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Auditor Report of Prerna Infrabuild Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of PRERNA INFRABUILD LTD ("the company") which comprise the Balance Sheet as at 31st March 2015, the Profit & Loss statement, Cash flow statement for the year ended and a summary of significant policies and other explanatory information.

Management Responsibility for the financial Statements

The Companies Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("The Act") with respect to the preparation and presentation of these financial statement that give true and fair view of financial position, financial performance and cash flow 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. These 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 judgements 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 statement that give true and fair view and are free of 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 have taken into account the provision 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 Rules made there under.

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

An audit involves performing procedures to obtain audit evidence about amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgement, including the assessment the Risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal financial controls relevant to company's preparation of 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 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 accounting estimates made by company's Directors, as well as evaluating the overall presentation of financial statements.

We believe that audit evidence we obtain is sufficient and appropriate to provide basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2015 and its profit and its cash flows for the year ended on that date.

Report on other Legal and Regulatory Requirements and Our Opinion:

1) As required by the Companies (Auditors Report) Order 2015 (" the order") issued by Central Government of

India in terms of sub section (11) of Section 143 of the Companies Act, 2013 (18 of 2013), we give in the

Annexure, a statement on the matters specified in paragraph 3 and 4 of the Order , to the extent possible.

2) Further to the comments in the Annexure referred to 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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

(c) The company has changed the rates of Depreciation as prescribed in schedule II to the Companies Act, 2013 to comply with the provisions of Companies Act,2013 with retrospective effect during the year. Rs.157828/- has been charged to profit and loss account of this year. To the extent of above depreciation the profit for the year is deflated.

(d) Retirement benefits to the employees are recognised on cash basis. Subject to the above, in our opinion the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in section 133 of the Act , read with Rule 7 of the Companies (Accounts) Rules,2014.

(e) Subject to above , the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of accounts.

(f) On the basis of written representation received from the Directors and taken on record by the Board of

Directors, we report that none of the Director is disqualified as on 31st March 2015 from being appointed as a Director in terms of Section 164(2) of the Act.

(g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

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

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

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

Annexure to Auditors' Report

Referred to in our report to members of Prerna Infrabuild Limited on the financial statements for the year 31st March, 2015

1. In respect of its fixed assets:

a. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, 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. In respect of its inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to he book records.

3. A. During the year company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, the there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls.

5. The Company has accepted loan from one director cum shareholder of Rs. 10.75 lacs and repaid back. Subject to above company has not accepted any deposits from the public and complied with the directives issued by the Reserve Bank of India and the provisions of section 73 to 76 or any other relevant provisions of the Companies Act and the rules framed thereunder, wherever applicable. There is no order passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal.

6. We are informed that the Central Government has not prescribed maintenance of Cost Records under Sub Section (1) of Section 148 of the Companies Act for the business in which the company is engaged.

7. In respect of statutory dues:

a. According to the records of the Company, undisputed statutory dues including provident Fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and other statutory dues have been generally regularly deposited with the appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts is payable which is outstanding as at 31st March 2015 for a period of more than six months from the date of becoming payable.

c. According to records of the company, no amount is required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956(1 of 1956) and the rules made there under.

8. The Company has no accumulated loss on the last day of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately previous financial year.

9. Company has not defaulted in repayment of dues to the financial institutions or bank or debenture holders.

10. As per information and explanation given to us the Company has not given guarantees for loans taken by others from banks or financial institutions.

11. In our opinion Term loans are applied for the purpose for which the loans were obtained.

12. In our opinion and according to the information and explanations given to us during the year, no fraud on or by the Company has been noticed or reported by the management to us that causes the financial statements to be materially misstated.

Place:Ahmedabad For Alpesh Shah & Co. Date: 29/07/2015 Chartered Accountants ICAI firm Reg No 128461W

Proprietor (Alpesh C Shah) M.N.105463


Mar 31, 2014

1) We have audited the attached Balance Sheet of PRERNA INFRABUILD LTD as at 31st March 2014 and also the Profit & Loss Account for the year ended on that date annexed. This financial statements are the responsibility of the Company''s Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2) We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounting principals 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) The report include a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order 2003, issued by the Department of Company Affairs, in terms of section 227 (4A) of the Companies Act, 1956.

4) Further to the comments in the Annexure referred to in paragraph 3 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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

(c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of accounts.

(d) Retirement benefits to the employees are recognised on cash basis. Subject to the above, in our opinion the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in section (3C) of section 211 of the Companies Act, 1956.

(e) On the basis of written representation received from the Directors and taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31st March 2014 from being appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956.

5) In our opinion and to the best of our information and according to explanations given to us the said accounts together with notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view.

(a) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March 2014 and

(b) In the case of Profit & Loss Account, of the profit of the Company for the year ended on that date.

Annexure to Auditors'' Report

Referred to in Paragraph 2 of 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 on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, 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.

c. In our opinion, the Company has not disposed off substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2 In respect of its inventories:

a. As explained to us. inventories have been physically verified by the management at regular intervals during the year, b In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to he book records.

3. A. During the year company has not granted any loans to parties covered in the register maintained under section 301 of Companies Act, 1956.

B In respect of loans, secured or un-secured taken by the company from the Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956:

a. During the year, the company has taken loans from one shareholders of Rs.87.25 Lacs and repaid it. The maximum amount involved during the year was Rs.87.25 lacs.

b. In our opinion and according to the information and explanation given to us, interest and other terms and condition of loan given or taken by the company are not prima facia prejudicial to the interest of the company.

c. In our opinion and according to the explanation given to us, principal amount is repayable on demand.

d. There is no overdue amount in respect of loans taken by the company.

4. In our opinion and according to the information and explanations given to us, the there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls.

5. In respect of transactions covered under Section 301 of the Companies act,1956.

a. According to the information and explanation given to us, there is no transaction that needs to be entered into the register maintained under section 301 of the Act.

b. In our opinion and according to the information and explanations given to us, there are no transactions in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregating during the year to Rs.500000/- (Rupees Five Lacs only) or more in respect of any party.

6. The Company has accepted loan from one shareholder of Rs. 86.25 lacs. Subject to above company has not accepted any deposits from the public.

7. Company have no Internal Audit system commensurate with the size of the organisation.

8. We are informed that the Central Government has not prescribed maintenance of Cost Records under Section 209 (1) (d) of the Companies Act, 1956 for the business in which the company is engaged.

9. In respect of statutory dues:

a. According to the records of the Company, undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth tax, Custom Duty, Excise Duty, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts is payable which is outstanding as at 31st March 2014 for a period of more than six months from the date of becoming payable except following:

c. As per explanation given to us no undisputed statutory dues are outstanding as at the end of the year

10. The Company has no accumulated loss on the last day of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately previous financial year.

11. Company has not defaulted in repayment of dues to the financial institution.

12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

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

14. The Company has not dealt or traded in shares and securities during the year.

15. As per information and explanation given to us the Company has not given guarantees for loans taken by others from banks or financial institutions.

16. In our opinion Term loans are applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilised any short term loan for long term and vice versa.

18. During the year, 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.

19. The Company has not ever issued the debentures.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us during the year, no fraud on or by the Company has been noticed or reported by the management to us that causes the financial statements to be materially misstated.

For Alpesh Shah & Co. Chartered Accountants ICAI firm Reg No 128461W

Place: Ahmedabad Proprietor Date: 28/07/2014 (Alpesh C Shah) M.N.105463


Mar 31, 2013

1) We have audited the attached Balance Sheet of PRERNA INFRABUILD LTD. as at 31st March 2013 and also the Profit & Loss Account for the year ended on that date annexed. This financial statements are the responsibility of the Company''s Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2) We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounting principals 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) The report include a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order 2003, issued by the Department of Company Affairs, in terms of section 227 (4A) of the Companies Act, 1956.

4) Further to the comments in the Annexure referred to in paragraph 3 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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

(c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of accounts.

(d) Retirement benefits to the employees are recognised on cash basis. Subject to the above, in our opinion the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in section (3C) of section 211 of the Companies Act, 1956.

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

5) In our opinion and to the best of our information and according to explanations given to us the said accounts together with notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view.

(a) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March 2013 and

(b) In the case of Profit & Loss Account, of the profit of the Company for the year ended on that date.

Annexure to Auditors'' Report

Referred to in Paragraph 2 of 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 on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, 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.

c. In our opinion, the Company has not disposed off substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of its inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to he book records.

3. A During the year company has not granted any loans to parties covered in the register maintained under section 301 of Companies Act, 1956.

B. In respect of loans, secured or un-secured taken by the company from the Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956:

a. During the year, the company has taken loans from two shareholders of Rs.87.25 Lacs. The maximum amount involved during the year was Rs.87.25 lacs.

b. In our opinion and according to the information and explanation given to us, interest and other terms and condition of loan given or taken by the company are not prima facia prejudicial to the interest of the company.

c. In our opinion and according to the explanation given to us, principal amount is repayable on demand.

d. There is no overdue amount in respect of loans taken by the company.

4. In our opinion and according to the information and explanations given to us, the there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls.

5. In respect of transactions covered under Section 301 of the Companies act,1956.

a. According to the information and explanation given to us, there is no transaction that needs to be entered into the register maintained under section 301 of the Act.

b. In our opinion and according to the information and explanations given to us, there are no transactions in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregating during the year to Rs.500000/- (Rupees Five Lacs only) or more in respect of any party.

6. The Company has accepted loan from two shareholder of Rs. 87.25 lacs. Subject to above company has not accepted any deposits from the public.

7. Company have an Internal Audit system commensurate with the size of the organisation..

8. We are informed that the Central Government has not prescribed maintenance of Cost Records under Section 209 (1) (d) of the Companies Act, 1956 for the business in which the company is engaged.

9. In respect of statutory dues:

a. According to the records of the Company, undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth tax, Custom Duty, Excise Duty, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts is payable which is outstanding as at 31st March 2013 for a period of more than six months from the date of becoming payable except following:

c. As per explanation given to us Company has company has received the demand notices for Asst Yr 2009-

10 of Rs. 4,49,790/- from Income Tax Department, against which the company has paid Rs. 225000/- and for balance company has filed the appeal. Apart from above no undisputed statutory dues outstanding as at the end of the year.

10. The Company has no accumulated loss on the last day of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately previous financial year.

11. Company has not defaulted in repayment of dues to the financial institution.

12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

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

14. The Company has not dealt or traded in shares and securities during the year.

15. As per information and explanation given to us the Company has not given guarantees for loans taken by others from banks or financial institutions.

16. In our opinion Term loans are applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilised any short term loan for long term and vice versa.

18. During the year, 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.

19. The Company has not ever issued the debentures.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us during the year, no fraud on or by the Company has been noticed or reported by the management to us that causes the financial statements to be materially misstated.

For Alpesh Shah & Co.

Chartered Accountants

ICAI firm Reg. No.128461W

Proprietor

Place : Ahmedabad (Alpesh C. Shah)

Date : 17/05/2013 (M.N. 105463)


Mar 31, 2012

1) We have audited the attached Balance Sheet of PRERNA INFRABUILD LTD, as at 3151 March 2012 and also the Profit & Loss Account for the year ended on that date annexed. This financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2) We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounting principals 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) The report include a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order 2003, issued by the Department of Company Affairs, in terms of section 227 (4A) of the Companies Act 1956.

4) Further to the comments in the Annexure referred to in paragraph 3 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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

(c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of accounts.

(d) Retirement benefits to the employees are recognised on cash basis. Subject to the above, in our opinion the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in section (3C) of section 211 of the Companies Act, 1956.

(e) On the basis of written representation received from the Directors and taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31 March 2012 from being appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956.

5) In our opinion and to the best of our information and according to explanations given to us the said accounts together with notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view,

(a) In the case of Balance Sheet, of the state of affairs of the Company as at 3151 March 2012 and

(b) In the case of Profit & Loss Account, of the profit of the Company for the year ended on that date.

Annexure to Auditors' Report

Referred to in Paragraph 2 of 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 on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, 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.

c. In our opinion, the Company has not disposed off substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of its inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to he book records.

3. A During the year company has not granted any loans to parties covered in the register maintained under

section 301 of Companies Act, 1956.

B. In respect of loans, secured or un-secured taken by the company from the Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956:

a. During the year, the company has taken loans from two shareholders of Rs.97.50 Lacs. The maximum amount involved during the year was Rs.97.50 lacs.

b. In our opinion and according to the information and explanation given to us, interest and other terms and condition of loan given or taken by the company are not prima facia prejudicial to the interest of the company.

c. In our opinion and according to the explanation given to us, principal amount is repayable on demand.

d. There is no overdue amount in respect of loans taken by the company.

4. In our opinion and according to the information and explanations given to us, the there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls.

5. In respect of transactions covered under Section 301 of the Companies act, 1956.

a. According to the information and explanation given to us, there is no transaction that needs to be entered into the register maintained under section 301 of the Act.

b. In our opinion and according to the information and explanations given to us, there are no transactions in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregating during the year to Rs.500000/- (Rupees Five Lacs only) or more in respect of any party.

6. The Company has accepted loan from two shareholder of Rs. 97.50 lacs. Subject to above company has not accepted any deposits from the public.

7. Company have an Internal Audit system commensurate with the size of the organisation..

8. We are informed that the Central Government has not prescribed maintenance of Cost Records under Section 209 (1) (d) of the Companies Act, 1956 for the business in which the company is engaged.

9. In respect of statutory dues:

a. According to the records of the Company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales-tax, Wealth tax, Custom Duty, Excise Duty. Cess and other statutory dues have been generally regularly deposited with the appropriate authorities,

b. According to the information and explanations given to us, no undisputed amounts is payable which is outstanding as at 31st March 2012 for a period of more than six months from the date of becoming payable except following:

c. As per explanation given to us Company has company has received the demand notices for Asst Yr 2006- 07 of Rs.7,00,919/- and for Asst Yr 2007-08 Rs.20,74,711/- from Income Tax Department, which the company has not accepted and applied for rectification of the same. Apart from above no disputed statutory dues as at the end of the year.

10. The Company has no accumulated loss on the last day of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately previous financial year.

11. Company has not defaulted in repayment of dues to the financial institution.

12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

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

14. The Company has not dealt or traded in shares and securities during the year.

15. As per information and explanation given to us the Company has not given guarantees for loans taken by others from banks or financial institutions.

16. In our opinion Term loans are applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilised any short term loan for long term and vice versa.

18. During the year, 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.

19. The Company has not ever issued the debentures.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us during the year, no fraud on or by the Company has been noticed or reported by the management to us that causes the financial statements to be materially misstated.

For Alpesh Shah & Co. Chartered Accountants ICAI firm Reg. No. 128461W

Proprietor

Place : Ahmedabad (Alpesh C. Shah)

Date : 30/07/2012 (M.N. 105463)


Mar 31, 2010

1) We have audited the attached Balance Sheet of PRERNAINFRABUILD LTD. as on 31st March 2010 and also the Profit & Loss Account for the year ended on that date annexed. This financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2) We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounting principals 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) The report include a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order 2003, issued by the Department of Company Affairs, in terms of section 227 (4A) of the Companies Act, 1956.

4) Further to the comments in the Annexure referred to in paragraph 3 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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

(c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the Books of accounts.

(d) Retirement benefits to the employees are recognised on cash basis. Subject to the above, in our opinion the Balance Sheet, Profit & Loss account and Cash Flow statement dealth with by this report comply with the accounting standards referred to in section (3C) of section 211 of the Companies Act, 1956.

(e) On the basis of written representation received from the Directors and taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31st March 2010 from being appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956.

5) In our opinion and to the best of our information and according to explanations given to us the said accounts together with notes thereon give the information required by the Companies Act, 1956 in the manner so required and gives a true and fair view.

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

(b) In the case of Profit & Loss Account, of the loss of the Company for the year ended on that date.

Annexure to Auditors Report Referred to in Paragraph 2 of 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 on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, 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.

c. In our opinion, the Company has not disposed off substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of its inventories:

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to the book records.

3. A. During the year company has granted loans to three parties covered in the register maintained under section 301 of Companies Act, 1956 aggregating to Rs.39.78 lacs during the year. The maximum amount involved during the year was Rs.34.22 lacs and the balance at the end of the year 9.25 lacs.

B. In respect of loans, secured or un-secured taken by the company from the Companies, Firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956:

a. During the year, the company has taken loans from four parties aggregating Rs.64.89 lacs The maximum amount involved during the year was Rs.64.89 lacs and the balance at the end of the year is Nil.

b. In our opinion and according to the information and explanation given to us, interest and other terms and condition of loan given or taken by the company are not prima facia prejudicial to the interest of the company.

c. In our opinion and according to the explanation given to us, principal amount is repayable on demand.

d. There is no overdue amount in respect of loans taken by the company.

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 for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls.

5. In respect of transactions covered under Section 301 of the Companies act, 1956.

a. According to the information and explanation given to us, there is no transaction that needs to be entered into the register maintained under section 301 of the Act.

b. In our opinion and according to the information and explanations given to us, there are no transactions in pursuance of contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregating during the year to Rs.500000/- (Rupees Five Lacs only) or more in respect of any party.

6. The Company has not accepted deposits from the public.

7. Company does not have an Internal Audit system.

8. We are informed that the Central Government has not prescribed maintenance of Cost Records under Section 209 (1) (d) of the Companies Act, 1956 for the business in which the company is engaged.

9. In respect of statutory dues:

a. According to the records of the Company, undisputed statutory dues including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth tax, Custom Duty, Excise Duty, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities.

b. According to the information and explanations given to us, no undisputed amounts is payable which is outstanding as on 31st March, 2010 for a period of more than six months from the date of becoming payable except following:

Name of the Name of the Amount Period to which the Statute due (Rs.) amount relates

Income Tax Act Income Tax 15902/- FY 2004-05

Nam of the Due Date Date of Payment Statue

Income Tax Act 31/01/2008 Not Paid

c. As per explanation given to us company has received the demand notices for Asst. Yr. 2006-07 of Rs.7,00,919/- and for Asst. Yr. 2007-08 Rs.20,74,711/- from Income Tax Department, which the company has not accepted and applied for rectification of the same. Apart from above no disputed statutory dues are outstanding as at the end of the year.

10. The Company has no accumulated loss on the last day of the financial year. The company has not incurred cash loss during the financial year covered by the audit and in the immediately previous financial year.

11. Company has not defaulted in repayment of dues to the financial institution.

12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, clause 4(xiii) of the Companies (Auditors Report) Order 2003 is not applicable to the Company.

14. The Company has not dealt or traded in shares and securities during the year.

15. As per information and explanation given to us the Company has not given guarantees for loans taken by others from banks or financial institutions.

16. In our opinion Term loans are applied for the purpose for which the loans were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we are of the opinion that the Company has not utilised any short term loan for long term and vice versa.

18. During the year, 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.

19. The Company has not ever issued the debentures.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us during the year, no fraud on or by the Company has been noticed or reported by the management to us that causes the financial statements to be materially misstated.

Place : Ahmedabad For Alpesh Shah & Co.

Date: 15-05-2010 Chartered Accountants

(FRN-128461W)

(Alpesh C. Shah) Proprietor M.N.105463


Mar 31, 2009

1. We have audited the attached balance sheet of PRERNA INFRABUILD LIMITED (Formerly known as Prerna Finsafe Ltd.) as at 31st March, 2009 and also the Profit and Loss Account for the year ended on that date, annexed there to. These financial statements are the responsibility of the companys Management. Our responsibility is to express an opinion on this financial statement based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit includes examining, on a.test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) order, 2003 issued by 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 above we report that

a. We have obtained all the information and explanation, 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, Profit and Loss Account and the Cash Flow statement dealt with by this report are in agreement with the books of Account.

d. In our opinion Balance Sheet, Profit and Loss Account and Cash Flow statement dealt with by this report complies with the mandatory accounting standards referred in sub-section [3C] of section 211 of the Companies Act, 1956.

e. On the basis of written representation received from the directors, as on 31st March 2009, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March 2009 from being appointed as a director in terms of clause [g] of sub-section [1] of section 274 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 subject to and read with notes there on, give the information required by the Companies Act, 1956, 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 Balance Sheet, of the State of the affairs of the company as at 316t March 2009.

[b] In the case of Profit and Loss Account, 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 ended on that date.

ANNEXURE TO THE AUDITORS REPORT Referred to in Paragraph 3 of our report 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 on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by, the management during the year in a phased periodical manner, 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 verification.

c. In our opinion, the Company has not disposed of substantial part of fixed assets during the year and the going concern status of the Company is not affected.

2. There are no inventories hence the question of maintaining its records, its physical verification by the management and its adequacy does not arise.

3. (a) The company has taken interest free loans from nine (9) parties listed in the register maintained under section 301 of the Act aggregating to Rs. 882.35 lacs during the year. The maximum amount involved during the year was Rs/ 810.87 lacs and the balance at the end of the year of loans taken from such parties was Rs. 387.55 lacs.

The company has not given any loans to any parties listed in the register maintained under section 301 of the Act.

(b) In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and other terms and other conditions are not prime facie prejudicial to the interest of company.

(c) There is no stipulation as regards repayment of the loans taken.

(d) There is no overdue exceeding Rs. 1 Lacs in respect of loan taken by the company.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of fixed assets During the coures of our adudit, we have neither come across nor we have been informed of any continuring failure to correct major weakness in internal controls.

5. (a) According to the information and explanation give to us, there are no transctions that need to be entered into the register maintained under section 301 of the Act.

(b) The clause 4 (V)(b) does not apply to the company as there is no transaction exceeding Rs. 5,00,000/- with parties covered under section 301 of the Act.

6. The Company has not accepted any deposits from the public, attracting the provisions of section 58A and 58AA of the Compaines Act, 1956 and the Compaines (Accepance of Deposits) Rules, 1975.

7. The company does not have an internal audit system.

8. We are informed that the Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act, 1956 for the business in which the company is engaged.

9. (a) The company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues applicable to it.

(b) According to the information and explanations given to us, no undisputed amounts for income tax, wealthe tax, sales tax, custom duty, excise duty and cess were in arrears, as at 31st March, 2009 for a period of more than six months from the date they become payable except following :

Name of the Name of the Amount Period to which the Due date Date of payment

statute due (Rs.) amount relates

Income tax Act Income tax 15,902/- FY 2004-05 31-01-2008 Not paid

(c) According to the informantion and explanations given to us, there are no dues of sales tax, income tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10. The company does not have accumulated losses at the end of the Financial Year. The company has not incurrerd cash losses during the Financial Year covered by the audit and in the immediately preceeding Finacial Year.

11. According to the information and explanations given to us, the company has not defaulted in repayment of dues to bank or financial institution.

12. The company has not granted loans and advance on the basis of security by way of pledge of shares, debentures and other securities.

.13. In our opinion, the company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4 (xiii) of the order are not aoplicable to the company.

14. In our opinion, the company is or dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the company.

15. In out opinion and according to the informantion and explanations given to us, the company has not given guarantee for loans taken by others from Bank or Financia Institutions.

16. In our opinion, the term loans have been applied for the purposes for which they were raised.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the company, we report that no funds, raised on short-term basis, have been used for long-term investment by the company.

18. According to the information and explanations given to us, the company has not made perferential alloment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. The company has not issued debentures and therefore the question of creation of security in respect of debentures does not arise.

20. The company has not raised any money by way of public issue during the year and therefore the questions of disclosures and verification of end use of such money does not arise.

21. In our opinion and according to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.



FOR, DINESH P. SHAH & CO. PLACE : AHMEDABAD Chartered Accountants

DATE 30/6/2009

(DINESH P. SHAH) (PROPRIETOR)

Membership No. 31758



 
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