Auditor Report of Siddha Ventures Ltd.

Mar 31, 2014

We have audited the accompanying financial statement of Siddha Ventures Limited("the Company"), which comprise the Balance Sheet as at 31st March 2014, the Statement of Profit and Loss and the Cash Flow Statement 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 Management is responsible for the preparation of these financial statements that gives 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 the section 211 of the Companies Act, 1956 ("the Act"). 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.

Auditors 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 the 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 the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the 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 the 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 subject to:

i) note no.24 regarding non- provision of Gratuity Liability,

ii) note no.21 on inventories for the unquoted shares for which certificate is yet to be received 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 31st March 2014;

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on 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 information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law, have been kept by the Company, so far as it 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, Profit and Loss and Cash flow statement comply with the Accounting Standards referred to in sub-section (3C) of the section 211 of the Act.

(e) On the basis of the written representations received from the directors as on 31st March 2014 taken on record by the Board of Directors, none of the directors are 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 Act.

Annexure to Auditor''s Report

On the basis of such checks as we consider appropriate and in terms of the information and explanations given to us, we state that:

1. a. The Company has generally maintained proper records showing full particulars including the quantitative details and situations of fixed assets on the basis of available information.

b. As explained to us, all 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. During the year, Company has not disposed off any substantial/major part of its fixed asset.

2. a. As explained to us, the inventory, except shares lying with third parties and the shares accounted for on the basis of allotment advice, have been physically verified during the year by the management at reasonable intervals.

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 were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and discrepancies noted on physical verification have been properly dealt with in the books of account.

3. a-c The Company has not taken any loans, secured or unsecured, from companies, firms or other parties, covered in the register maintained under Section 301 of the Companies Act,1956;

d The Company has taken unsecured loans from one of the parties covered in the register maintained Under section 301 of the act. The Maximum amount involved during the year aggregates to Rs 1, 97,50,526 and the year-end balance is Rs 1, 61, 00,000.

E In our opinion and according to the information and explanations given to us, the rate of interest wherever applicable and other terms and conditions are prima facie prejudicial to the interest of the Company

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase and sale of shares except the unquoted shares. During the course of our audit, we have not observed any major weaknesses in the internal control system.

5. In respect of transactions covered under Section 301 of the Companies Act''1956:

a. In our opinion and according to the information and explanations given to us, the transaction made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

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.5,oo,ooo/-(Rupees Five Lacs only) or more in respect of any party.

6. The Company has not accepted any deposits from the public during the year.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business

8. a. According to the records of the Company, it has been regular in depositing undisputed Statutory dues including Provident Fund, Investor Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and any other material statutory dues to the extent applicable with the appropriate authorities;

b>. According to the information and explanations given to us, details of disputed income tax have not been deposited on account of matters pending before appropriate authorities are as under:

Forum where

Sr. No. Name of the Statute Nature of dues dispute is pending Amount Nil

9. The accumulated losses of the Company have not exceeded fifty percent of its net worth as at the end of the year. The Company has not incurred cash losses during the financial year covered by our audit and in the financial period immediately preceding financial year.

10. Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks or debenture holders, as there were no such dues.

11. 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.

12. 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 as amended is not applicable to the Company.

13. The Company has maintained proper records of transactions and contracts in respect of trading in securities, debentures and other investments and timely entries have been made therein. All shares & debentures and other investments have been, held by the Company in its own name, except the shares under process of transfer.

14. In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from banks or financial institutions.

15. As informed, the Company has not raised any term loans during the year.

16. According to the information and explanations given to us and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we are of the opinion that funds raised on short-term basis have, prima facie, not been used during the year for long-term investment and vice-versa.

17. 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.

18. The Company has not raised any money by way of public issue during the year.

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

For, Damle Dhandhania & Co. Chartered Accountants (FRN No.:- 325361E) Manish Dhandhania Place: Kolkata Partner Dated: The 31st Day of May''2014 Membership No. 065901

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statement of Siddha Ventures Limited the Company"), which comprise the Balance Sheet as at 31st March 2013, the Statement of Profit and Loss and the Cash Flow Statement 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 Management is responsible for the preparation of these financial statements that gives 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 the section 2U of lie Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the finnwinl statements that give a true and fair view and are free froin material misstatement, whether due to fraud or error.

Auditors 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 the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from materia] misstatements. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depc-nd on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In malting those risk assessments, the auditor considers the internal control relevant to the Company''s preparation and fan- presentation of me 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 reasonable ness of the accounting estimates made by the 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 subject to:

i) note no-25 regarding non- provision of Gratuity Liability,

ii) note ua.22 on investpriesfor the unquoted shares for which certificate is. yet to be received give the information required by the Act in the manner so repaired 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 affiars of the Company as at 31* March 2013;

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

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

Report on Other Legal and Regulatory Recpiirements

1. As required by the Companies (Auditors Report) Order. 2003 ("the Order") issued by the Centra] Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on 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 aB the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law, have been kept by die Company, so far as it 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 opiiiion, the Balance Sheet, Profit and Loss and Cash flow statement comply with the Accounting Standards referred to in sub-section (3C) of the section 2u of the Act

(e) On the basis of the written representations received from the directors as on 31st March 2013 taken on record by the Board of Directors, none of the directors are disqualified as on 31st March''20j3 from being appointed as a Director in terms of clause (g) of sub section (l) of section 274 of the Act

Annexure to Auditor''s Report

Referred to in paragraph 5 of our report of even date

On (he basis of such checks as we consider appropriate and in terms of the information and explanations given to us, we state that

1. a. The Company has generally maintained proper records showing full particulars including the quantitative details and situations of fixed assets on the basis of available information.

b- As explained to us, all the fixed assets have been physically wrified by the management, during the year in a phased periodical manner, which in our opinion is reasonable, having regard to the size of tile Company and nature of its assets. No material discrepancies were noticed on such physical verification.

c. During the year. Company has not disposed off any substantial/major part of its fixed asset

2. a. As explained to us, the inventory, except shares lying with third parties and the shares accounted for on the basis of allotment advice, have been physically verified during the year by the management at reasonable intervals.

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 were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and discrepancies noted on physical verification have been properly dealt with in the books of account

3. a. The Company has not taken any loans, secured or unsecured, from companies, firms or other parties, covered in the register maintained under Section 301 of the Companies Act,1956;

b. The Company lias granted loans & advances to company covered in the register maintained in Section 301 of the Companies Act, 1956 in the current year;

c. In our opinion and according to the information and explanations given to us, the rate of interest wherever applicable and other terms and conditions are prima facie prejudicial to the interest of the Company.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and tile nature of its business for the purchase and sale of shares except the unquoted shares. During the course of our ,audit, we have not observed any major weaknesses in the internal control system.

5. In respect of transactions covered under Section 301 of the Companies Act''10.56:

a. Jn our opinion and according lo die information and explanations given to us, die transaction made in pursuance of contracts or arrangements, diat needed to be entered into in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

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.5,00,00O/-(RupeeS Five Lacs only) or more in respect of any party.

6- The Company has not accepted any deposits from the public during the year.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

8.3- According to the records of die Company, it has been regular in depositing undisputed Statutory dues including Provident Fund,'' Investor Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and any other material statutory dues to the extent applicable with the appropriate autiiorities;

b. According to the infonoation and explanations given to us, details of disputed income tax have not been deposited on account of matters pending before appropriate authorities are as under:

Forum where Sr. No. Name of the- Statute Nature of dues dispute is pending Amount Nil

9. The accumulated losses of the Company have not exceeded fifty percent of its net worth as at the end of the year. The Company has not incurred cash losses during the financial year covered by our audit and in the financial period immediately preceding financial year.

10. Based on our audit procedures and according to the mforroation and explanations given to us, we are of the opinion mat the Company has not defaulted in repayment of dues to financial institutions, banks or debenture holders, as there were no such dues.

11. 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*

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

13. The Company has maintained proper records of transactions and contracts in respect; of trading in securities, debentures and other investments and timely entries have been made therein. AH shares & debentures and other investments have been, held by the Company in its own name, except the shares under process of transfer.

14. In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from banks or financial institutions.

15. As informed, the Company has not raised any term loans during the year.

16. According to the information and explanations given to us and on an overaB exaniination of the Balance Sheet and Cash Flow Statement of the Company, we are of the opinion that funds raised on short-term basis have, prima fads, not been used during the year for long-term investment and vice-versa.

17. During the year, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 30 of the Companies Act, 1956.

18. The Company has not raised any money by way of public issue during the year.

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

For, Damle Dhandhania & Co.

Chartered Accountants

(FRNNo. :-325361E)

Manish Dhandhania Place: Kolkata Partner

Dated: The 30th Day of May''2013 Membership No. O65O01

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Mar 31, 2012

We have audited the attached Balance Sheet of Siddha Ventures Limited, as at March 31, 2012 and also the Profit and loss Account and the Cash Flow Statement 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.

1. We conducted our audit in accordance with the 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 the 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

2. These accounts have been prepared on the basis of going concern assumption and consequently, assets and liabilities have been stated in these accounts at historical cost. However, having regard to the facts that:

a) The broking operation as a member of OTCEI has never started refer note 25 of Notes on Accounts.

b) Negative net-worth of the Company.

c) The Company has not declared any dividend since the year 1995-96.

There is, in our opinion significant uncertainty that the Company will be able to continue as a going concern. The difference, if any, between the historical values at which assets and liabilities have been stated and the values that they are likely to realize if the Company ceases to be a going concern has not been ascertained, and therefore, could not be commented upon by us.

3. As required by the Companies (Auditor's Report) Order, 2003 as amended, issued by the Central Government in terms of sub-section (4A) of the 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:-

i) We have obtained all the information and explanations, except the physical script of unquoted shares held in inventories, which to the best of our knowledge and belief, were necessary for the purposes of our audit;

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

iii) The Balance Sheet, Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account;

iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash flow statement dealt with by this report comply with the accounting standards referred to in sub-section (3c) of the Section 211 of the Companies Act, 1956;

v) On the basis of the written representations received from the directors as on 31st March 2012, and taken on records by the Board of Directors, we report that, none of the directors are 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 Act 1956;

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to:

i) note no. 25 regarding non-provision of Gratuity liability,

ii) note no.22 on inventories for the unquoted shares for which certificate is yet to be received and the other notes thereon, 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 so far as it relates to Balance Sheet, of the State of affairs of the Company as at 31st March, 2012;

b) In So far as it relates to the Profit and Loss Account, of the profit for the year ended on that date; and

c) In so far as it relates to the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

Annexure to Auditor's Report

Referred to in paragraph 3 of our report of even date

On the basis of such checks as we consider appropriate and in terms of the information and explanations given to us, we state that:

1. a. The Company has generally maintained proper records showing full particulars including the quantitative details and situations of fixed assets on the basis of available information.

b. As explained to us, all 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. During the year, Company has not disposed off any substantial/major part of its fixed asset.

2. a. As explained to us, the inventory, except shares lying with third parties and the shares accounted for on the basis of allotment advice, have been physically verified during the year by the- management at reasonable intervals.

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 were reasonable and adequate in relation to the size of the Company and the nature of its business.

c In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and discrepancies noted on physical verification have been properly dealt with in the books of account.

3.a. The Company has not taken any loans, secured or unsecured, from companies, firms or other parties, covered in the register maintained under Section 301 of the Companies Act, 1956;

b. The Company has granted loans & advances to company covered in The register maintained in Section 301 of the Companies Act, 1956 in the current year;

c. In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and other terms and conditions are prima facie prejudicial to the interest of the Company.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase and sale of shares except the unquoted shares. During the course of our audit, we have not observed any major weaknesses in the internal control system.

5. In respect of transactions covered under Section 301 of the Companies Act'1956:

a. In our opinion and according to the information and explanations given to us, the transaction made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

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.5,00,000/- (Rupees Five Lacs only) or more in respect of any party.

6. The Company has not accepted any deposits from the public during the year.

7, The internal audit of the Company has not been carried out during the year.

6.a. According to the records of the Company, it has been regular in depositing undisputed Statutory dues including Provident Fund, Investor Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise- Duty, Cess and any other material statutory dues to the extent applicable with the appropriate authorities;

b. According to the information and explanations given to us, details of disputed income tax have not been deposited on account of matters pending before appropriate authorities are as under;

Sr. Name of the Statute Nature of dues Forum where Amount No. dispute is pending Nil

9. The accumulated losses of the Company have exceeded fifty percent of its net worth as at the end of the year. The Company has not incurred cash losses during the financial year covered by our audit and in the financial period immediately preceding financial year.

10. Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks, or debenture holders, as there were no such dues.

11. 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.

12. 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 as amended is not applicable to the Company.

13. The Company has maintained proper records of transactions and contracts in respect of trading in securities, debentures and other investments and timely entries have been made therein. All shares & debentures and other investments have been, held by the Company in its own name, except the shares under process of transfer.

14. In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from banks or financial institutions.

15. As informed, the Company has not raised any term loans during the year.

16. According to the information and explanations given to us and on an overall examination of the Balance Sheet and Cash Flow Statement of the Company, we are of the opinion that funds raised on short-term basis have, prima facie, not been used during the year for long-term investment and vice-versa.

17. 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.

18. The Company has not raised any money by way of public issue during the year.

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



For Damle Dhandhania & Co.

Chartered Accountants (FRN No.: - 325361E)

Sd/- Manish Dhandhania Partner Membership No.; 065901

Place: Kolkata Dated: The 30th day of May'2012