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Auditor Report of Kyra Landscapes Ltd.

Mar 31, 2015

NOT AVAILABLE


Mar 31, 2014

1. I have audited the attached Balance Sheet of Kyra Landscapes Limited,(Formerly known as Aricent Infra Limited) as at 31 March, 2014 and the Profit and Loss Account and also the cash flow statement for the year ended on that date, annexed thereto (collectively referred as the "Financial Statements"). 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 have conducted this audit in accordance with Auditing Standards generally accepted by ICAI.. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. 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 the management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

3. Further I report that:

In my opinion and to the best of my information and according to the explanation given to me , the financial statements dealt with by this report materially comply with the Accounting Standards referred to in sub- section (3C) of Section 211 of the Companies Act, 1956 and the Rules framed there under and 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 , in the case of :- i. The Balance Sheet , of the state of affairs of the Company as at March 31, 2014; ii. The Profit and LossAccount, of the profit for the year ended on that date; and iii. 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 ( Auditors Report ) Order, 2003 ( The Order ) issued by the Central Government of India in terms of Section 227 (4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 & 5 of the order.

2. As required by section 227 (3) of theAct , 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, the statement of Profit and Loss and the cash flow statement dealt with by this report arein agreement with the booksifaccount.

d) In our opinion, the Balance sheet , the statement of profit and loss, and the cash flow statement comply with accounting standards notified under the Act read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of CorporateAffairs in respect of Section 133 of the Companies Act 2013

e) On the basis of the written representations received from the directors as on March 31 2014, 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 Section 274 (1 ) (g) of the Act.

ANNEXURE TO THE AUDITORS'' REPORT

Referred under the heading of "report on other Legal and regulatory requirements" of our report of even date

I) In respect of its Fixed Assets:

The company has maintained proper records showing full particular including quantitative details and situation of fixed assets on the basis of available information.

(II) In respect of its Inventories:

As the Company does not have Inventory, the Clauses (ii)(a) to (ii)(c) of para 4 of the Orders are not applicabletothe company.

(III) According to the information and explanations given to me, In respect of the loans, secured or unsecured, granted or taken by the Companies to /from Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. There are parties to whom interest free advances are given, and also interest free unsecured loans taken.

(IV) In my opinion and according to the information and explanations given to me there are adequate internal control procedures commensurate with the size of the Company & nature of its business with regard to the sale of goods and services. During the course of myAudit, I have not observed any major weakness in internal control.As such company has no independent internal auditor.

(V) According to the information and explanation provided by management, I am of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 need to be entered in register maintained under section 301 have been so entered. Since there are agreements between partiesweare not abletocomment about reasonability having regard to market price.

(VI) In my opinion and according to the information and explanation given to me, The Company has not accepted any deposits from the public as defined under sections 58A and 58AA of the Companies Act, 1956 &the Companies (Acceptanceofdeposits) Rules 1975.

(VII) Inmyopinion and accordingtothe information and explanation giventome, The Company hasan inhouse internal audit system commensurate with the size and the nature of its business.

(VIII) As the company is not a manufacturing concern, the clause (viii) of para 4 of the Order regarding maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Companies Act, 195 is not applicable to the company.

(IX) (a) In my opinion and according to the information and explanation given to me, the company has generally been regular in depositing undisputed statutory dues, including provident fund, investor education and protection fund, employees state insurance, income tax , wealth tax, service tax, custom duty, cess and any other material statutory dues where applicable, with the appropriate authorities during the year.

(b) According to the information and explanation given to me, there are no amounts outstanding in respect of sales tax, income tax, customs duty, wealth tax, service tax, excise duty and cess that have not been deposited with the appropriate authorities on account of any dispute.

(X) The Company has accumulated losses as on 31st March, 2014 and has earned profit for the financial year on that date. The accumulated lossesofthe Company are less than 50%of the net worth ofthe Company

(XI) In my opinion and according to the information and explanations given to me by the management, the Company has not defaulted in repayment of dues to a Financial Institution, Bank or Debenture holders

(XII) The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures & other securities.

(XIII) The Company is not a chit fund or nidhi /mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report''s) Order, 2003 is not applicable to the Company

(XIV) In my opinion, the Company is not a dealer in shares, securities & debentures or any other investments. Accordingly, the provision of clause 4(xiv) of the Order are not applicable

(XV) In my opinion and according to the information and explanations given to me the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year.

(XVI) The Company has not taken any term loan during the year;assuch required details need notbe given.

(XVII) According to the information and explanations given to me and on an overall examination of the Balance Sheet of the Company, funds raisedonshort term basis have not been used for Long term investment.

(XVIII) According to the information and explanations given to me, the Company has not made any preferential allotment of shares to parties & Companies covered in the register maintained under section 301 of the CompaniesAct, 1956 for suchapurpose.

(XIX) According to the information and explanations given to me, during the period covered by my audit, the Company has not issued debentures.

(XX) The company has not raised any money by public issue during the year and hence paragraph 4(xx) of the order is not applicable.

(XXI) During the course of our examination of the books and records of the company, carried out in accordance with generally accepted auditing practices in India and according to information and explanation given to me, I have neither come across any instances of material fraud on or by the company, noticed or reported during the year nor have been informed of such case by management.

PLACE : THANE For M/s.Bhavik Sheth & Associates Date : 30th May, 2014 (Chartered Accountant)

sd/- CA.BhavikA.Sheth Proprietor Membership No.147449 Firm Reg.No.:134128W


Mar 31, 2013

1. I have audited the attached Balance Sheet of Kyra Landscapes Limited,(Formerly known as Aricent Infra Limited) as at 31 March, 2013 and the Profit and Loss Account and also the cash flow statement for the year ended on that date, annexed thereto (collectively referred as the "Financial Statements"). 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 have conducted this 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 misstatements. 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 the management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

3. Further I report that:

a. The information and explanations that are obtained, which to the best of my knowledge and belief were necessary for the purpose of audit;

b. In my opinion, proper books of accounts as required by law have been kept by the Company so far as appears from my examination of those books;

c. The Financial Statements dealt with by this report are in agreement with the books of accounts.

d. On the Basis of written representations received from the directors, as on 31st March, 2013 and taken on record by the board of directors, none of the directors are disqualified as on 31st March, 2013 from being appointed as director in terms of clause (g)of sub-section (I) of Section 274 of the Companies Act, 1956

e. In my opinion and to the best of my information and according to the explanation given to, the financial statements dealt with by this report materially comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 and the Rules framed there under and 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, in the case of: -

i. The Balance Sheet, of the state of affairs of the Company as at March 31, 2013; ii. The Profit and Loss Account, of the profit for the year ended on that date; and iii. The Cash Flow Statement, of the cash flows for the year ended on that date.

Annexure to the Auditors'' Report of even date to the members of THE KYRA LANDSCAPES LIMITED

On the financial statements for the year ended March 31, 2013

Based on the audit procedure performed for the purpose of reporting true and fair view on the financial Based on the audit procedure performed for the purpose of reporting true and fair view on the financial statements of the Company and taking into consideration the information and explanation given to me and the books of account and other records examined by me in the normal course of audit, we report that:

(I) In respect of its Fixed Assets:

The company has maintained proper records showing full particular including quantitative details and situation of fixed assets on the basis of available information.

(II) In respect of its Inventories:

As the Company does not have Inventory, the Clauses (ii)(a) to (ii)(c) of para 4 of the Orders are not applicable to the company.

(III) According to the information and explanations given to me, In respect of the loans, secured or unsecured, granted or taken by the Companies to /from Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(IV) According to the information and explanation given to me, there have been no contracts or arrangements referred to in section 301 of the Companies Act, 1956 during the year to be entered in the register required to be maintained under that section. Accordingly, sub- clause (B) is not applicable.

(V) In my opinion and according to the information and explanations given to me there are adequate internal control procedures commensurate with the size of the Company & nature of its business with regard to the sale of goods and services. During the course of my Audit, I have not observed any major weakness in internal control.

(VI) In my opinion and according to the information and explanation given to me, The Company has not accepted any deposits from the public as defined under sections 58A and 58AA of the Companies Act, 1956 & the Companies (Acceptance of deposits) Rules 1975.

(VII) In my opinion and according to the information and explanation given to me, The Company has an in house audit system commensurate with the size and the nature of its business.

(VIM) As the company is not a manufacturing concern, the clause (viii) of para 4 of the Order regarding maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Companies Act, 195 is not applicable to the company.

(IX) (a) In my opinion and according to the information and explanation given to me, the company has generally been regular in depositing undisputed statutory dues, including provident fund, investor education and protection fund, employees state insurance, income tax, wealth tax, service tax, custom duty, cess and any other material statutory dues where applicable, with the appropriate authorities during the year.

(b) According to the information and explanation given to me, there are no amounts outstanding in respect of sales tax, income tax, customs duty, wealth tax, service tax, excise duty and cess that have not been deposited with the appropriate authorities on account of any dispute.

(X) The Company has accumulated losses as on 31 st March, 2013 and has earned profit for the financial year on that date. The accumulated losses of the Company are less than 50 % of the net worth of the Company.

(XI) In my opinion and according to the information and explanations given to me by the management, the Company has not defaulted in repayment of dues to a Financial Institution, Bank or Debenture holders

(XII) The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures & other securities. Accordingly, the provisions of clause 4(xii) of the Order are not applicable.

(XIII) The Company is not a chit fund or nidhi /mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report''s) Order, 2003 is not applicable to the Company

(XIV) In my opinion, the Company is not a dealer in shares, securities & debentures or any other investments. Accordingly, the provision of clause 4(xiv) of the Order are applicable

(XV) In my opinion and according to the information and explanations given to me the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year.

(XVI) The Company has not taken any term loan during the year; as such required details need not be given.

(XVII) According to the information and explanations given to me and on an overall examination of the Balance Sheet of the Company, no funds are raised on short term basis; hence detail need not be given.

(XVIII) According to the information and explanations given to me, the Company has not made any preferential allotment of shares to parties & Companies covered in the register maintained under section 301 of the Companies Act, 1956 for such a purpose.

(XIX) According to the information and explanations given to me, during the period covered by my audit, the Company has not issued debentures.

(XX) The company has not raised any money by public issue during the year and hence paragraph 4(xx) of the order is not applicable.

(XXI) During the course of our examination of the books and records of the company, carried out in accordance with generally accepted auditing practices in India and according to information and explanation given to me, I have neither come across any instances of material fraud on or by the company, noticed or reported during the year nor have been informed of such case by management.

PLACE THANE For M/s.BhavikSheth& Associates

Date : 29th May, 2013 (Chartered Accountant)

sd/-

CA.BhavikA. Sheth

Proprietor

Membership No. 147449

Firm Reg.No.:134128W


Mar 31, 2012

1. I have audited the attached Balance Sheet of Aricent Infra Limited,(Formerly known as TCL Technologies Limited) as at 31 March, 2012 and the Profit and Loss Account and also the cash flow statement for the year ended on that date, annexed thereto (collectively referred as the "Financial Statements"). 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 have conducted this 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 misstatements. 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 the management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

3. Further I report that:

a. The information and explanations that are obtained, which to the best of my knowledge and belief were necessary for the purpose of audit;

b. In my opinion, proper books of accounts as required by law have been kept by the Company so far as appears from my examination of those books;

c. The Financial Statements dealt with by this report are in agreement with the books of accounts.

d. On the Basis of written representations received from the directors, as on 31st March, 2012 and taken on record by the board of directors, none of the directors are disqualified as on 31st March, 2012 from being appointed as director in terms of clause (g)of sub-section (I) of Section 274 of the Companies Act, 1956

e. In my opinion and to the best of my information and according to the explanation given to, the financial statements dealt with by this report materially comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 and the Rules framed there under and 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, in the case of :-

i. The Balance Sheet, of the state of affairs of the Company as at March 31, 2012;

ii. The Profit and Loss Account, of the profit for the year ended on that date; and

iii. The Cash Flow Statement, of the cash flows for the year ended on that date.

Annexure to the Auditors' Report of even date to the members of THE ARICENT INFRA LIMITED On the financial statements for the year ended March 31, 2012

Based on the audit procedure performed for the purpose of reporting true and fair view on the financial statements of the Company and taking into consideration the information and explanation given to me and the books of account and other records examined by me in the normal course of audit, we report that:

(I) As the Company does not have fixed assets, the Clauses (i)(a) to (i)(c) of para 4 of the Orders are not applicable to the company

(II) As the Company does not have Inventory, the Clauses (ii)(a) to (ii)(c) of para 4 of the Orders are not applicable to the company

(III) (a) According to the information and explanations given to me, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly , sub-clause (b) ,(c) and (d) are not applicable

(b) According to the information and explanations given to me, the Company has not taken any loans, secured or unsecured , to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, sub-clause (f)and (g) are not applicable.

(IV) In my opinion and according to the information and explanations given to me there are adequate internal control procedures to commensurate with the size of the Company & nature of its business with regard to the sale of goods and services. During the course of my Audit, I have not observed any major weakness in internal control

(V) According to the information and explanation given to me, there have been no contracts or arrangements referred to in section 301 of the Companies Act, 1956 during the year to be entered in the register required to be maintained under that section. Accordingly, sub- clause (B) is not applicable.

(VI) In my opinion and according to the information and explanation given to me, The Company has not accepted any deposits from the public as defined under sections 58A and 58AA of the Companies Act, 1956 & the Companies (Acceptance of deposits) Rules 1975.

(VII) In my opinion and according to the information and explanation given to me, The Company has an internal audit system commensurate with the size and the nature of its business.

(VIII) As the company is not a manufacturing concern, the clause (viii) of para 4 of the Order regarding maintenance of cost records under clause (d) of sub-section (1) of section 20 of the Companies Act, 195 is not applicable to the company.

(IX) (a) In my opinion and according to the information and explanation given to me, the company has generally been regular in depositing undisputed statutory dues, including provident fund, investor education and protection fund, employees state insurance, income tax , wealth tax, service tax, custom duty, cess and any other material statutory dues where applicable, with the appropriate authorities during the year

(b) There are no amounts in respect of sales tax, income tax, cutoms duty, wealth tax, service tax, excise duty and cess that have not been deposited with the appropriate authorities on account of any dispute.

(X) The Company has accumulated losses as on 31st March, 2011 and has earned profit for the financial year on that date. The accumulated losses of the Company are less than 50 % of the net worth of the Company.

(XI) In my opinion and according to the information and explanations given to me the Company has not defaulted in repayment of dues to a Financial Institution, Bank or Debenture holders

(XII) The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures & other securities. Accordingly, the provisions of clause 4(xii) of the Order are not applicable.

(XIII) The Company is not a chit fund or Nidhi /Mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report's) Order, 2003 is not applicable to the Company

(XIV) In my opinion, the Company is not a dealer in shares, securities & debentures or any other investments. Accordingly, the provision of clause 4(xiv) of the Order are applicable

(XV) In my opinion and according to the information and explanations given to me the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year.

(XVI) The Company has not taken any term loan during the year; as such required details need not be given.

(XVII) According to the information and explanations given to me and on an overall examination of the Balance Sheet of the Company, no funds are raised on short term basis, hence detail need not be given.

(XVIII) According to the information and explanations given to me, the Company has not made any preferential allotment of shares to parties & Companies covered in the register maintained under section 301 of the Companies Act, 1956 for such a purpose.

(XIX) According to the information and explanations given to me, during the period covered by my audit, the Company has not issued debentures

PLACE : THANE For S Chandulal & Company

Date : 14th May 2012 (Chartered Accountant)

sd/-

Proprietor

Membership No.37266


Mar 31, 2011

1. I have audited the attached Balance Sheet of Aricent Infra Limited,(Formerly known as TCL Technologies Limited) as at 31 March, 2011 and the Profit and Loss Account and also the cash flow statement for the year ended on that date, annexed thereto (collectively referred as the "Financial Statements"). 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 have conducted this 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 misstatements. 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 the management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. .

3. Further I report that:

a. The information and explanations that are obtained, which to the best of my knowledge and belief were necessary for the purpose of audit;

b. In my opinion, proper books of accounts as required by law have been kept by the Company so far as appears from my examination of those books;

c. The Financial Statements dealt with by this report are in agreement with the books of accounts.

d. On the Basis of written representations received from the directors, as on 31st March, 2011 and taken on record by the board of directors, none of the directors are disqualified as on 31st March, 2011 from being appointed as director in terms of clause (g)of sub-section (I) of Section 274 of the Companies Act, 1956

e. In my opinion and to the best of my information and according to the explanation given to, the financial statements dealt with by this report materially comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 and the Rules framed there under and 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, in the case of :-

i. The Balance Sheet, of the state of affairs of the Company as at March 31, 2011;

ii. The Profit and Loss Account, of the profit for the year ended on that date; and

iii. The Cash Flow Statement, of the cash flows for the year ended on that date.

Annexure to the Auditors' Report of even date to the members of THE ARICENT INFRA LIMITED On the financial statements for the year ended March 31, 2011

Based on the audit procedure performed for the purpose of reporting true and fair view on the financial statements of the Company and taking into consideration the information and explanation given to me and the books of account and other records examined by me in the normal course of audit, we report that:

(I) As the Company does not have fixed assets , the Clauses (i)(a) to (i)(c) of para 4 of the Orders are not applicable to the company

(II) As the Company does not have Inventory, the Clauses (ii)(a) to (ii)(c) of para 4 of the Orders are not applicable to the company

(III) (a) According to the information and explanations given to me, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, sub-clause (b) ,(c) and (d) are not applicable

(b) According to the information and explanations given to me, the Company has not taken any loans, secured or unsecured , to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, sub-clause (f)and (g) are not applicable.

(IV) In my opinion and according to the information and explanations given to me there are adequate internal control procedures to commensurate with the size of the Company fit nature of its business with regard to the sale of goods and services. During the course of my Audit, I have not observed any major weakness in internal control .

(V) According to the information and explanation given to me, there have been no contracts or ' - arrangements referred to in section 301 of the Companies Act, 1956 during the year to be entered in the register required to be maintained under that section. Accordingly, sub- clause (B) is not applicable.

(VI) In my opinion and according to the information and explanation given to me, The Company has not accepted any deposits from the public as defined under sections 58A and 58AA of the Companies Act, 1956 & the Companies (Acceptance of deposits) Rules 1975.

(VII) In my opinion and according to the information and explanation given to me, The Company has an internal audit system commensurate with the size and the nature of its business.

(VIII) As the company is not a manufacturing concern, the clause (viii) of para 4 of the Order regarding maintenance of cost records under clause (d) of sub-section (1) of section 20 of the Companies Act,

195 is not applicable to the company.

(IX) (a) In my opinion and according to the information and explanation given to me, the company has generally been regular in depositing undisputed statutory dues, including provident fund, investor education and protection fund, employees state insurance, income tax , wealth tax, service tax, custom duty, cess and any other material statutory dues where applicable, with the appropriate ' authorities during the year

(b) There are no amounts in respect of sales tax, income tax, c toms duty, wealth tax, service tax, excise duty and cess that have not been deposited with the appropriate authorities on account of any dispute.

(X) The Company has accumulated losses as on 31st March, 2011 and has earned profit for the financial year on that date. The accumulated losses of the Company are less than 50 % of the net worth of the Company.

(XI) In my opinion and according to the information and explanations given to me the Company has not defaulted in repayment of dues to a Financial Institution, Bank or Debenture holders

(XII) The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures fit other securities. Accordingly, the provisions of clause 4(xii) of the Order are not applicable.

(XIII) The Company is not a chit fund or Nidhi /Mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report's) Order, 2003 is not applicable to the Company

(XIV) In my opinion, the Company is not a dealer in shares, securities fit debentures or any other investments. Accordingly, the provision of clause 4(xiv) of the Order are applicable

(XV) In my opinion and according to the information and explanations given to me the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year.

(XVI) The Company has not taken any term loan during the year; as such required details need not be given.

(XVII) According to the information and explanations given to me and on an overall examination of the Balance Sheet of the Company, no funds are raised on short term basis, hence detail need not be given.

(XVIII) According to the information and explanations given to me, the Company has not made any preferential allotment of shares to parties fit Companies covered in the register maintained undersection 301 of the Companies Act, 1956 for such a purpose.

(XIX) According to the information and explanations given to me, during the period covered by my audit, the Company has not issued debentures

PLACE : THANE FOR BHADRESH SANGHAVI a ASSOCIATES

DATE : 2nd September,2011 CHARTERED ACCOUNTANT

sd/-

CA. Bhadresh B Sanghavi (Proprietor)

M.No.111652


Mar 31, 2009

We have audited the attached Balance Sheet of TCL TECHNOLOGIES LIMITCD as at 31st march 2009 and also the Profit and Loss Account for the year ended on the 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 aud.t.

We have conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatements. An audit includes examining, on test basic, evidence supporting the amounts disclosure m 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 statements presentation. We believe that our audit provides a reasonable basis for our opinion.

We report as follows:

1 As required by the companies (auditors Report) Order, 2003 Issued by the CentralGovernment of India, in terms of Section 227(4A) of the Companies Act. 1956, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the said Order.

2 Further to our comments in the annexure referred to in paragraph 1 above:

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) Kept by the company so far as appears from our examination of the books.

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

d) Fn our opinion, the Balance Sheet and Profit & Loss Account dealt with by this reports comply with the Accounting Standards referred to in sub-section (3C) of Section 21 i of the companies Act, 1956.

e) On the basis of the written representations received from the Directors as on 31st march 2009 and taken on record by the Board of Directors, we do hereby certify that none of the Directors of the Company i.e. TCL TECHONLOGIES Limited as on 31st March 2009 is disqualified From being appointed as a director in the aforementioned company in terms of clause (g) of sub-section (I) of Section 274 of the companies. Act. 1956 on the said date.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts, read together with the significant Accounting policies and Notes forming part of accounts, give the information required by the companies Act, 1956 in the manner accounting principles generally accepted in India;

i) In the case of the Balance Sheet, of the State of Affairs of the company as

on 31st March 2009; ii) In the case of the Profit and Loss account, of the Profit of the Company for the year ended on the date.

Referred to in paragraph 1 of our Report of even date:

1. The Company has no Fixed Assets during the year under Audit.

2. The securities are held as Investment by the company.

3. The Company has not granted / taken Unsecured Loan to/from Companies, firms or other parties listed in the Register maintained under Section 301 of Companies Act, 1956.

4. In our opinion the Company has an Internal Control System to commensurate with its size and nature of its business.

5. In our opinion and according to the information given to us, the transactions that need to be entered in the register maintained under section 301 of the Companies Act. 1956 have been so entered.

6. In our opinion and according to the information and explanations given to us. the Company has not accepted deposits from the public and therefore, the provisions of Section 58A and 58AA of the Companies Act,1956 and Rules under are not applicable to the Company.

7. The clause relating to the Internal Audit System is not applicable to the Company.

8. Maintenance of Cost Records under Section 209(l)(d)of the Companies Act, 1956 are not applicable to the Company.

9. The Company has no statutory dues payable to the government.

10. The company has accumulated losses as at 31 March 2009 which is more than 50% of the net worth of the Company.

11. According to the records of the company examined by us and on the basis of information & explanations given to us, the Company has not defaulted in repayment of its dues to any financial institution or banks during the year.

12. According to the information and 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.

13. The provisions of any Special Statute applicable to chit fund, nidhi or Mutual fund benefit/societies are not applicable to the company.

14. The Company has maintained proper records of transaction and contracts in respect ol investment in shares, securities, debentures and other investment and timely entries have been made therein. All shares debentures and other investment have been held by the Company in its own name.

15. According to the information any explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial and therefore paragraph 4(xv) Of the order is not applicable to the Company.

16. No Term loans have taken during the year of Audit.

17. On the basis of an overall examination of the financial statements of the company, there are no funds raised on a short term basis which have been used for long term investment and vise versa.

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

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

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

21. To the best of our knowledge and explanations gives to us, no fraud on or by the company has been noticed or reported during the year.



For M. G. Shouche & Co

Chartered Accountants

C. A. M. G. Shouche Proprietor Membership No. 13102

Place: Nashik Date: 15th May 2009.

 
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