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Auditor Report of PFL Infotech Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of PFL Infotech Limited as at 31st March 2015 which comprise the Balance Sheet as at 31st March 2015, Profit and Loss Statement for the year ended on that date 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.

Auditor's 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 misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the 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 the 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 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 31st 2015

b) in the case of the Profit and Loss Statement, of the Profit 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 sub- section (11) of Section 143 of the Act, based on the comments in the auditors' reports of the company, we give in the Annexure a statement on the matters specified in paragraphs 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 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 and the Profit and Loss statement dealt with by this Report are in agreement with the books of account.

(d) in our opinion, the aforesaid financial statements comply with the Accounting Standards referred to in section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of written representations 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 a director in terms of section 164(2) of the Companies Act, 2013.

(f) 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 explanations given to us:

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

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

Annexure to the Auditors' Report

of PFL Infotech Limited ("The Company") on the financial statement of the company for the year ended 31st March, 2015.

1) In respect of its fixed assets

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

b) As explained to us, the Company has only Computers in its fixed assets and they have been physically verified by the management, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

2) The Company does not have any manufacturing and trading activity and is primarily having investment income only in the current and previous financial years. Accordingly, it does not hold any physical inventories. Thus, paragraph 3(ii) of the Order is not applicable

3) According to the information and explanations given to us, the Company has not granted / taken any loans, secured or unsecured, to / from Companies, firms or other 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.

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 purchases of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5) According to the information and explanations given to us, the Company has not accepted any deposit from the public. Therefore, the provisions of Clause (v) of paragraph 3 of the CARO 2015 are not applicable to the Company.

6) 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.

7) In respect of statutory dues

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.

b) 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.

8) The Company has no accumulated losses as at the end of the year and the Company has not incurred any cash losses during current year covered by audit and the immediately preceding financial year.

9) Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks and debenture holders.

10) 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.

11) In our opinion and according to the information and explanations given to us, no term loans were taken during the year.

12) In our opinion and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For Y. Raghuram & Co.,

Chartered Accountants., (FRN : 009415S)

Sd/- Place of Signature : Hyderabad (Y. Raghu Ram) Date : 29-05-2015 Partner (Memb No. 022678


Mar 31, 2014

We have audited the attached Balance Sheet of PFL Infotech Limited as at 31st March 2014 and the Statement of Profit & Loss for the period ended on that date annexed thereto and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements:

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance 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 controls 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.

Auditor''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 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 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 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 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;

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

Report on Other Legal and Regulatory Requirements:

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said 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 and the Statement of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) in our opinion, the Balance Sheet and the Statement of Profit and Loss comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

(e) on the basis of written representations received from the directors as on March 31, 2013, 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 Companies Act, 1956.

ANNEXURE TO THE AUDIT REPORT

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of PFL Infotech Limited on the accounts of the company for the year ended 31st March, 2014.

1) In respect of its fixed assets

a) As the company has disposed off the fixed assets, maintenance of fixed assets register and conducting of physical verification at regular intervals in not applicable.

b) We report that the Company has not charged any depreciation during the year.

2) In respect of its inventories we were explained that the company does not have any inventories hence the verification of inventories or question of discrepancies does not arise.

3) According to the information and explanations given to us, the Company has not granted/taken any loans, secured or unsecured, to/from companies, firms or other parties covered in the register maintained under section 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 purchases of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5) In our opinion and according to the information and explanations given to us, the transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs.500,000/- or more in respect of each party, have been made at prices which are reasonable having regard to the prevailing market prices for such goods, materials or services or the prices at which transactions for similar goods, materials or services have been made with other parities.

6) In our opinion and according to the information and explanations given to us, Company has not accepted any deposits from the public within the meaning of the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7) In our opinion, the Company does not have an internal audit system.

8) The maintenance of cost records under section 209(1 )(d) of the Act has not been prescribed by the Central Government of the products of the company.

9) In respect of statutory dues

a) According to the records of the Company and as per the information and explanations given to us, the Company is not deducting Provident Fund and ESI from the remuneration of employees.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty and excise duty were outstanding, as at 31 March 2014 for a period of more than six months from the date they became payable

10) The Company has no accumulated losses as at the end of the year The Company has incurred no cash losses during current year.

11) The company has not granted any loans & advances on the basis of security, by way of pledge of shares, debentures & other securities.

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

13) In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments. Therefore, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order 2003 are not applicable to the Company.

14) In our opinion, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

15) According to the Cash Flow Statement and other records examined by us and the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

16) 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.

17) The Company has not issued any debentures during the year.

18) The Company has not raised any money through public issue during the year.

19) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year.

20) In our opinion and to the best of our information and explanations given to us, the following points of Companies (Auditor''s Report) Order, 2003 are not applicable to this company.

* Clause No: 14 as the Company does not have dues to the Financial Institutions.

* Clause No: 16 as the Company does not have any term loans.

For Y. Raghuram & Co., Chartered Accountants., (FRN : 009415S)

Sd/- Place: Hyderabad (Y. Raghu Ram) Date : 30-05-2014 Partner (Memb No. 022678)


Mar 31, 2013

We have audited the attached Balance Sheet of PFL Infotech Limited as at 31st March 2013 and the Statement of Profit & Loss for the period ended on that date annexed thereto and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements:

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance 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 controls 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.

Auditor''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 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 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 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 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, 2013;

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

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

Report on Other Legal and Regulatory Requirements:

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said 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 and the Statement of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) in our opinion, the Balance Sheet and the Statement of Profit and Loss comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

(e) on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO THE AUDIT REPORT (PFLINFOTECH LIMITED)

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of PFL Infotech Limited on the accounts of the company for the year ended 31st March, 2013.

1) In respect of its fixed assets

a) As the company has disposed off the fixed assets, maintenance of fixed assets register and conducting of physical verification at regular intervals in not applicable.

b) We report that the Company has not charged any depreciation during the year.

2) In respect of its inventories we were explained that the company does not have any inventories hence the verification of inventories or question of discrepancies does not arise.

3) According to the information and explanations given to us, the Company has not granted/taken any loans, secured or unsecured, to/from companies, firms or other parties covered in the register maintained under section 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 purchases of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5) In our opinion and according to the information and explanations given to us, the transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs.500,000/- or more in respect of each party, have been made at prices which are reasonable having regard to the prevailing market prices for such goods, materials or services or the prices at which transactions for similar goods, materials or services have been made with other parities.

6) In our opinion and according to the information and explanations given to us, Company has not accepted any deposits from the public within the meaning of the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7) In our opinion, the Company does not have an internal audit system.

8) The maintenance of cost records under section 209(l)(d) of the Act has not been prescribed by the Central Government of the products of the company.

9) In respect of statutory dues

a) According to the records of the Company and as per the information and explanations given to us, the Company is not deducting Provident Fund and ESI from the remuneration of employees.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty and excise duty were outstanding, as at 31 March 2013 for a period of more than six months from the date they became payable

10) The Company has accumulated losses of Rs 6.54 Lakhs as at the end of the year The Company has incurred no cash losses during current year.

11) The company has not granted any loans & advances on the basis of security, by way of pledge of shares, debentures & other securities.

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

13) In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments. Therefore, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order 2003 are not applicable to the Company.

14) In our opinion, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

15) According to the Cash Flow Statement and other records examined by us and the information and explanations given to us, on an overall basis, funds raised on shortterm basis have, prima facie, not been used during the year for long term investment and vice versa.

16) 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.

17) The Company has not issued any debentures during the year.

18) The Company has not raised any money through public issue during the year.

19) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year.

20) In our opinion and to the best of our information and explanations given to us, the following points of Companies (Auditor''s Report) Order, 2003 are not applicable to this company.

1. Clause No: 14 as the Company does not have dues to the Financial Institutions.

2. Clause No: 16 as the Company does not have any term loans.

For Y. Raghuram & Co

Chartered Accountants

(FRN 009415S)

Sd/-

Y Raghuram

Place of Signature: Hyderabad Partner

Date: 31st May 2013 (Memb No: 022678)


Mar 31, 2012

1. We have audited the attached Balance Sheet of PFL INFOTECH LIMITED as at 31st March 2012 and the Statement of Profit & Loss and the Statement of Cash Flow for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our 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 disclosure 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 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the annexure referred to in paragraph 1 above, we state that:

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

(b) In our opinion, the company has kept proper books of account as required by law so far as appears from our examination of such books.

(c) The Balance Sheet referred to in this report is in agreement with the books of account.

(d) In our opinion the Balance Sheet complies with the mandatory accounting standards referred to in Section 211(3C) of the Companies Act, 1956.

(e) As per the information and explanation provided to us, none of the directors are disqualified from being appointed as directors under section 274 (1) (g) of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet read together with the notes and schedules annexed therewith give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as on 31st March 2012.

(ii) In the case of the Profit and Loss Account, of the Profit for the year ending on 31st March 2012. .

(iii) In the case of Cash Flow Statement, of the Cash Flow for the year ending on that date.

ANNEXURE TQ THE AUDIT REPORT

(PFL INFOTECH LIMITED)

Referred to in paragraph 3of our report of even date.

1) In respect of its fixed assets

a) As the company has disposed off the fixed assets, maintenance of fixed assets register and conducting of physical verification at regular intervals in not applicable.

b) We report that the Company has not charged any depreciation during the year till the date of sale of assets.

2) In respect of its inventories we were explained that the company does not have any inventories hence the verification of inventories or question of discrepancies does not arise.

3) According to the information and explanations given to us, the Company has not granted/taken any loans, secured or unsecured, to/from companies, firms or other parties covered in the register maintained under section 301 of the Act.

4) In our opinion and according to the information and explanations given to us, internal control procedures need to be strengthened, considering the size of the company and the nature of its business with regard to purchase of inventory and for the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls with regard to purchase of inventory, fixed assets and for the sale of goods.

5) In our opinion and according to the information and explanations given to us, the Company has not entered into transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs. 500,000/- or more in respect of each party.

6) In our opinion and according to the information and explanations given to us, Company has not accepted any deposits from the public with in the meaning of the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7) In our opinion, the Company does not have an internal audit system.

8) The maintenance of cost records under section 209( l)(d) of the Act has not been prescribed by the Central Government of the products of the company.

9) In respect of statutory dues

a) According to the records of the Company and as per the information and explanations given to us, the Company is not deducting Provident Fund and ESI from the remuneration of employees.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty and excise duty were outstanding, as at 31 March 2012 for a period of more than six months from the date they became payable

10) The Company has accumulated losses of Rs 5.17 Crores as at the end of the year The Company has incurred no cash losses during current year.

11) The company has not granted any loans & advances on the basis of security, by way of pledge of shares, debentures & other securities.

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

13) In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments, other than as an investor. Therefore, the provisions of clause 4{xiv) of the Companies (Auditor''s Report) Order 2003 are not applicable to the Company.

14) According to the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and banks.

15) In our opinion, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

16) In our opinion and according to the information and explanations given to us, the Company has not taken any term loans during the year.

17) According to the Cash Flow Statement and other records examined by us and the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

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

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

20) The Company has not raised any money through public issue during the year.

21) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year.

For Y. Raghuram & Co

Chartered Accountants

(FRN 009415S)

Sd/-

Place: Hyderabad Y Raghuram

Date: 25.08.2012 Partner

(Memb No: 022678)


Mar 31, 2011

1. We have audited the attached Balance Sheet of PFL INFOTECH LIMITED as at 31st March 2011. 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 disclosure 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 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4 Further to our comments in the annexure referred to in paragraph 1 above and Note No. 1 and 2 of the notes attached to final accounts, we state that:

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

(b) In our opinion, the company has kept proper books of account as required by law so far as appears from our examination of such books.

(c) The Balance Sheet referred to in this report is in agreement with the books of account.

(d) In our opinion the Balance Sheet complies with the mandatory accounting standards referred to in Section 211(3C) of the Companies Act, 1956.

(e) As per the information and explanation provided to us, none of the directors are disqualified from being appointed as directors under section 274 (1) (g) of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet read together with the notes and schedules annexed therewith give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view:

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

(ii) In the case of the Profit and Loss Account, of the Loss for the year ending on 31st March 2011.

(iii) In the case of Cash Flow Statement, of the Cash Flow for the year ending on that date.

ANNEXURE TO THE AUDIT REPORT (PFL INFOTECH LIMITED) Referred to in paragraph 3of our report of even date.

1) In respect of its fixed assets

a) During the financial year ending March 2011, the company has disposed off substantial part of its fixed assets worth Rs. 8.34 Crores (Book value) other than computers as scrap basing on the decision taken in the Board of Directors meeting held on 14th August 2011 pursuant to the permission accorded to them vide the special resolution passed at the Extra Ordinary General Meeting held on 21st March 2001. The loss arising on the transaction was charged to the Profit and Loss Account.

We further report that the going concern concept as far as the pursuance of main objects of the Company, viz., Poultry business is affected and in our opinion, the company will not be in a position to continue its poultry operations in the foreseeable future.

b) As the company has disposed off the fixed assets, maintenance of fixed assets register and conducting of physical verification at regular intervals in not applicable.

c) We report that the Company has not charged any depreciation during the year till the date of sale of assets.

2) In respect of its inventories we were explained that the company does not have any inventories hence the verification of inventories or question of discrepancies does not arise.

3) In our opinion and according to the information and explanations given to us, internal control procedures need to be strengthened, considering the size of the company and the nature of its business with regard to purchase of inventory and for the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls with regard to purchase of inventory, fixed assets and for the sale of goods.

4) In our opinion and according to the information and explanations given to us, the Company has not entered into transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and aggregating during the year to Rs. 500,000/- or more in respect of each party.

5) In our opinion and according to the information and explanations given to us, Company has not accepted any deposits from the public with in the meaning of the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

6) In our opinion, the Company does not have an internal audit system.

7) The maintenance of cost records under section 209(l)(d) of the Act has not been prescribed by the Central Government of the products of the company.

In respect of statutory dues

a) According to the records of the Company and as per the information and explanations given to us, the Company is not deducting Provident Fund and ESI from the remuneration of employees.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty and excise duty were outstanding, as at 31 March 2011 for a period of more than six months from the date they became payable

8) The Company has accumulated losses as at the end of the year amounting to Rs 8.20 Crores arising on account of loss on sale of fixed assets and the Company has also incurred cash losses amounting to Rs 7.94 Crores during current year. There were no accumulated losses brought forward from the immediately preceding financial year.

9) The company has not granted any loans & advances on the basis of security, by way of pledge of shares, debentures & other securities.

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

11) In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments, other than as an investor. Therefore, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order 2003 are not applicable to the Company.

12) According to the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and banks.

13) In our opinion, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

14) In our opinion and according to the information and explanations given to us, the Company has not taken any term loans during the year.

15) According to the Cash Flow Statement and other records examined by us and the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

16) The Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

17) The Company has not issued any debentures during the year.

18) The Company has not raised any money through public issue during the year.

To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year.

For Y. Raghuram & Co

Chartered Accountants

(FRN 009415S)

Sd/-

Y. RAGHURAM

Partner

Place : Hyderabad

Date : 03.09.2011


Mar 31, 2010

1. We have audited the attached Balance Sheet of PFL INFOTECH LIMITED as at 31st March 2010. 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 disclosure 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 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4 Further to our comments in the annexure referred to in paragraph 1 above and Note No. 1 and 2 of the notes attached to final accounts, we state that:

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

(b) In our opinion, the company has kept proper books of account as required by law so far as appears from our examination of such books.

(c) The Balance Sheet referred to in this report is in agreement with the books of account.

(d) In our opinion the Balance Sheet complies with the mandatory accounting standards referred to in Section 211(3C) of the Companies Act, 1956.

(e) As per the information and explanation provided to us, none of the directors are disqualified from being appointed as directors under section 274 (1) (g) of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet read together with the notes and schedules annexed therewith give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as on 31st March 2010.

(ii) In the case of the Profit and Loss Account, of the Profit for the year ending on 31st March 2010.

(iii) In the case of Cash Flow Statement, of the Cash Flow for the year ending on that date.

ANNEXURE TO THE AUDIT REPORT (PFL INFOTECH LIMITED) Referred to in paragraph 3of our report of even date.

1) In respect of its fixed assets

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

b) The fixed assets have been physically verified during the year by the management at regular intervals and no material discrepancies were noticed on such verification.

c) The Company is not consistent in the charging of the depreciation as no depreciation is charged on Plant and Machinery and Building during the year. In the last financial year, the depreciation was charged for 3 months as per the notes to the accounts. The profit would have been lower by Rs 9,72,655 if the previous years method is adopted.

2) In respect of its inventories we were explained that the company does not have any inventories hence the verification of inventories or question of dis- crepancies does not arise.

3) According to the information and explanations given to us, the Company has paid an amount of Rs 48,00,000 to Mr P Amresh Kumar towards advance for purchase of land and the terms and conditions of such transaction are not prejudicial to the interests of the Company.

4) In our opinion and according to the information and explanations given to us, internal control procedures need to be strengthened, considering the size of the company and the nature of its business with regard to purchase of inven- tory and for the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal con- trols with regard to purchase of inventory, fixed assets and for the sale of goods.

5) In our opinion and according to the information and explanations given to us, the Company has not entered into transactions of purchase of goods and materials made in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 and ag- gregating during the year to Rs. 500,000/- or more in respect of each party.

6) In our opinion and according to the information and explanations given to us, Company has not accepted any deposits from the public with in the meaning of the provisions of Sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

7) In our opinion, the Company does not have an internal audit system.

8) The maintenance of cost records under section 209(1)(d) of the Act, has not been prescribed by the Central Government of the products of the company.

9) In respect of statutory dues

a) According to the records of the Company and as per the information and explanations given to us, the Company is not deducting Provident Fund and ESI from the remuneration of employees.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty and excise duty were outstanding, as at 31 March 2010 for a period of more than six months from the date they became payable

10) The Company has no accumulated losses as at the end of the year and the Company has not incurred any cash losses during current and the immedi- ately preceding financial year.

11) The company has not granted any loans & advances on the basis of security, by way of pledge of shares, debentures & other securities.

12) The Company is not a chit fund or a nidhi mutual benefit fund/society. There- fore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Or- der, 2003 are not applicable to the Company.

13) In our opinion the Company is not dealing in or trading in shares, securities, debentures & other investments. Therefore, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order 2003 are not applicable to the Com- pany.

14) According to the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and banks.

15) In our opinion, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

16) In our opinion and according to the information and explanations given to us, the Company has not taken any term loans during the year.

17) According to the Cash Row Statement and other records examined by us and the information and explanations given to us, on an overall basis, funds raised on short term basis have, prima facie, not been used during the year for long term investment and vice versa.

18) The Company has made preferential allotment of 11,50,000 equity shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

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

20) The Company has not raised any money through public issue during the year.

21) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year.

For Y. Raghuram & Co Chartered Accountants

Sd/-

Y. RAGHURAM Partner

 
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