Notes to Accounts of Pazel International Ltd.

Mar 31, 2015

(i) Balance of cash on hand at the end is accepted as certified by the management of the company.

(ii) The figures of the previous year are taken as it is from the report of the previous auditor.

(iii) Balance of Sundry Debtors, Creditors, unsecured loans, Loans & advances are subject to confirmation of the parties taken by Management

(a) Detailed note on the terms of the rights, preferences and restrictions relating to each class of shares including restrictions on the distribution of dividends and repayment of capital.

i) The Company has only one class of Equity Shares having a par value of Re. 1/- per share. Each holder of Equity Share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees.

ii) In the event of Liquidation of the Company, the holders of Equity Shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the shareholders.

(b) Detailed note on shares reserved to be issued under options and contracts / commitment for the sale of shares / divestments including the terms and conditions.

The company does not have any such contract / commitment as on reporting date.

(c) Detailed terms of any securities convertible into shares, e.g. in the case of convertible warrants, debentures, bonds etc.

The company does not have any securities convertible into shares as on reporting date.

Note 1 - Amounts due to Micro, Small and Medium Enterprises:

Under the Micro, Small and Medium Enterprises Development Act, 2006 certain disclosures are required to be made related to micro, small and medium enterprise. The company does not have any transactions with such entities.

Note 2 Previous year figures The figures of the previous year have been re-arranged, re-grouped and re- classified wherever necessary.

Notes:

1. This proxy form in order to be effective should be duly completed and deposited at the registered office of the Company, not less than 48 hours before the commencement of the meeting.

2. For the resolutions, Explanatory Statement and Notes, please refer to the notice of Annual General Meeting.

3. It is optional to put "X" in the appropriate column against the resolutionindicated in the box. If you leave the 'For' or 'Against' column blank against any or all resolutions, your proxy will be entered to vote in the manner as he/ she think appropriate.

4. Those Members who have Multiple folios with different joint holders may use copies of this attendance slip/ proxy.

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Mar 31, 2014

1. NOTES FORMING PART OF ACCOUNTS

(i) Balance of cash on hand at the end is accepted as certified by the management of the company

(ii) The figures of the previous year are regrouped or rearranged wherever it is necessary.

(iii) Investments are unquoted and stated at cost. Income from Investment is accounted for when received.

(iv) Balance of Sundry Debtors, Creditors, unsecured loans, Loans & advances are subject to Confirmation of the parties.

Notes to financial statements for the year ended March 31, 2014

Note 2 - Share Capital

(Amount in INR)

(a) Particulars As at March 31, 2014 As at March 31, 2013

Authorised :

20,00,00,000 Equity 200,000,000 200,000,000 Shares of Re.1/- each (Previous Year

2,00,00,000 Equity Shares of Rs. 10/- each)

TOTAL 200,000,000 200,000,000

Issued, Subscribed and Paid-up :

17,61,00,000 Equity 176,100,000 176,100,000 Shares of Re. 1/- each

TOTAL 176,100,000 176,100,000

(b) Detailed note on the terms of the rights, preferences and restrictions relating to each class of shares including restrictions on the distribution of dividends and repayment of capital.

i) The Company has only one class of Equity Shares having a par value of Re. 1/- per share. Each holder of Equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees.

ii) In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders.

(c) Reconciliation of number of shares outstanding at the beginning and at the end of the reporting period

Particulars As at March 31, 2014 As at March 31, 2013

No. of shares at the 176,100,000 176,100,000 beginning of the year

Add: Issue of Shares during the year

Subscriber to the Memorandum - -

Private Placement - -

No. of shares at the 176,100,000 176,100,000 end of the year

During the year, the Company has converted the face value of the shares from Rs. 10/- per share to Re.1/- per share.

(f) Detailed note on shares reserved to be issued under options and contracts / commitment for the sale of shares / divestments including the terms and conditions.

The company does not have any such contract / commitment as on reporting date.

(g) Detailed terms of any securities convertible into shares, e.g. in the case of convertible warrants, debentures, bonds etc.

The company does not have any securities convertible into shares as on reporting date.

Note 3 - Amounts due to Micro, Small and Medium Enterprises:

Under the Micro, Small and Medium Enterprises Development Act, 2006 certain disclosures are required to be made related to micro, small and medium enterprise. The company does not have any transactions with such entities.

Note 4 - Previous year figures

The figures of the previous year have been re-arranged, re-grouped and re- classified wherever necessary.

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Mar 31, 2013

1. Contingent liability not provided for is Rs. Nil (Previous Year amounting Rs. Nil)

2. Foreign Currency Transactions:

Earning / Expenditure in foreign currency Rs. Nil (P.Y. Rs. Nil)

3. Related Parties Disclosures

(i) As per Accounting Standard on "Related Party Disclosure" (AS 18), the related parties of the company as at March 31, 2013 are as follows:

(a) Wholly Owned Subsidiary Company: N.A.

(b) Promoter Group/ Holding Company:

- M/s. Rutron Logistics Pvt Ltd.

(c) Key Management Personal :

- Mr, Kailash Todi - Whole Time Director

- Mr.Vinay Todi - Whole Time Director

*During the year company has sold its Logistics Division to Rutron logistics Pvt. Ltd and all assets and liabilities of this division has been transferred to the purchaser which is incurring loss of Rs. 2531881/- in the current financial year and total accumulated loss of the division is Rs. 438564.90/- and division in pursuance to this sale company earned profit of Rs. 4965023/-.

4. Balances of the Sundry Debtors, Loans and Advances and Sundry Creditors are subject to confirmation and resultant reconciliation, if any

5. There are no dues to Micro and Small Enterprises as at 31st March, 2013. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

6. In accordance with Accounting standard AS -22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has recognized nil net deferred tax liability as on 31ST March, 2013. (Previous Year 3,843 ). As company no any fixed assets at the end of the year

7. The Previous year''s figures have been regrouped / rearranged / reclassified wherever necessary. Amounts and other disclosures for the preceding financial year are included as an integral part of current year''s financial statements.

Note 8 - Amounts due to Micro, Small and Medium Enterprises:

Under the Micro, Small and Medium Enterprises Development Act, 2006 certain disclosures are required to be made related to micro, small and medium enterprise. The company does not have any transactions with such entities.

Note 9-Previous year figures

The figures of the previous year have been re-arranged, re-grouped and re- classified wherever necessary.

Note 10- Profit from Sale of its division

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Mar 31, 2012

1. Contingent liability not provided for is Rs. Nil (Previous Year amounting Rs. Nil)

2. Foreign Currency Transactions:

Earning / Expenditure in foreign currency Rs. Nil (P.Y. Rs. Nil)

3. Balances of the Sundry Debtors, Loans and Advances and Sundry Creditors are subject to confirmation and resultant reconciliation, if any.

4. There are no dues to Micro and Small Enterprises as at 31st March, 2012. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

5. During the current financial year i.e. FY 2011-12, Company has issued 98,50,000 Equity Shares & 77,10,000 Equity Shares on 5th Dec., 2011 and 01st March, 2012 respectively of face value Rs. 10/- at par by way of Preferential Issue making total subscribed, issued and paid up equity share capital to Rs. 17,61,00,000/- divided into 1,76,10,000 equity shares ofRs. 10/- each.

6. In accordance with Accounting standard AS -22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has recognized a net deferred tax liability of Rs. 3,843/- as on 31 ST March, 2012. (Previous Year Nil/-).

7. The Previous year's figures have been regrouped / rearranged / reclassified wherever necessary. Amounts and other disclosures for the preceding financial year are included as an integral part of current year's financial statements.

(b) Detailed note on the terms of the rights, preferences and restrictions relating to each class of shares including restrictions on the distribution of dividends and repayment of capital.

i) The Company has only one class of Equity Shares having a par value of Rs. 10/- per share. Each holder of Equity Share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. During the year ended 31st March 2012, the Company has not declared any dividend.

ii) On receipt of shareholders' approval in EGM on 18th January, 2012, the Company has increased its authorised share capital from Rs. 10,00,00,000/- (Rupees Ten Crores) to Rs. 20,00,00,000/- (Rupees Twenty Crores) & has altered its Memorandum & Articles of Association accordingly.

iii) In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders.

(f) Detailed note on shares reserved to be issued under options and contracts / commitment for the sale of shares / divestments including the terms and conditions.

The company does not have any such contract / commitment as on reporting date.

(g) Detailed terms of any securities convertible into shares, e.g. in the case of convertible warrants, debentures, bonds etc.

The company does not have any securities convertible into shares as on reporting date.

Note 8 - Amounts due to Micro, Small and Medium Enterprises:

Under the Micro, Small and Medium Enterprises Development Act, 2006 certain disclosures are required to be made related to micro, small and medium enterprise. The company does not have any transactions with such entities.

Note 9-Previous year figures

The figures of the previous year have been re-arranged, re-grouped and re- classified wherever necessary.

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Mar 31, 2010

1. Contingencies and Event Occurring after Balance Sheet date:

There are no contingencies and events after the Balance Sheet dates that affect the financial position of the company.

2. The Company is not having business operations for last many years.

3. Net profit or loss for the period, prior period items and changes in accounting policies:

Revenue Statement does not contain any item materially affecting and having reference of prior period.

4. Auditors Remuneration: Auditors Remuneration is Rs. 500/- (P.Y.500/-)

5. Directors Remuneration: Directors Remuneration is NIL (P.Y. NIL)

6. Current Assets & Liabilities:

Balances of Debtors, Creditors, Loans and Advances, are subject to confirmation, reconciliation adjustment if any. In the opinion of the Directors, the Current Assets, Loan and Advances will realize the value stated in the Balance sheet if realized in the ordinary course of the Business.

7. Additional Information as per clause 4D of the Schedule VI of the Companies Act, 1956:-

The details are not applicable.

8. Previous Year figures are regrouped and rearranged wherever necessary.

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Mar 31, 2009

1. Contingencies and Event Occurring after Balance Sheet date:

There are no contingencies and events after the Balance Sheet dates that affect the financial position of the company.

2. The Company is not having business operations for last many years.

3. Net profit or loss for the period, prior period items and changes in accounting policies:

Revenue -Statement does not contain any item materially affecting and having reference of prior period.

4. Auditors Remuneration: Auditors Remuneration is Rs. 500/-

5. Directors Remuneration: Directors Remuneration is NIL

6. Current Assets & Liabilities:

Balances of Debtors, Creditors, Loans and Advances, are subject to confirmation, reconciliation adjustment if any. In the opinion of the Directors, the Current Assets, Loan and Advances will realize the value stated in the Balance sheet if realized in the ordinary course of the Business.

7. Additional Information as per clause 4D of the Schedule VI of the Companies Act, 1956:-

The details are not applicable.

8. Previous Year figures are regrouped and rearranged wherever necessary.