Auditor Report of Millennium Online Solutions (India) Ltd.

Mar 31, 2015

Report on the Financial Statement

We have audited the accompanying financial statement of Millenium online Solutions (India) Ltd (Formely Mahamaya Investments Ltd) ("the Company"), which comprise the Balance Sheet as at March 31, 2015, and the statement of Profit & Loss and Cash Flow Statement for the year ended, and the summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statement

The Management and Board of Directors of the Company are 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, financial performance and cash flows of the Company in accordance with the Accounting principles generally accepted in India, including Accounting Standards specified under section 133 of the Act, read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility 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; design, implementation and maintenance of adequate internal financial controls, that are operating effectively for ensuring the accuracy and completeness of 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 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 requirement 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 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 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 Company's management and Board of 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.

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 fare 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 Profit & Loss Account, of the loss of the Company 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 required by the Companies (Auditor's Report) Order,2015 ("the Order") issued by 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 paragraph 3 & 4 of the Order.

2. As required by section 143(3) of the Act, we further 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 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 Account and Cash Flow Statement dealt with this report are in agreement with the books of Accounts;

(d) In our opinion, Balance Sheet, Statement of Profit and Loss Account and Cash Flow Statement comply with the applicable 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 representation received from the directors as on March 31, 2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as the directors 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 & Auditors) Rules, 2014:

1. The Company does not have any pending litigation which would impact its financial position.

2. The company did not have any long-term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise.

3. There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education & Protection Fund. The question of delay in transferring such sums does not arise.

Annexure referred to in paragraph 1 of our report of even date to the members of Millennium Online Solution (India) Ltd (Formerly Maharaja Investments Ltd) on the accounts of the company for the year ended 31.03.15 On the basis of such checks as we considered appropriate and accordingly to the information and explanations given to us during the course of our audit, we report that:

1. The company has maintained proper records showing full particulars including quantitative details and location of all its fixed assets. During the year the management has physically verified all the fixed assets and no material discrepancies have been noticed on such verification. During the year, the company has not disposed off substantial part of its fixed assets.

2. The Company does not hold any inventory at year end. Hence not applicable.

3. The company has granted unsecured loans to subsidiary company covered in the register maintained under section 189 of the Act. The interest payment is regular.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to the purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. The Company has not accepted any deposits from the public covered under section 73 to 76 of the Companies Act, 2013.

6. As informed to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of Section 148 of the Act.

7. (a) According to the information and explanations given to us and on basis of our examination of the books of accounts, the company has been generally regular in depositing undisputed statutory dues including Provident fund, Employee's state insurance, Income Tax, sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues as applicable, with the appropriate authorities in India;

(b) According to information and explanations given to us and based on the records of the company examined by us, there are no dues of Income Tax, Wealth tax, Service Tax, Sales tax, Custom Duty and excise duty which have not been deposited on account of any disputes;

(c) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education & Protection Fund. The question of reporting delay in transferring such sums does not arise.

8. The Company does have accumulated losses exceeding 50% of its net worth and it has incurred cash losses during the financial covered by our audit and in the immediately preceding financial year.

9. Based on our audit procedure and on the information and explanations given by the management, we are of the opinion that the company has not availed any loans from any financial institution or banks and has not issued debentures during the year.

10. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank and financial institutions during the year.

11. According to the information and explanations given to us, the company had not raised any term loan during the year.

12. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the period.

For C.P.Jaria & Co

Chartered Accountants

F.No.104058W

Sd/-

PLACE : Mumbai (P.K.Jain)

DATED : 30/05/2015 Partner

M.No.112020

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Mar 31, 2014

We have audited the accompanying financial statement of Millenium online Solution (India) Ltd (Formely Mahamaya Investments Ltd) ("the Company"), which comprise the Balance Sheet as at March 31,2014, and the statement of Profit & Loss and Cash Flow Statement for the period ended, and the summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statement

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

Auditors''s 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 issues by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirement 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 financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fare 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 Profit & Loss Account, of the loss of the Company for the period ended on that date; and

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

Report on Other Legal and regulatory Requirements

1. As required by required by the Companies (Auditor''s Report) Order,2003 ("the Order") issued by Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraph 4 & 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 Account and Cash Flow Statement dealt with this report are in agreement with the books of Accounts;

(d) In our opinion, Balance Sheet, Statement of Profit and Loss Account and Cash Flow Statement comply with the accounting standards referred to in Sub-Section 3(C) of sec-211 of Companies Act,1956.

(e) On the basis of written representation received from the directors as on March 31,2014 and taken on record by by the Board of Directors, none of the directors is disqualified as on March 31,2014 from being appointed as the directors in terms of sec-274(1) (g) of the Companies Act, 1956;

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

Annexure attached to and forming part of our report of even date as referred to in paragraph (1)

1. The company has maintained proper records showing full particulars including quantitative details and location of all its fixed assets. During the period the management has physically verified all the fixed assets and no material discrepancies have been noticed on such verification. During the period, the company has not disposed off substantial part of its fixed assets.

2. The Company does not hold any inventory and hence the question of physical verification etc does not arise.

3. The company has not granted loans during the period to parties covered in the registered maintained under section 301 of the Companies Act, 1956. The Company has not taken unsecured Loans during the period from parties covered in registered maintained u/s 301 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 the nature of its business with regard to the purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. As explained to us, during the period, any transaction required to be entered in the register maintained under section 301 of Companies Act, 1956, has been entered.

6. In our opinion and according to the information and explanation given to us, the Company has not accepted deposits from the public during the period in contravention of the directions issued by Reserve Bank of India and/ or the provisions of the Section 58A of the Companies Act, 1956 except that investment made in group companies before the notification dated 31.01.98 of the NBFC Prudential norms (Reserve Bank) Directions, 1998 came into force are in excess of the limits specified in the said directions. In company''s case no order has been passed by the Company Law Board.

7. In our opinion the company does not have any formal internal control system during the period.

8. The central government has not prescribed maintenance of cost records under section 209(1 )(d) of the Companies Act,1956.

9. According to the information and explanations given to us and on basis of our examination of the books of accounts, the company has been generally regular in depositing undisputed statutory dues including Provident fund, Investor Education and protection fund, Employee''s state insurance, Income Tax, sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues during the period with the appropriate authorities. As at 31.03.2014, there were no undisputed dues payable for a period of more than six months from the date they become payable.

10. The Company does not have accumulated losses and it has incurred cash losses during the financial period covered by our audit and in the immediately preceding financial period.

11. Based on our audit procedure and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution or bank.

12. 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/nidhi/mutual benefit fund/ society.

14. According to the information and explanations given to us, the Company did not deal in or trade in shares, securities, debentures or other investments. The shares and other investments acquired by the company by way of investments are held by the company in its own name.

15. According to the information and explanations given to us , the company has not given any guarantee for loans taken by others from bank and financial institutions.

16. The company had not taken any fresh term loan during the period.

17. According to information and explanations given to us, funds raised on short term basis have, prima facie, not been used during the period 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 under section 301 of the Companies Act,1956 during the period.

19. No Security is required to be created since the company has not issue any debentures.

20. The company has not raised any money by public issues during the period.

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

For C.P.Jaria & Co Chartered Accountants F.No.104058W Sd/- PLACE : Mumbai (P.K.Jain) DATED : 26/05/14 Partner M.No.112020

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Jun 30, 2013

Report on the Financial Statement

We have audited the accompanying financial statement of Millennium online Solution (India) Ltd (Formely Mahamaya Investments Ltd) ("the Company"), which comprise the Balance Sheet as at June 30,2013, and the statement of Profit & Loss and Cash Flow Statement for the period ended, and the summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statement

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

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards on Auditing issues by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirement 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 financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fare 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 June 30, 2013;

(b) In the case of Profit & Loss Account, of the loss of the Company for the period ended on that date; and

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

Report on Other Legal and regulatory Requirements

1. As required by required by the Companies (Auditor''s Report) Order,2003 ("the Order") issued by Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraph 4 & 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 Account and Cash Flow Statement dealt with this report are in agreement with the books of Accounts;

(d) In our opinion, Balance Sheet, Statement of Profit and Loss Account and Cash Flow Statement comply with

the accounting standards referred to in Sub-Section 3(C) of sec-211 of Companies Act,1956.

(e) On the basis of written representation received from the directors as on June 30, 2013and taken on record by by the Board of Directors, none of the directors is disqualified as on June 30, 2013 from being appointed as the directors in terms of sec-274(1) (g) of the Companies Act, 1956;

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

1. The company has maintained proper records showing full particulars including quantitative details and location of all its fixed assets. During the period the management has physically verified all the fixed assets and no material discrepancies have been noticed on such verification. During the period, the company has not disposed off substantial part of its fixed assets.

2. The Company does not hold any inventory and hence the question of physical verification etc does not arise.

3. The company has not granted loans during the period to parties covered in the registered maintained under section 301 of the Companies Act, 1956. The Company has not taken unsecured Loans during the period from parties covered in registered maintained u/s 301 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 the nature of its business with regard to the purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. As explained to us, during the period, any transaction required to be entered in the register maintained under section 301 of Companies Act, 1956, has been entered.

6. In our opinion and according to the information and explanation given to us, the Company has not accepted deposits from the public during the period in contravention of the directions issued by Reserve Bank of India and/ or the provisions of the Section 58A of the Companies Act, 1956 except that investment made in group companies before the notification dated 31.01.98 of the NBFC Prudential norms (Reserve Bank) Directions, 1998 came into force are in excess of the limits specified in the said directions. In company''s case no order has been passed by the Company Law Board.

7. In our opinion the company does not have any formal internal control system during the period.

8. The central government has not prescribed maintenance of cost records under section 209(1 )(d) of the Companies Act,1956.

9. According to the information and explanations given to us and on basis of our examination of the books of accounts, the company has been generally regular in depositing undisputed statutory dues including Provident fund, Investor Education and protection fund, Employee''s state insurance, Income Tax, sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues during the period with the appropriate authorities. As at 30.06.2013, there were no undisputed dues payable for a period of more than six months from the date they become payable.

10. The Company does not have accumulated losses and it has incurred cash losses during the financial period covered by our audit and in the immediately preceding financial period.

11. Based on our audit procedure and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution or bank.

12. 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/nidhi/mutual benefit fund/ society.

14. According to the information and explanations given to us, the Company did not deal in or trade in shares, securities, debentures or other investments. The shares and other investments acquired by the company by way of investments are held by the company in its own name.

15. According to the information and explanations given to us , the company has not given any guarantee for loans taken by others from bank and financial institutions.

16. The company had not taken any fresh term loan during the period.

17. According to information and explanations given to us, funds raised on short term basis have, prima facie, not been used during the period 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 under section 301 of the Companies Act,1956 during the period.

19. No Security is required to be created since the company has not issue any debentures.

20. The company has not raised any money by public issues during the period.

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

For C.P.Jaria & Co

Chartered Accountants

F.No.104058W

Sd/-

PLACE : Mumbai (P.K.Jain)

DATED : 27/08/2013 Partner

M.No.112020

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Mar 31, 2011

We have audited the attached Balance Sheet of M/s. MAHAMAYA INVESTMENTS LIMITED as at 31st March, 2011 and also the attached Profit and Loss Account, Cash Flow statement of the Company for the year ended on that date annexed hereto, and we report that : -

1. As required by the Companies (Auditor's Report) Order,2003 issued by Central Government 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 paragraph 4 & 5 of 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 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 such books.

c. The Balance Sheet, Profit and Loss Account and cash flow statement referred to in this report are in agreement with the books of Accounts as submitted to us.

d. In our opinion, Balance sheet, Profit & Loss Account and cash flow statement generally comply with the accounting standards referred to in Sub-Section 3(C) of sec-211 of Companies act,1956.

e. In our opinion and based on the information and explanation given to us, none of the directors are disqualified as on 31.03.2011 from being appointed as the directors in terms of sec-274(1) (g) of the Companies Act, 1956.

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 accounting policies and Notes to the Accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view subject to above : -

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

(ii) In the case of Profit & Loss Account of the loss of the Company for the ended on that date; and

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

Annexure attached to and forming part of our report of even date as referred to in paragraph (1)

1. The company has maintained proper records showing full particulars including quantitative details and location of all its fixed assets. During the year the management has physically verified all the fixed assets and no material discrepancies have been noticed on such verification. During the year, the company has not disposed off substantial part of its fixed assets.

2. The Company does not hold any inventory and hence the question of physical verification etc does not arise.

3. The company has not granted loans during the year to parties covered in the registered maintained under section 301 of the Companies Act, 1956. The Company has not taken unsecured Loans during the year from parties covered in registered maintained u/s 301 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 the nature of its business with regard to the purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. As explained to us, during the year, any transaction required to be entered in the register maintained under section 301 of Companies Act, 1956, has been entered.

6. In our opinion and according to the information and explanation given to us, the Company has not accepted deposits from the public during the year in contravention of the directions issued by Reserve Bank of India and/or the provisions of the Section 58A of the Companies Act, 1956 except that investment made in group companies before the notification dated 31.01.98 of the NBFC Prudential norms (Reserve Bank) Directions, 1998 came into force are in excess of the limits specified in the said directions. In company's case no order has been passed by the Company Law Board.

7. In our opinion the company does not have any formal internal control system during the year.

8. The central government has not prescribed maintenance of cost records under section 209(1)(d) of the Companies Act,1956.

9. According to the information and explanations given to us and on basis of our examination of the books of accounts, the company has been generally regular in depositing undisputed statutory dues including Provident fund, Investor Education and protection fund, Employee's state insurance, Income Tax, sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues during the year with the appropriate authorities. As at 31.3.2011, there were no undisputed dues payable for a period of more than six months from the date they become payable.

10. The Company does not have accumulated losses and it has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

11. Based on our audit procedure and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution or bank.

12. 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/nidhi/mutual benefit fund/ society.

14. According to the information and explanations given to us, the Company did not deal in or trade in shares, securities, debentures or other investments. The shares and other investments acquired by the company by way of investments are held by the company in its own name.

15. According to the information and explanations given to us , the company has not given any guarantee for loans taken by others from bank and financial institutions.

16. The company had not taken any fresh term loan during the year.

17. According to information and explanations given to us, funds raised on short term basis have, prima facie, not been used during the year 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 under section 301 of the Companies Act,1956 during the year.

19. No Security is required to be created since the company has not issue any debentures.

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

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

FOR C.P.Jaria & Co Chartered Accountants

Place : Mumbai. (P.K.Jain)

Date : 02/09/11 (Partner)

M.No.112020

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Mar 31, 2010

We have audited the attached Balance Sheet of M/s. MAHAMAYA INVESTMENTS LIMITED as at 31st March, 2009 and also the attached Profit and Loss Account, Cash Flow statement of the Company for the year ended on that date annexed hereto, and we report that : -

1. As required by the Companies (Auditor's Report) Order,2003 issued by Central Government 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 paragraph 4 & 5 of 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 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 such books.

c. The Balance Sheet, Profit and Loss Account and cash flow statement referred to in this report are in agreement with the books of Accounts as submitted to us.

d. In our opinion, Balance sheet, Profit & Loss Account and cash flow statement generally comply with the accounting standards referred to in Sub-Section 3(C) of sec-211 of Companies act,1956.

e. In our opinion and based on the information and explanation given to us, none of the directors are disqualified as on 31.03.2009 from being appointed as the directors in terms of sec-274(1) (g) of the Companies Act, 1956.

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 accounting policies and Notes to the Accounts, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view subject to above : -

(i) In the case of the Balance Sheet of the state of affairs of the Company as 31st March,2009,

(ii) In the case of Profit & Loss Account of the loss of the Company for the ended on that date; and

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

Annexure attached to and forming part of our report of even date as referred to in paragraph (1)

1. The company has maintained proper records showing full particulars including quantitative details and location of all its fixed assets. During the year the management has physically verified all the fixed assets and no material discrepancies have been noticed on such verification. During the year, the company has not disposed off substantial part of its fixed assets.

2. The Company does not hold any inventory and hence the question of physical verification etc does not arise.

3. The company has not granted loans during the year to parties covered in the registered maintained under section 301 of the Companies Act, 1956. The Company has not taken unsecured Loans during the year from parties covered in registered maintained u/s 301 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 the nature of its business with regard to the purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

5. As explained to us, during the year, any transaction required to be entered in the register maintained under section 301 of Companies Act, 1956, has been entered.

6. In our opinion and according to the information and explanation given to us, the Company has not accepted deposits from the public during the year in contravention of the directions issued by Reserve Bank of India and/or the provisions of the Section 58A of the Companies Act, 1956 except that investment made in group companies before the notification dated 31.01.98 of the NBFC Prudential norms (Reserve Bank) Directions, 1998 came into force are in excess of the limits specified in the said directions. In company's case no order has been passed by the Company Law Board.

7. In our opinion the company does not have any formal internal control system during the year.

8. The central government has not prescribed maintenance of cost records under section 209(1)(d) of the Companies Act,1956.

9. According to the information and explanations given to us and on basis of our examination of the books of accounts, the company has been generally regular in depositing undisputed statutory dues including Provident fund, Investor Education and protection fund, Employee's state insurance, Income Tax, sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other statutory dues during the year with the appropriate authorities. As at 31.3.2009, there were no undisputed dues payable for a period of more than six months from the date they become payable.

10. The Company does not have accumulated losses and it has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

11. Based on our audit procedure and on the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to the financial institution or bank.

12. 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/nidhi/mutual benefit fund/ society.

14. According to the information and explanations given to us, the Company did not deal in or trade in shares, securities, debentures or other investments. The shares and other investments acquired by the company by way of investments are held by the company in its own name.

15. According to the information and explanations given to us , the company has not given any guarantee for loans taken by others from bank and financial institutions.

16. The company had not taken any fresh term loan during the year.

17. According to information and explanations given to us, funds raised on short term basis have, prima facie, not been used during the year 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 under section 301 of the Companies Act,1956 during the year.

19. No Security is required to be created since the company has not issue any debentures.

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

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

FOR C.P.Jaria & Co

Chartered Accountants

Place : Mumbai. (P.K.Jain)

Date : 20/08/10 (Partner)

M.No.112020