforesaid internal control system.

5. To the best of my knowledge and belief and as explained to me the Company has not entered into any transactions required to be entered in the Register maintained under Section 301 of the Companies Act, 1956.

6. In my opinion and according to the information and explanations given to me, the Company has compiled with the provisions of Section 58A and 58AA of the Companies Act, 1956 and the Rules framed there under and the directives issued by the Reserve Bank of India, where applicable, with regard to the deposits accepted from the public.

7. In my opinion, the Company has an internal Audit system commensurate with the size of the Company and nature of its business.

8. I have been informed by the management that no Cost records have been prescribed by the Central Government under Clause (d) of sub Section (1) of section 209 of the Companies Act, 1956 in respect of products manufactured by the company.

9. a. According to the records of the company,

the company is generally regular in depositing undisputed statutory dues including Provident Fund, Investor education and protection fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess, FBT and any other Statutory dues applicable to it with the appropriate authorities. Income Tax Assessments are completed upto the Assessment Year 2007-08. b. According to the information and explanations given to me, there are no dues of sales Tax, Customs Duty, Wealth Tax, Excise Duty, Service tax, Cess which have not been deposited on account of any dispute.

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

11.Based on my audit procedures and on the information and explanations given by the management, I am of the opinion that the Company has not defaulted in payment of dues to financial institutions and banks. The Company does not have any borrowings by way of debentures.

12.According to the information and explanations given to me the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The company is not a chit fund or a nidhi mutual benefit fund / society. Therefore, the provision of clause 4(xiii) of the Companies (Auditors Report) Order 2003 is not applicable to the company.

14.The Company is not dealing or trading in Shares, Securities, Debentures and other Investments. Accordingly, the Provisions of Clause 4 ( xiv ) of the companies (Auditor’s Report ) order 2003 are not applicable to the company.

15.According to the information and explanations given to me, the company has not given any guarantee for loans taken by others from bank or financial institutions except for its subsidiary company, Sven Genetech Limited, Secunderabad.

16.To the best of my knowledge and belief and according to the information and explanations given to me, term loan availed by the Company during the year was prima facie applied for the purpose for which it was obtained.

17.According to the information and explanations given to me, on an overall examination of the balance sheet of the company, I am of the opinion that there are no funds raised on short term basis, have prima facie, been used during the year for long term investment.

18.According to the information and explanations given to me, Share Application Money consists of deposit against share warrants of Mr. Venkat R. Kalavakolanu, Chairman & Managing Director of the Company and preferential private placement of equity shares to an investor.

19.The Company has not raised any money through a public issue during the year.

20.The company has not issued any secured debentures.

21.According to the information and explanations given to me, no fraud on or by the company has been noticed or reported during the year.

for A.G.V. Reddy & Co., Chartered Accountants Firm Regn. No. 003245S

CA A.G. Venugopal Reddy Place : Bidar (Camp) Proprietor Date : May 29, 2010 Mem. No. 022554 D.No.15-570-33, 1st Floor Pallavi Towers, Subash Road Opp. Canara Bank Anantapur - 515 001. AP