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Auditor Report of Rekvina Laboratories Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Rekvina Laboratories Ltd. which comprise the Balance Sheet as at 31st March 2015, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 with respect to the preparation and presentation 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 opeiating 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 tree 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.

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 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 statments in order to design audit procedures that are appropriate in the circumstances 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, 2015;

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

2. As required by section 143(3) of the Act, we report that:

a. we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

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

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

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.

ANNEXURE TO THE AUDITORS' REPORT

(The Annexure referred to in our Independent Auditors' Report to the members of the Company on the standalone financial statements for the year ended 31 March 2015, we report that:.)

(1) FIXED ASSETS

(a) As informed to us the company is updating proper records showing full particulars including quantitative details and situation of fixed assets.

(b) We were informed that the management once during the year carried out physical verification of major Fixed Assets. In our opinion, frequency of verification is reasonable having regard to the size and nature of fixed assets. We were further informed that on such verification no material discrepancies were noticed between the book records and physical verification.

(2) INVENTORIES

(a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) 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) On the basis of our examination of the records of inventory, in our opinion, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of stocks as compared to the book records were not material.

(3) LOANS

(a) The Company has granted unsecured loans to Companies, firms or other parties covered in the register maintained under section 189 of the Act. There is one party and the amount involved 12.26 lacks.

(b) As per the information & explanation given to us, the loan granted to companies, firms or other parties listed in the register maintained under section 189 of the Companies Act, 2013, has no pre-defined repayment schedule and is free of interest;

(c) As per the information & explanation given to us, there is no overdue amount of loans granted to companies, firms or other parties listed in the register maintained under section 189 of the Companies Act, 2013.

(4) INTERNAL CONTROL

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) The company has not accepted any deposits from the public within the meaning of section 73 to 76 or any other relevant provision of the Act.

(6) The Central Government has not prescribed maintenance of cost records under section 148(1) of the companies act 2013 for any of the items with by the company.

(7) STATUTORY DUES

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other statutory dues applicable to it with the appropriate authorities.

(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, excise duty and cess were in arrears, as at 31st March, 2015 for a period of more that six months from the date they became payable.

(c) According to the information and explanation given to us, the following are the details of disputed income tax, sales tax, wealth tax, service tax, customs duty, excise duty and cess, to the concerned Authorities :

Sr. No. Statutory Dues With whom the dispute is Unpaid Amount pending Rs.

1. Income Tax-AY 1999-00 CIT (A) Rs. 10,16,536

2. Income Tax-AY 2000-01 CIT (A) Rs. 9,57,098

3. Income Tax-AY 2002-03 CIT (A) Rs. 91,316

4. Sales Tax Sales Tax Tribunal Rs. 39,33,322

(8) In our opinion, the accumulated losses of the company at the end of financial year are more than fifty percent of its net worth. The company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(9) In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution or bank.

(10) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(11) As per the information and explanations given to us, the Company did not have any term loan during the year;

(12) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Y. K. SHAH & Co. PLACE: VADODARA CHARTERED ACCOUNTANTS DATE : 28.05.2015 Fim Regn No :116821W

(CA. YOGESH K. SHAH) PROPRIETOR M.No. : 101687


Mar 31, 2014

We have audited the accompanying financial statements of Rekvina Laboratories Ltd. which compose the Balance Sheet as at 31st March 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting poiicies and other explanatory information.

Managements 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, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 231 of the Companies Act, 1956, This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error,

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 Profit and Loss Account, of the profit for the year ended on that date; and

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order. 2003issued by the Central Government of India in terms of sub-section (4A) of section 227 of tire Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

a, we have obtained all the infonnation and explanations which to tire best of our knowledge and belief were necessary for the purpose of our audit;

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

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

d, in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement 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, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO THE AUDITOTS' REPORT

(Referred to in paragraph 3 of our Report of even date on the Accounts for the year ended on 31st March. 2014 of Rekvina Laboratories Ltd.)

(1) FIXED ASSETS

(a) As informed to us the company is updating proper records showing full particulars including quantitative details and situation of fixed assets.

(b) We were informed that the management once during the year carried out physical verification of major Fixed Assets. In our opinion, frequency of verification is reasonable having regard to the size and nature of fixed assets. We were further informed that on such verification no material discrepancies were noticed between the book records and physical verification.

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed off substantial part of fixed assets during the year.

(2) INVENTORIES

(a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) 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) On the basis of our examination of the records of inventory, in our opinion, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of stocks as compared to the book records were not material.

(3) LOANS

(a) The Company has granted unsecured loans to Companies, firms or Other parties covered in the register maintained under section 301 of the Act. There is one party and the amount invo1ved 13.40 lacks.

(b) In our opinion, the rate of interest and other terms and conditions on which loans have been granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima facie, prejudicial to the interest of the company.

(c) As per the information & explanation given to us, the loan granted to companies, firms Or other parties listed in the register maintained under section 301 of the Companies Act, 1956, has no pre-defined repayment schedule and is free of interest:

(d) As per the information & explanation given to us, there is no overdue amount of loans granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956.

(e) The company has not taken any loan from Companies covered in the register maintained under section 301 of the Companies Act, 1956.

(4) INTERNAL CONTROL

In our opinion and according to the information and explanations given to us. there arc 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) RELATED PARTY TRANSACTIONS - SECTION 301

(a) According to the information and explanations given to us, we are of the opinion that the contracts or arrangements referred to in section 301 of the Act have been so entered in the register referred to be maintained under that section.

(b) As per the information and explanations given to us, each of these contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time;

(6) The company has not accepted any deposits from the public with in the meaning of section 58A, 58AA or any other relevant provision of the Act.

(7) In our opinion, the company has an internal audit system commensurate with the size & nature of its business.

(8) The Central Government has not prescribed maintenance of cost records under section 209(1)(d) of the companies act 1956 for any of the items dealt with by the company.

(9) STATUTORY DUES

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax, wealth tax, Service tax, custom duty, excise duty, cess and other statutory dues applicable to it with the appropriate authorities,

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

(c) According to the information and explanation given to us, the following are the details of disputed income tax, sales tax, wealth tax, service tax, customs duty, excise duty and cess, to the concerned Authorities:

Sr. Statutory Dues With whom the dispute Unpaid Amount No. is pending

1. Income Tax CIT (A) 10,16,536

2. Income Tax C1T (A) 9,57,098

3. Income Tax CIT (A) 91,316

4. Sales Tax Sales Tax Tribunal 39,33,322

(10) In our opinion, the accumulated losses of the company at the end of financial year are more than fifty percent of its net worth, The company has not incurred cash Losses during the financial year covered by our audit and in the immediately preceding financial year.

(11) in our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution or bank.

(12) As per the information and explanations given to us, the company has not granted loans advances on the basis of security by way of pledge of shares and other securities.

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

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

(15) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(16) As per the information: and explanations given to us, the Company did not have any term ban during the year;

(17) According to the information and explanations given to us no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short- term assets except permanent working capital.

(18) According to the information and explanations given to us. the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956,

(19) According to the information and explanations given to us, during the period coveted by our audit report, the company had not issued debentures.

(20) The Company has not raised any money by public issues during the year.

(21) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Y. K. SHAH & Co, PLACE: VADODARA CHARTERED ACCOUNTANTS DATE : 22.05.2014 Firm Regn No : 116821W

(CA. YOGESH K SHAH) PROPRIETOR M.No.: 101687


Mar 31, 2012

1. We have audited the attached Balance sheet of Rekvina Laboratories Ltd. as at 31st March 2012 and also the Profit & Loss Account 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 disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 (As Amended), issued by the Central Government of India in terms of Section 227(4A) of the Companies Act 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to above, we report that :

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

(ii) In our opinion, proper books of accounts, as required by law, have been kept by the Company so far as appears from our examination of those books ;

(iii) The Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of accounts;

(iv) 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 211 (3C) of the Companies Act, 1956;

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

(vi) Interest free advance given as per note No: 5.

(vii) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes on accounts, 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 affairs of the Company as at 31st March 2012 ; and

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

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

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph 3 of our Report of even date on the Accounts for the year ended on 31st March, 2012 of Rekvina Laboratories Ltd.)

(1) FIXED ASSETS

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

(b) We were informed that the management once during the year carried out physical verification of major Fixed Assets. In our opinion, frequency of verification is reasonable having regard to the size and nature of fixed assets. We were further informed that on such verification no material discrepancies were noticed between the book records and physical verification.

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed off substantial part of fixed assets during the year.

(2) INVENTORIES

(a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) 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) On the basis of our examination of the records of inventory, in our opinion, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of stocks as compared to the book records were not material.

(3) LOANS

(a) The Company has granted unsecured loans to Companies, firms or other parties covered in the register maintained under section 301 of the Act. There is one party and the amount involved Rs. 19.00 lacks.

(b) In our opinion, the rate of interest and other terms and conditions on which loans have been granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima facie, prejudicial to the interest of the company.

(c) As per the information & explanation given to us, the loan granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956, has no pre-defined repayment schedule and is free of interest;

(d) As per the information & explanation given to us, there is no overdue amount of loans granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956.

(e) The company has not taken any loan from Companies covered in the register maintained under section 301 of the Companies Act, 1956.

(4) INTERNAL CONTROL

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) RELATED PARTY TRANSACTIONS - SECTION 301

(a) According to the information and explanations given to us, we are of the opinion that the contracts or arrangements referred to in section 301 of the Act have been so entered in the register referred to be maintained under that section.

(b) As per the information and explanations given to us, each of these contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time;

(6) The company has not accepted any deposits from the public within the meaning of section 58A, 58AA or any other relevant provision of the Act.

(7) In our opinion, the company has an internal audit system commensurate with the size & nature of its business.

(8) The Central Government has not prescribed maintenance of cost records under section 209(1)(d) of the companies act 1956 for any of the items dealt with by the company.

(9) STATUTORY DUES

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other statutory dues applicable to it with the appropriate authorities.

(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, excise duty and cess were in arrears, as at 31st March, 2012 for a period of more that six months from the date they became payable.

(c) According to the information and explanation given to us, the following are the details of disputed income tax, sales tax, wealth tax, service tax, customs duty, excise duty and cess, to the concerned Authorities :

Sr. No. Statutory Dues With whom the dispute is Unpaid Amount pending Rs.

1. Income Tax CIT (A) Rs. 10,16,536

2. Income Tax CIT (A) Rs. 9,57,098

3. Sales Tax Sales Tax Tribunal Rs. 39,33,322

(10) In our opinion, the accumulated losses of the company at the end of financial year are more than fifty percent of its net worth. The company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(11) In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution or bank.

(12) As per the information and explanations given to us, the company has not granted loans and advances on the basis of security by way of pledge of shares and other securities.

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

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

(15) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(16) As per the information and explanations given to us, the Company did not have any term loan during the year;

(17) According to the information and explanations given to us no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short- term assets except permanent working capital.

(18) According to the information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

(19) According to the information and explanations given to us, during the period covered by our audit report, the company had not issued debentures.

(20) The Company has not raised any money by public issues during the year.

(21) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Y. K. SHAH & Co. PLACE: VADODARA

CHARTERED ACCOUNTANTS DATE : 21.05.2012

Firm Regn. No :116821W

(CA. YOGESH K. SHAH)

PROPRIETOR

M.No. : 101687

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