Auditor Report of Shree Ganesh Bio-Tech (India) Ltd.

Mar 31, 2018

REPORT ON THE FINANCIAL STATEMENTS

We have audited the accompanying standalone financial statements of SHREE GANESH BIO-TECH (INDIA) LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2018, and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended and a summary of the 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 including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India.

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 standalone 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. In conducting 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 and the Order issued under section 143(11) of the Act.

We conducted our audit of the standalone financial statements 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 standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone 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 standalone financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. 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 standalone financial statements.

We believe that the audit evidence obtained by us 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 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 March 31, 2018, and its profit, total comprehensive income, the changes in equity and its cash flows for the year ended on that date.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

As required by the Companies (Auditor''s Report) Order, 2016, issued by the Central Government of India in term of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure "A" a statement on the matters specified in the paragraphs 3 and 4 of the Order, to the extent applicable.

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 financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules, 2016.

e) On the basis of written representations received from the directors as on 31 March, 2018, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2018, from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".

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, as amended, 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 derivatives contracts for which there were any material foreseeable losses.

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

THE ANNEXURE REFERRED TO IN PARAGRAPH 1 OF THE OUR REPORT OF EVEN DATE TO THE MEMBERS OF M/S SHREE GANESH BIO-TECH (INDIA) LIMITED ON THE ACCOUNTS OF THE COMPANY FOR THE YEAR ENDED 31^st MARCH, 2018.

1. In respect of the Company''s fixed assets:

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

b) The Company has a program of verification to cover all the items of fixed assets in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us, the records examined by us and based on the examination of the conveyance deeds provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings which are freehold, are held in the name of the Company as at the balance sheet date. In respect of immovable properties of land and building that have been taken on lease and disclosed as fixed assets in the standalone financial statements, the lease agreements are in the name of the Company.

2. The company does not have any inventory. Hence, clause (ii) (a) & (b) are not applicable to the Company.

3. As per information and explanation given to us, the company has not granted loans to parties covered in the register maintained under section 189 of the Companies Act hence clause (iii) (a) to (c) are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans and investments made.

5. According to the information and explanations given to us, the Company has not accepted any deposits from the public. Therefore, the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under are not applicable to the Company.

6. As informed to us, Central government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act, in respect of products of the company.

7. In respect of Statutory dues:

a) As per information & according to explanation given to us, the company is generally regular in depositing statutory dues with the appropriate authorities during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2018 for a period of more than six months from the date on when they become payable

b) As per information & according to explanation given to us, there are no cases of non deposit with the appropriate authorities of disputed dues of Income-tax, and any other statutory dues with the appropriate authorities during the year.

c) Details of dues of Income Tax which have not been deposited as at March 31, 2018 on account of dispute are given below:

Nature of the	Nature of	Forum where Dispute is	Period to which the	Amount
Statute	dues	Pending	Amount Relates	Rs.
The Income Tax Act, 1961	Income Tax	Appellate Authority up to Commissioner''s level	A.Y. 2015-16	473030

8. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks. The Company has not taken any loan either from financial institutions or from the government and has not issued any debentures.

9. Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.

10. Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its Officers or employees has been noticed or reported during the year.

11. Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act;

12. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of the Order are not applicable to the Company.

13. In our opinion, all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.

14. Based upon the audit procedures performed and the information and explanations given by the management, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of clause 3 (xiv) of the Order are not applicable to the Company and hence not commented upon.

15. Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.

16. In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of the Order is not applicable to the Company and hence not commented upon.

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 ("THE ACT")

We have audited the internal financial controls over financial reporting of SHREE GANESH BIO-TECH (INDIA) LIMITED ("the Company") as of March 31, 2018 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management''s Responsibility for Internal Financial Controls

The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India". These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors'' Responsibility

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For, BIPIN & CO.,

CHARTERED ACCOUNTANTS

FRN:101509 W

CA AMIT SHAH

PARTNER

M. No.: 126337

PLACE: VADODARA

DATE: 28.05.2018

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Mar 31, 2015

We have audited the accompanying financial statement of SHREE GANESH BIOTECH (INDIA) LIMITED (the Company). which comprise the balance Sheet as at 31st March, 2015, the statement of Profit & Loss and cash Flow statement for the ear then ended a summary of significant accounting policies and other explanatory information.

Management's Responsibilities for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Sec 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flow of the Company in accordance with the accounting principles accepted in India, including the Accounting Standard 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 preventing and detecting frauds and irregularities selection and application of appropriate accounting policies. making judgments and estimates that are reasonable and prudent: and implementation .and maintenance of adequate internal financial controls that were effectively for ensuring the accuracy and completeness of the accounting records relevant to the preparation and presentation of the financial statements that given a true and fair view and are free from material instrument. Whichever due to fraud Or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these 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 include in the audit report under the provisions of 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, These Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasons assurance about whether the financial statements are free from material misstatement

An audit involves performing procedure to obtain audit evidence about the amounts and disclosure in the financial statement. The procedure 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 in the Company's preparation of the financial statements that give 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 operation e effectiveness of such controls, An audit also includes evaluating the appropriateness of the accounting policies used and the reasonable accounting estimates made by the Companies 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 financial statement

Opinion

In our opinion and to the best of our information and . to the explainable given us, the financial statements give the information required In the Act in the manner required and give a true and fair view in con form it) with the accounting [Maniples generally accepted in India:

(a) mi the case Of the Balance Sheet of the state of affairs of the Company as at 31st March 2015

(b) in the case of the statement of Profit & Loss of the profit for the year ended on that date: and

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

Report on Other legal and Regulatory Requirements

1. As required by the company's (Auditors report Order 2015 ("the order) Issued by the central Government of India in terms of sub-section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the order.

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

We have sought and obtained all the information and explanations which to the best for 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 those books and proper returns adequate for the put our audit have been received from branches not visited by us

(c) the Balance Sheet the statement of Profit and Loss. and Cash Flow Statement dealt with by this report are in agreement with the books of accounts and with the returns received from branches not visited by us:

(d) in our opinion, the Balance Sheet. Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in section 133 of the companies Act, 2013 read with rule 7 of the Companies (Account) Rule-2014.

(e) on the basis of written representations received from the directors as on 31" March 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2015, from being appointed as a director in terms of sub-section (2) of section l64 of the Companies Act. 2013.

(f) with respect to the other matters included in the auditors Report in accordance with Rile II of the companies (Audit and Auditors) Rules, 2015. in our opinion on to the best of our information and accordance to the explanation given to us.

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

ii) The company did not have any long term contracts including derivative contracts for which there would be any material for useable losses.

iii) There was no amounts which were required to be transferred to the Investor Education and Protection fund by the company.

ANNEXURE TO THE AUDITOR'S REPORT

(Referred to in paragraph 1 of our report of even date)

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

b) Fixed assets have been physically verified by the Management at reasonable intervals. According to the information and explanation given to us. no material discrepancies were noticed on such verification.

ii) a) The inventory has been physically verified at reasonable interval 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 nature of its business

c) The company has maintained proper records of its inventories. he discrepancies noticed on physical verification of inventory as compared in the book records were not material and have been properly dealt with the books of accounts.

iii) The company has not granted loans, secured or unsecured, to companies, firm or other parties, covered in the register maintained under section 189 of the companies Act, 2013. Therefore provisions of clause (iii) (a) and (b) of the said order or not applicable.

iv) In our opinion and according to the information and explanations given to us, there is adequate internal controfsystem commencement with the size of the company and nature of its business, for the purchase of inventories fixed assets and for the sale of goods and services During the course of our audit. we have not observed any majored weakness in internal controfsystem

v) In our opinion and according to the information and explanations given to us. the company has not accepted deposits in terms of provisions of section73 to 76 of the companies Act, 2013 and the rules framed there under and the directive issued by the Reserve Bank of India.

vi) In our opinion, maintenance of cost records pursuant to the Companies (Cost Records and audit) Rules, 2014 prescribed by the central Government under section 148(1) of the companies Act, 2013 are not applicable to the company,

vii) a) In our opinion and according to the information and explanations given to us company is generally been regular in depositing with appropriate authorities undisputed statutory dues, as require under this clause and applicable to the company during the year. According to the information and explanation given to us. there is no undisputed amount payable in respect of statutory dues, outstanding for more than six months from the date they become payable as on 31st March, 2015.

b) According to information and explanations given to us. there are no statutory dues that have not been deposited with the appropriate authorities on account of any dispute.

c) In our opinion and according to the information and explanations given to us. there is to amount required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956

viii) The Company does not have any accumulated losses at the end of the financial year and Has not incurred any each losses during the financial year covered by our audit and in the immediately preceding financial year

ix) Based on our audit procedure and on the basis of information's given by the management, the Company has not defaults in repayment of dues to financial institutions or banks. The company has not issued any debentures .

x) According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks of financial institutions,

xi) To the best of our knowledge and belief and according to the information and explanation given to us, the company has not taken any term loans during the year.

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

For A.K. Meharia & Associates

Chartered Accountants

Firm's Registration No, 324666E

Place: Kolkala (Prem Suman)

Date : The 30th day of May 2015. Partner

Membership Number 066806