Auditor Report of Libord Finance Ltd.

Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying standalone financial statements of Libord Finance Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2015 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

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 standalone 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 maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that 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.

Auditors' Responsibility

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company's 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 standalone financial statements.

Opinion

In our opinion, and to the best of our information and according to the explanations given to us, the accompanying standalone 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 Statement of Profit and Loss, of the profit for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by 'the Companies (Auditor's Report) Order, 2015 ("the Order"), issued by the Central Government of India in terms of subsection (1) of section 143 of the Act, we give in the Annexure 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(3) of the Act, we report that:

a) We have sought and obtained all information and explanation 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 the law have been kept by the Company so far as it appears from our examination of those books;

c) The Company had no Branch offices during the year under audit.

d) The Balance Sheet, the Profit and Loss Statement, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

e) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

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

g) 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 explanation given to us :

i. The Company does not have any pending litigations which would impact its financial position

ii. The Company has no long-term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise iii. There has not been an occasion in case of the group during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of delay in transferring such sums does not arise

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF THE LIBORD FINANCE LIMITED, WE REPORT THAT :

Clause Sub Particulars

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

(b) As per information provided to us, the Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) The Company is a service company, primarily rendering consultancy services. Accordingly, it does not hold any physical inventories. Thus, paragraph 3(ii) of the Order is not applicable.

(iii) The Company has not granted any loan to parties covered in the register maintained under section 189 of the Companies Act, 2013 ('the Act'). Thus, paragraph 3(iii) of the Order is not applicable.

(iv) In our opinion and according to explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regards to purchase of fixed assets and sale of service. The activities of the Company do not involve purchase of inventory and the sale of goods. We have not observed any major weakness in the internal control system during the course of the audit.

(v) The Company has not accepted deposit from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

(vii) (a) 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, wealth tax, service tax, duty of customs, value added tax, cess 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 and duty of excise.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess 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.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales-tax, wealth-tax, service-tax, customs duty, and excise duty which have not been deposited on account of any dispute.

(c) According to the information and explanations given to us the amounts, if any, 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.

(viii) The Company has accumulated losses of Rs 2,18,222 at the end of the financial year. However the Company has not incurred cash losses in the financial year covered by our audit and in the immediately preceding financial year.

(ix) The Company did not have any outstanding dues to financial institutions, banks or debenture holders during the year.

(x) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company did not have any term loan outstanding during the year.

(xii) Based on the audit procedures performed and information and explanation given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For Amar Bafna & Associates

Chartered Accountants

FRN No. 114854W



Amar Bafna

Partner

M.No.048639

Place : Mumbai

Date : May 28, 2015

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Mar 31, 2014

We have audited the accompanying financial statements of Libord Finance Limited (the "Company"), 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, which we have signed under reference to this report.

Management''s Responsibility for the Financial Statements

The Company''s 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) in accordance with accounting principle generally accepted in India. 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 and other applicable authoritative pronouncements 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 auditors'' 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 auditors consider internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity''s internal control. 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 accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by ''the Companies (Auditor''s Report) Order, 2003'', 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 Act (hereinafter referred to as the "Order"), 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 the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

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

(b) In our opinion, proper books of 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 dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act;

(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 Act.

ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF THE LIBORD FINANCE LIMITED

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

(b) As per information provided to us, the fixed assets have been physically verified by the management at reasonable intervals and there were no material discrepancies noted during such verification.

(c ) There was no substantial disposal of fixed assets during the year.

(ii) The nature of the company''s activity is such that requirement of sub-clause

(a) (b) & (c) of this (i.e. regarding inventory) are not applicable.

(iii) (a) The Company has granted loans to two party amounting to Rs. 1,82,500/- (year end balance) covered in the register maintained under section 301 of the Companies Act.

(b) The interest and other terms and conditions are not prima facie prejudicial to the interest of the Company.

(c) In respect of the aforesaid loans, the parties are repaying the principal amounts, as stipulated, and are also regular in payment of interest as applicable.

(d) In respect of the aforesaid loans, there is no overdue amount more than Rupees One Lakh.

(e) The Company has taken unsecured loans from One company covered in the register maintained under Section 301 of the Act. The year-end balance of such loans aggregated to Rs. 10,12,000/-.

(f) In our opinion, the rate of interest and other terms and conditions of such loans are not prima facie prejudicial to the interest of the Company.

(g) In respect of the aforesaid loans, the Company is regular in repaying the principal amounts, as stipulated, and is also regular in payment of interest, as applicable.

(iv) In our opinion and according to explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business. During the process of audit, no major weakness has been noticed in the internal control.

(v) According to the information and explanations provided by the management, we are of the opinion that the contracts or arrangements that need to be entered into the register required to be maintained under Section 301 of the Act, has been entered.

(vi) The Company has not accepted deposit from the public under section 58A and 58AA of the Companies Act and rules framed there under.

(vii) The company does not have an internal system.

(viii) As informed to us, there are no cost records prescribed by the central government under sec. 209(1)(d) of the Act, hence this clause is not applicable.

(ix) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues, including provident fund, investor education and protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty and other material statutory dues, as applicable, with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales- tax, wealth-tax, service-tax, customs duty, and excise duty which have not been deposited on account of any dispute.

(c) According to information and explanations given to us, there are no amounts pending on account of disputes with any statutory authorities.

(x) The Company does not have any accumulated losses more than 50% of the net worth and therefore, this clause is not applicable.

(xi) Based on our audit procedures 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 a financial institution or banks.

(xii) 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 not being Chit Fund / Nidhi / mutual Benefit Fund this clause and sub clause (a) (b) (c) (d) are not applicable

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable to the Company.

(xv) As informed to us the Company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) The Company had not taken any term loan during the year.

(xvii) Based on the examination of documents and records made available and on the basis of information and explanations given to us, the Company has not used funds raised on short term basis for long term investments and vice versa.

(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.

(xix) The Company has not issued any debentures; hence this clause does not apply.

(xx) The Company has not raised any money by public issue; hence this clause is not applicable.

(xxi) Based on the audit procedures performed and information and explanation given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS FRN 114854W

AMAR BAFNA Place: Mumbai PARTNER Date: 26th May, 2014 M. No. 048639

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Mar 31, 2011

We have audited the attached Balance Sheet of LIBORD FINANCE LIMITED (formerly known as Libord Infotech Limited) as at 31st March, 2011, annexed Profit and Loss Account & Cash Flow Statement for the year ended on that date. 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.

2. 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.

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 sub-section (4A) of section 227 of the Companies Act, 1956 (hereinafter referred to as "the Act") and on the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order, to the extent applicable to the Company.

4. Further to our comments in the Annexure referred to in paragraph 3 above We Report that:

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

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

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

d) In our opinion, the Balance Sheet the Profit and Loss Account and Cash Flow Statement dealt with by this report comply in all material respects with the mandatory Accounting Standards as prescribed under the provisions of section 211(3C) of the Act, to the extent applicable;

e) On the basis of the written confirmations 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 are disqualified from being appointed as director of the Company under section 274 (1)(g) of the Act;

f) We are unable to express an opinion as to the realisability/ recoverability of amount paid as an advance for purchase of immovable properties amounting to Rs.60,00,000/- paid in earlier years for which company does not have any documents except receipts, considered to be doubtful and not provided for (Refer Note no. 2 in Schedule 14).

5. In our opinion and to the best of our information and according to the explanations given to us, and subject to what is stated in paragraph (f) above, the impact thereof on the profit and assets of the Company is presently not ascertainable, The said accounts read together with the Significant Accounting Policies and other notes appearing in Schedule 14 and elsewhere in the accounts, give the information required by the Act in the manner so required and give a true and fair view:

(i) In the case of the Balance Sheet, of state of affairs of the Company as at 31st March, 2011 and

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

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

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

1. (a) The Company has maintained its 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 at reasonable intervals.

(c) None of the assets was disposed off during the year.

2. Physical verification has been conducted by the management at reasonable intervals in respect of stocks of shares and securities and no discrepancies were noticed between physical and book stock.

3. (a) The Company has not granted loans to the Companies listed in the register maintained under section 301 of the Act and under the same management as defined under section 370(B) of the Act.

(b) The Company has not taken any unsecured loans from the Company listed in the register maintained under section 301 of the Act and under the same management as defined under section 370(1 B) of the Act.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control systems commensurate with the size of the company and the nature of its business. During the process of our audit, no major weakness has been noticed in the internal control systems.

5. Based on the audit procedures applied by us and according to the information and explanations provided by the management, there are no transaction during the year that need to be entered in the register in pursuance of section 301 of the Act.

6. In our opinion and according to the information and explanation given to us, the Company has not taken or accepted any deposits from the public, therefore provisions of section 58A and 58AA of the Companies Act are not applicable to the Company.

7. The internal audit system is adequate commensurate with the size of the Company and nature of its business.

8. According to the information and explanation given to us, the Central Government has not prescribed the maintenance of cost records required u/s 209(1) (d) of the Companies Act, 1956.

9. According to the records of the Company, the Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax custom duty, excise duty cess and other statutory dues applicable to it. According to the explanations given to us, there were no undisputed amounts payable in respect of such statutory dues, which have remained outstanding as at 31st March 2011 for a period of more than six months.

(b) According to information and explanations given to us, there are no amount pending on account of disputes with any statutory authorities.

10. The Company does not have accumulated losses more than 50% of the net worth and therefore, this clause is not applicable to the company.

11. According to the information and explanation given to us, the Company has not defaulted in repayment of dues to the banks.

12. Based on our examinations of the records and information and explanations given to us, the Company has not granted any loans/advances on the basis of security by way of pledge of shares/ debentures or any other securities.

13. The Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of this clause are not applicable to the Company.

14. According to the information and explanations given to us, proper records have been maintained by the Company of the transaction and records in respect of dealing in shares, securities and other investments.

15. The Company has not given any counter guarantee for the loans taken by others.

16. The Company has not taken term loan during the year and therefore, this clause is not applicable to the Company.

17. Based on the examination of documents and records made available and on the basis of information and explanations given to us the Company has not used funds raised on short term basis for long term investments and vice versa.

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

19. No debentures has been issued by the Company during the year.

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

21. Based on the audit procedures performed and according to the 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.

For AMAR BAFNA & ASSOCIATES

CHARTERED ACCOUNTANTS

FRN 114854W

AMAR BAFNA

Place: Mumbai PARTNER

Date: 24th June, 2011 M. No. 048639

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Mar 31, 2010

1. We have audited the attached Balance Sheet of LIBORD INFOTECH LIMITED as at 31st March, 2010, annexed Profit and Loss Account & Cash Flow Statement for the year ended on that date. 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.

2. 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.

3. As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) Order, (Amendment) 2004, issued by the Central Government of India in terms of sub-section (4 A) of section 227 of the Companies Act, 1956 (hereinafter referred to as "the Act") and on the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order, to the extent applicable to the Company.

4. Further to our comments in the Annexure referred to in paragraph 3 above We Report that:

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

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

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

d) In our opinion, the Balance Sheet the Profit and Loss Account and Cash Flow Statement dealt with by this report comply in all material respects with the mandatory Accounting Standards as prescribed under the provisions of section 211 (3C) of the Act, to the extent applicable:

e) On the basis of the written confirmations received from the Directors as on 31st March, 2010 and taken on record by the Board of Directors, we report that none of the directors are disqualified from being appointed as director of the Company under section 274 (1)(g) of the Act;

f) (i) We are unable to express an opinion as to the realisability recoverability of overdue debtors, loans and advances and amount due from staff aggregating to Rs.70,13,889/-, Rs 1,14.62,641/- and Rs. 55,210/- respectively. It was explained that the Company has taken suitable measures to recover the said dues including filing of legal cases wherever considered appropriate and therefore, no provision is considered necessary.(Refer Note no. 2(a) and (b) in Schedule 14).

(ii) We are unable to express an opinion as to the realisability/ recoverability of amount paid as an advance for purchase of immovable properties amounting to Rs. 67,35,000/- paid in earlier years for which company does not have any documents except receipts, considered to be doubtful and not provided for (Refer Note no. 2 (c) in Schedule 14).

5. In our opinion and to the best of our information and according to the explanations given to us, and subject to what is stated in paragraph (f) above, the impact thereof on the results and assets of the Company is presently not ascertainable, The said accounts read together with the Significant Accounting Policies and other notes appearing in Schedule 14 and elsewhere in the accounts, give the information required by the Act in the manner so required and give a true and fair view:

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

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

ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 3 of our report of even date)

1. (a) The Company has maintained its 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 at reasonable intervals.

(c) The disposal of assets during the year were not substantial so as to have an impact on the operations of the Company, or affect its going concern.

2. Physical verification has been conducted by the management at reasonable intervals in respect of stocks of shares and securities and no discrepancies were noticed between physical and book stock.

3. (a) The Company has not granted loans to the Companies listed in the register maintained under section 301 of the Act and under the same management as defined under section 370(B) of the Act. (b) The Company has not taken any unsecured loans from the Company listed in the register maintained under section 301 of the Act and under the same management as defined under section 370(1 B) of the Act.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control systems commensurate with the size of the company and the nature of its business. During the process of our audit, no major weakness has been noticed in the internal control systems.

5. Based on the audit procedures applied by us and according to the information and explanations provided by the management, there are no transaction during the year that need to be entered In the register in pursuance of section 301 of the Act.

6. In our opinion and according to the information and explanation given to us, the Company has not taken or accepted any deposits from the public, therefore provisions of section 58A and 58AA of the Companies Act are not applicable to the Company.

7. The internal audit system is adequate commensurate with the size of the Company and nature of its business.

8. According to the information and explanation given to us, the Central Government has not prescribed the maintenance of cost records required u/s 209(1) (d) of the Companies Act, 1955.

9. According to the records of the Company, the Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax custom duty, excise duty cess and other statutory dues applicable to it According to the explanations given to us. there were no undisputed amounts payable in respect of such statutory dues, which have remained outstanding as at 31st March 2010 for a period of more than six months.

(a) According to information and explanations given to us, there are no amount pending on account of disputes with any statutory authorities.

10. The Company does not have accumulated losses more than 50% of the net worth and therefore, this clause is not applicable to the company.

11. According to the information and explanation given to us, the Company has not defaulted in repayment of dues to the banks.

12. Based on our examinations of the records and information and explanations given to us, the Company has not granted any loans/advances on the basis of security by way of pledge of shares/ debentures or any other securities.

13. The Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of this clause are not applicable to the Company.

14. According to the information and explanations given to us, proper records have been maintained by the Company of the transaction and records in respect of dealing in shares, securities and other investments.

15. The Company has not given counter guarantee for the loans taken by others.

16. The Company has not taken term loan and therefore, this clause is not applicable to the Company.

17. Based on the examination of documents and records made available and on the basis of information and explanations given to us the Company has not used funds raised on short term basis for long term investments and vice versa.

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

19. No debentures has been issued by the Company during the year.

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

21. Based on the audit procedures performed and according to the 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.

For AMAR BAFNA & ASSOCIATES

CHARTERED ACCOUNTANTS

FRN 114854W

AMAR BAFNA Place: Mumbai PARTNER

Date : 25th June, 2010 M. No. 048639