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Auditor Report of Stocknet International Ltd.

Mar 31, 2012

1. We have audited the attached Balance Sheet of M/s. Stocknet International Limited as at 31st March, 2012, and the related Profit and Loss Account for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the management of company. 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. Further to our comments in the paragraph 4 below, 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 appears from our examination of those books ;

(c) The Balance Sheet, Profit and Loss Account dealt with by this report are in agreement with the books of account;

(d) In our opinion, the Balance Sheet, Profit and Loss Account dealt with by this report comply with the applicable Accounting Standards referred in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors, as on 31st March, 2012 and taken on record by the Board of Directors of the Company, 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 Act, 1956;

(f) in our opinion and to the best of our information and according to the explanations given to us, the Balance Sheet, Profit and Loss Account together with the notes thereon and attached thereto give in the prescribed manner the information required by the Companies Act, 1956 give a true and fair view in conformity with the accounting principles generally accepted in India :

(i) In the case of the Balance Sheet of the state of affairs of the Company as at 31stMarch, 2012;

(ii) In the case of the Profit and Loss Account, of the Profit for the year ended on that date ; and

4. As required by the Companies (Auditor''s Report) Order, 2003 (hereinafter referred to as the "Order") issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 of India and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we state below on the matters specified in paragraphs 4 and 5 of the said Order

4.1. (a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) During the year, the management has physically verified the fixed assets of the Company. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

(c) In our opinion and according to the information and explanations given to us, no fixed assets has been disposed off by the Company during the year. Accordingly, paragraph 4(1 )(c) of the Order is not applicable.

4.2. (a) As explained to us, inventories were physically verified by the management at reasonable intervals.

(b) In our opinion and according to 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 Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company maintained proper records of its inventories. The discrepancies notice on physical verification between physical stock and book records were not material.

4.3. According to the information and explanation given to us, the Company has neither taken nor granted any loans to any party in pursuance of the register maintain u/s.301 of the Companies Act, 1956. Accordingly, paragraph 4(iii)(b), (c) and (d) of the Order is not applicable.

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

4.5. In our opinion and according to the information and explanation given to us, there were no transactions made in pursuance of any contract or arrangement entered into the register maintained u/s. 301 of the Companies Act, 1956 exceeding the value of Rs.5.00 lakh in respect of any party during the year. Accordingly, paragraph 4(v)(b) of the order is not applicable.

4.6. In our opinion and according to the explanation given to us, the Company has not accepted any deposits within the meaning of Section 58A and Section 58AA of the Companies Act, 1956 and the Rules framed there under.

4.7. In our opinion, the Company has an Internal Audit System commensurate with the size and nature of its business.

4.8. The Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956.

4.9. (a) According to the information and explanations given to us the Company is depositing with appropriate Authorities undisputed statutory dues including provident fund, investor education fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other statutory dues to the extent applicable.

(b) According to the information and explanations given to us and the records of the company examined by us, there are no dues of income-tax, wealth-tax and cess, which have not been deposited on account of any dispute as at 31st March, 2012.

4.10. The company has no accumulated losses as at March 31, 2012 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

4.11. The company has not taken any term loan from banks or financial institutions nor have issued any debentures accordingly paragraph 4(xi) of the Order is not applicable.

4.12. The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Accordingly, paragraph 4(xii) of the Order is not applicable.

4.13. In our opinion and according to the information and explanations given to us, the Company is not a chitfund l nidhi / mutual benefit fund / society. Accordingly, paragraph 4(xiii) of the Order is not applicable.

4.14. 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.

4.15. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks and Financial Institutions during the year.

4.16. The Company has not availed any term loans during the year.

4.17. On the basis of an overall examination of the balance sheet of the company, in our opinion and according to the information and explanation given to us, there are no funds raised on a short-term basis which have been used for long-term investment, and vice-versa.

4.18. 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 during the year. Accordingly, paragraph 4(xviii) of the Order is not applicable.

4.19. The Company has not issued any debentures during the year. Accordingly, paragraph 4(xix) of the Order is not applicable.

4.20. The Company has not raised any money by public issues during the year. Accordingly, paragraph 4(xx) of the Order is not applicable.

4.21 .During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, notice or reported during the year, nor have we been informed of such case by the management.

For Naushad Ahmed & Co. Chartered Accountants

Naushad Ahmed Membershab No.057438 , Firm Regn. No.326812E

Place: Kolkata Date : 22nd August, 2012


Mar 31, 2011

1. We have audited the attached Balance Sheet of M/s. Stocknet International Limited as at 31st March 2011, and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the management of company. 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. Further to our comments in the paragraph 4 below, 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 appears from our examination of those books ;

(c) The Balance Sheet, Profit and Loss Account 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 Account and Cash Flow Statement dealt with by this report comply with the applicable Accounting Standards referred in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors, as on 31st March, 2011 and taken on record by the Board of Directors of the Company, we report that none of the Directors is disqualified as on 31st March, 2011 from being appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act,1956;

(f) In our opinion and to the best of our information and according to the explanations given to us, the Balance Sheet, Profit and Loss Account and Cash Flow Statement together with the notes thereon and attached thereto give in the prescribed manner the information required by the Companies Act. 1956 give a true and fair view in conformity with the accounting principles generally accepted in India :

(i) In the case of the Balance Sheet of the state of affairs of the Company as at 31* March, 2011;

(ii) In the case of the Profit and Loss Account, of the Loss for the year ended on that date; and

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

4. As required by the Companies (Auditor''s Report) Order, 2003 as amended by the

Companies (Auditor''s Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 of India and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we state below on the matters specified in paragraphs 4 and 5 of the said Order :-

4.1. (a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) During the year, the management has physically verified the fixed assets of the Company. The discrepancies noticed on such verification were not material and have been property dealt with in the books of account.

(c) In our opinion and according to the information and explanations given to us, no fixed asset has been disposed off by the Company during the year. Accordingly, paragraph 4(l)(c) of the Order is not applicable,

4.2. (a) As explained to us, inventories were physically verified by the management at reasonable intervals.

(b) In our opinion and according to 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 Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company maintained proper records of its inventories. The discrepancies notice on physical verification between physical stock and book records were not material.

4.3. According to the information and explanation given to us, the Company has neither taken for granted any loans to any party in pursuance of the register maintain u/s.301 of the Companies Act, 1956. Accordingly, paragraph 4(iii)(b), (c) and (d) of the Order is not applicable.

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

4.5. In our opinion and according to the information and explanation given to us, there were no transactions made in pursuance of any contract or arrangement entered into the register maintained u/s. 301 of the Companies Act, 1956 exceeding the value of Rs.5.00 lakh in respect of any party during the year. Accordingly, paragraph 4(v)(b) of the order is not applicable,

4.6. In our opinion and according to the explanation given to us, the Company has not accepted any deposits within the meaning of Section 58A and Section 58 AA of the Companies Act, 1956 and the Rules framed there under.

4.7. In our opinion, the Company has an Internal Audit System commensurate with the size and nature of its business.

4.8. The Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956.

4.9. (a) According to the information and explanations given to us the Company is depositing with appropriate Authorities undisputed statutory dues including provident fund, investor education fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other statutory dues to the extent applicable.

(b) According to the information and explanations given to us and the records of the company examined by us, there are no dues of income-tax, wealth- tax and cess, which have not been deposited on account of any dispute as at 31st March, 2011.

4.10. The company has no accumulated losses as at March 31, 2011 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

4.11. The company has not taken any term loan from banks or financial institutions nor have issued any debentures accordingly paragraph 4(xi) of the Order is not applicable.

4.12. The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Accordingly, paragraph 4(xii) of the Order is not applicable.

4.13. In our opinion and according to the information and explanations given to us, the Company is not a chitfund / nidhi / mutual benefit fund / society. Accordingly, paragraph 4(xiii) of the Order is not applicable.

4.14. 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.

4.15. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks and Financial Institutions during the year.

4.16. The Company has not availed any term loans during the year.

4.17. On the basis of an overall examination of the balance sheet of the company, in our opinion and according to the information and explanation given to us, there are no funds raised on a short-term basis which have been used for long- term investment, and vice-versa.

4.18. 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 during the year. Accordingly, paragraph 4(xviii) of the Order is not applicable.

4.19. The Company has not issued any debentures during the year. Accordingly, paragraph 4(xix) of the Order is not applicable.

4.20. The Company has not raised any money by public issues during the year. Accordingly, paragraph 4(xx) of the Order is not applicable.

4.21. During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, notice or reported during the year, nor have we been informed of such case by the management.

For Naushad Ahmed & Co.

Chartered Accountants

Naushad Ahmed

(Proprietor)

Membership No :067438

Firm Regn. No.:326812E

Place : Kolkata

Date : 2nd August, 2011


Mar 31, 2010

1. We have audited the attached Balance Sheet of M/s. Stocknet International Ltd. as at 31st March 2010, and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the management of company. 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. Further to our comments in the paragraph 4 below, 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 appears from our examination of those books ;

(c) The Balance Sheet, Profit and Loss Account 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 Account and Cash Flow Statement dealt with by this report comply with the applicable Accounting Standards referred in sub-section (3C) of Section 211 of the Companies Act, 1956;

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

(f) In our opinion and to the best of our information and according to the explanations given to us, the Balance Sheet, Profit and Loss Account and Cash Flow Statement together with the notes thereon and attached thereto give in the prescribed manner the information required by the Companies Act, 1956 give a true and fair view in conformity with the accounting principles generally accepted in India :

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

(ii) In the case of the Profit and Loss Account, of the Profit for the year ended on that date ; and

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

4. As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 of India and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we state below on the matters specified in paragraphs 4 and 5 of the said Order :-

4.1. (a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) During the year, the management has physically verified the fixed assets of the Company. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

(c) In our opinion and according to the information and explanations given to us, no fixed assets has been disposed off by the Company during the year. Accordingly, paragraph 4(l)(c) of the Order is not applicable.

4.2. (a) As explained to us, inventories were physically verified by the management at reasonable intervals.

(b) In our opinion and according to 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 Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company maintained proper records of its inventories. The discrepancies notice on physical verification between physical stock and book records were not material.

4.3. According to the information and explanation given to us, the Company has neither taken nor granted any loans to any party in pursuance of the register maintain u/s.301 of the Companies Act, 1956. Accordingly, paragraph 4(iii)(b), (c) and (d) of the Order is not applicable.

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

4.5. In our opinion and according to the information and explanation given to us, there were no transactions made in pursuance of any contract or arrangement entered into the register maintained u/s. 301 of the Companies Act, 1956 exceeding the value of Rs.5.00 lakh in respect of any party during the year. Accordingly, paragraph 4(v)(b) of the order is not applicable.

4.6. In our opinion and according to the explanation given to us, the Company has not accepted any deposits within the meaning of Section 58A and Section 58AA of the Companies Act, 1956 and the Rules framed there under.

4.7. In our opinion, the Company has an Internal Audit System commensurate with the size and nature of its business.

4.8. The Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956.

4.9. (a) According to the information and explanations given to us the Company is depositing with appropriate Authorities undisputed statutory dues including provident fund, investor education fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other statutory dues to the extent applicable.

(b) According to the information and explanations given to us and the records of the company examined by us, there are no dues of income-tax, wealth-tax and cess, which have not been deposited on account of any dispute as at 31st March, 2010.

4.10. The company has no accumulated losses as at March 31, 2010 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

4.11. The company has not taken any term loan from banks or financial institutions nor have issued any debentures accordingly paragraph 4(xi) of the Order is not applicable.

4.12. The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Accordingly, paragraph 4(xii) of the Order is not applicable.

4.13. In our opinion and according to the information and explanations given to us, the Company is not a chitfund / nidhi / mutual benefit fund / society. Accordingly, paragraph 4(xiii) of the Order is not applicable.

4.14. 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.

4.15. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks and Financial Institutions during the year.

4.16. The Company has not availed any term loans during the year.

4.17. On the basis of an overall examination of the balance sheet of the company, in our opinion and according to the information and explanation given to us, there are no funds raised on a short-term basis which have been used for long-term investment, and vice-versa.

4.18. 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 during the year. Accordingly, paragraph 4(xviii) of the Order is not applicable.

4.19. The Company has not issued any debentures during the year. Accordingly, paragraph 4(xix) of the Order is not applicable.

4.20. The Company has not raised any money by public issues during the year. Accordingly, paragraph 4(xx) of the Order is not applicable.

4.21. During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, notice or reported during the year, nor have we been informed of such case by the management.

For T. N. Datta & Associates

Chartered Accountants

TarakNath Datta (Proprietor) Membership No : 056676

Place: Kolkata Date : 20th July, 2010

 
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