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Auditor Report of Sun Source (India) Ltd.

Mar 31, 2015

We have audited the attached Balance Sheet of SUN SOURCE INDIA LIMITED as.at-31st March 2015, the Statement of Profit & Loss for the year ended on that date and cash flow statement 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 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Company in accordancewith the accounting principles generally accepted in India, including the Accounting Standards-specified under Section 133 of the Act, read with Rule 7 ofthe 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 operating 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 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 pur 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 ofthe financial statements.

We believe that the audit evidence we. have obtained is sufficient and appropriate to provide a basis for our audit 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 mariner 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 on 31 st March, 2015;

(b) in the case of the Statement of the Profit '& Loss, of the Profit of the Company for the year ended on the date

(c) In case of the Cash Flow Statement, the cash flow of the company,

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditor's Report) Order. 2015 (the 'Order') issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the Annextire, 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:

(a) we have sought and 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 bylaw have been kept by the Company so far as it appears from our examination of those books;

(o) the balance sheet, the. statement of profit and loss and the 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 Ad, read with rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of the written representations received from the directors as on March 31., 2015 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 Act; and

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

i. the Company has disclosed the Impact of pending litigations on its financial position In its financial statements:

ii the Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts; and iii. there were no amounts which were required to .be transferred to the. Investor Education and Protection Fund by the Company.

[Referred to in paragraph (1) of pur report of even date to the Members of SUN SOURCE INDIA Limited cm the financial statements for the year ended on 31st March 2015.

(i) (a) The Company has maintained proper records to show full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets were physically verified by the Management during the year, According to the information and explanations give to us, no material discrepancies were noticed on such verification.

(ii) (a) Physical verification of inventory has been conducted once during the year by the Management. In our opinion, the frequency of verification is reasonable,

(b) The procedures of the physical, verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and nature of the business.

(c) The Company is maintaining proper records of its inventory. Discrepancies noticed on physical verification were not material and has been properly dealt with in the books of account.

(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 189 of the Act. Accordingly, paragraph 3 (ill) (a) and. (b) of the Order is not applicable.

(iv) 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 nature of its business for the purchase of Fixed Assets and for the sale of services. Based on information made available to us, there are no instances of continuing failure to correct major weaknesses in internal control.

(v) According to the information and explanations given to us, the Company has not accepted any deposits from the public to which the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 and any other relevant provisions of the Act and the rules framed thereunder apply.

(vi) We have broadly reviewed the books of accounts and records maintained by the Company pursuant to the rules prescribed by the Central Government for the maintenance-of cost records under section 148 (1) of the Companies Act, 2013 in respect of all its shop fabrication and project site activities, and are of the opinion that prima facie the prescribed accounts and records have been made and maintained. The contents of these accounts and records have not been examined by us,

(vii) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company has been generally regular in depositing, undisputed statutory dues, including income-tax, custom duty, excise duty, service tax, cess and other material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanations given to us and as per the records, of the Company, there are no disputed dues of sales tax, income tax, custom duty, wealth tax, excise duty, service tax and cess as at 31st March 2015, which have not been deposited on account of any disputes.

(c) According to the information and explanations given to us, there is no amount required to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 and the rules made thereunder.

(viii) The Company has been registered for more than 5 years. No accumulated losses exceeding 50 % of the Net Worth has been suffered by the Company as at the end of Financial year. However, in our opinion, the Company has incurred, cash losses amounting to '(345,288 /-) during the current financial year. Cash loss amounting to(350,975/-) has been incurred in the immediately preceding financial year.

ANNEXURE TO AUDITORS' REPORT (,<.Contd)

[Referred to in paragraph (1) of our report of even date to the Members of SUN SOURCE INDIA Limited on the financial statements for the year ended on 31st March 2015],

(ix) In our opinion and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to any Financial Institution, Bank % Debenture Holders, as at the Balance Sheet date.

(x) 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 bank or financial institution during the year.

(xi) According to the records of the Company examined by us and the information and explanation given to us, the Company has not availed any term loan during the current year.

(xii) 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 any fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management,

Joshi Jain & Co Chartered Accountants ICAI Firm.Reg. No.:128820W





Place: Vadodara CA Sachin Joshi Date: 30-May-2015 Partner Membership No, 119560


Mar 31, 2014

We have audited the attached Balance Sheet of SUN SOURCE INDIA LIMITED as at 31st March 2014, the Statement of Profit & Loss for the year ended on that date and cash flow statement and a summary of significant accounting policies and other explanatory information.

Management's 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 and financial performance of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 dated 13thSeptember 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013. 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:

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 on 31st March, 2014;

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

(c) In case of the Cash Flow Statement, the cash flow of the company.

Emphasis of Matter

We draw attention to Note no. 25 relating to non provision of Employee Benefits as per Accounting Standard 15 with respect to Gratuity and Leave Benefits.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's 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 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 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 dealt with by this Report are in agreement with the books of account;

(d) in our opinion, the balance sheet and statement of profit and loss, comply with the Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13thSeptember 2013, of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013; and

(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 AUDITORS' REPORT

[Referred to in paragraph (1) of our report of even date to the Members of SUN SOURCE INDIA Limited on the financial statements for the year ended on 31st March 2014].

(i) (a) The Company has maintained proper records to show full particulars including quantitative details and situation of fixed assets.

(b) This year all the fixed assets were physically verified by the Management. According to the information and explanations give to us, no material discrepancies were noticed on such verification.

(c) The Company has not disposed off any substantial part of its Fixed Assets so as to affect its going concern status.

(ii) (a) Physical verification of inventory has been conducted once during the year by the Management. In our opinion, the frequency of verification is reasonable.

(b) The procedures of the physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and nature of the business.

(c) The Company is maintaining proper records of its inventory. Discrepancies noticed on physical verification were not material and has been properly dealt with in the books of account.

[Referred to in paragraph (1) of our report of even date to the Members of SUN SOURCE INDIA Limited on the financial statements for the year ended on 31st March 2014].

(iii) (a) The Company has not granted any unsecured loan to Companies, firms or other parties covered in the register maintained under Section 301 of the Act. Accordingly, sub clause (a), (b), (c) and (d) are not applicable to the Company.

(b) The Company has taken interest free unsecured loan of Rs,57,30,000/- from Companies, firms or other parties covered in the register maintained under Section 301 of the Act. According to information and explanation given to us we are of the opinion that the terms of the loan are not prejudicial to the interest of the Company.

(iv) 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 nature of its business for the purchase of Fixed Assets and for the sale of services. Based on information made available to us, there are no instances of continuing failure to correct major weaknesses in internal control.

(v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into 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, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act,1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

(vi) The Company has not accepted deposits from public within the meaning of sections 58A, 58AA or any other relevant provisions of the Act and the rules framed there under,

(vii) The Company does not have an internal audit system uring the year.

(viii) As per the information and explanations given to us, in respect of the class of industry the Company falls under, the maintenance of cost records have not been prescribed by the Central Government under section 209 (1)(d) of the Companies Act, 1956.

(ix) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company has been generally regular in depositing undisputed statutory dues including income-tax, custom duty, excise duty, service tax, cess and other material statutory dues as applicable with the appropriate authorities. (b) According to the information and explanations given to us and as per the records of the Company, there are no disputed dues of sales tax, income tax, custom duty, wealth tax, excise duty, service tax and cess as at 31st March 2014, which have not been deposited on account of any disputes.

(x) The Company has been registered for more than 5 years. No accumulated losses exceeding 50 % of the Net Worth has been suffered by the Company as at the end of Financial year. However, in our opinion, the Company has incurred cash losses amounting to Rs,( 350,975/-) during the current financial year. Cash loss amounting to Rs, (368,164/-) has been incurred in the immediately preceding financial year.

[Referred to in paragraph (1) of our report of even date to the Members of SUN SOURCE INDIA Limited on the financial statements for the year ended on 31st March 2014].

(xi) In our opinion and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to any Financial Institution, Bank & Debenture Holders, as at the Balance Sheet date.

(xii) According to the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The provisions of any special statute applicable to chit fund / nidhi / mutual benefit fund / societies are not applicable to the Company.

(xiv) In our opinion and according to the information and explanation given to us, the Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) 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 bank or financial institution during the year.

(xvi) According to the records of the Company examined by us and the information and explanation given to us, the Company has not availed any term loan during the current year. Accordingly, paragraph 4(xvi) of the Order is not applicable.

(xvii) On the basis of an overall examination of the Balance Sheet of the Company and according to the information and explanations given to us, in our opinion, the Company has not applied funds raised on short- term basis for long term investments.

(xviii) 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.

(xix) The Company has not issued any debenture during the year.

(xx) The Company has not raised any money through public issue during the year.

(xxi) 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 any fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management.

Joshi Jain & Co

Chartered Accountants

ICAI Firm Reg. No.:128820W



Sd/-

CA Sachin Joshi

Place: Vadodara Partner

Date: 30-May-2014 Membership No. 119560


Mar 31, 2010

We have audited the attached BALANCE SHEET of SUN SOURCE (INDIA) LIMITED as at 31st March, 2010 and also the PROFIT & LOSS ACCOUNT and the CASH FLOW STATEMENT for the year ended on that date, annexed thereto.

These financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our Audit.

We have conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free 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 the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides reasonable basis for our opinion.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227 (4A) if the Companies Act, 1956 we enclose in the annexure a statement on the matters specified in para 4 & 5 of the order.

Further to our comments in the annexure, We report that:

(a) We have obtained all the information and explanations which to the best o 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 these books.

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

(d) In our opinion, Profit & Loss Account and Balance Sheet and Cash Flow Statement except as given below, comply with Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.

Except as reported here-in -below:

i) AS-26 being Intangible Assets has not been adhered to. As the preliminary expenses has not been written off.

ii) AS-28 being Impairment of Assets has not been adhered to. No impairment review has been carried out however there is significant reduction in value of the fixed assets.

iii) AS-29 being Provisions, Contingent Liabilities and Contingent Assets have not been adhered to. As the provision for various expenses has not been provided.

(e) On the basis of written representations received from the Directors of the Company and taken on the records by the Board of Directors, we report that none of the directors are disqualified as on 31st March, 2010 to act as directors of this company under clause (g) of sub- section (1) of section 274 of the Companies Act, 1956.

(f) Attention is invited to the following Significant Accounting Policies (SAP) and Notes given in the Schedule I forming part of the accounts,

i) SAP No-A3: Regarding non-writing off preliminary expenses.

ii) SAP No-A5 & Note No B-16: Regarding non provision and disclose diminution in the value of Investments.

iii) Note No-B7: Regarding consequences of suspension of tradir shares of the company- Amount not ascertained.

iv) Note No-B14: Regarding External-Confirmation of balances of va accounts.

(g) In our opinion and to the best of our information and according to explanation given to us, the said accounts subject to the para 4(d) and 4(f) above, read with the significant accounting policies and notes to accounts thereon, give the information required by the Companies Act, 19 in the matter so required and give a true and fair view in conformity with accounting principles generally accepted in India.

i) in the case of the Balance sheet, of the state of affairs of the Company at 31st March, 2010.

ii) in the case of the Profit & Loss Account, of the Profit for the year end on that date. And,

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

ANNEXURE TO THE AUDITORS REPORT (REFFRED TO IN PARA (3) OF OUR REPORT OF EVEN DATE)

1. (a) The Company has not maintained proper records showing all full particulars including quantitative details and situation of fixed assets. We are informed that due to floods in the past, the records were destroyed.

(b)None of the assets of the Company have been physically verified by the management during the year.

(c) No assets of the Company of the Company were disposed off during the year & hence going concern concept is not affected. However, as such no commercial operation is carried out during the year.

2. (a) The Inventory has not been physically verified during the year by management

(b) In view of our comments in para ii(a) above, para ii(b) regarding procedure of verification of inventories, is not applicable.

(c) The Company is not maintaining proper records of its inventory and hence discrepancies could not be assessed. We are informed that as there are no technical persons, the verification of inventories is not carried out & its records are not made available.

3. According to the information and explanation given to us the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have not been so entered. However, the Company has granted loans, secured or unsecured, to the various companies, firms or other parties and there is no repayment of the said loan/s. The loan/s is/are interest free & hence its terms are prejudicial to the interest of the company.

4. In our opinion and according to the information given to us during the course of the audit, there are no purchases of inventory and / or fixed assets.

However, as informed to us, Sale of goods was carried out under supervision of a Director. Under the circumstances, we are unable to express on Internal control procedures.

5. (a) According to the information and explanations given to us the transactions that need to be entered in the register maintained u/s 301 of the Companies Act, 1956 have not been so entered. As informed to us, during the year there are no such transactions.

(b) In view of our comments in para v(a) above, para v(b) regarding reasonableness of transaction is not applicable.

6. The Company has not accepted any deposits from the public during the period and hence question of compliance of RBI directives and provisions of Sec. 58A and 58AA of the Companies Act, 1956 does not arise. However, refund to be given to share holders who were not allotted shares in previous years is shown under the head Other Liabilities. As explained to us, earlier, it was secured by matching Fixed Deposits with Banks. Now, the said Deposit is withdrawn & hence it has become Unsecured. To that extent there is default u/s 58A/58AA of the Companies Act, 1956.

7. The Company does not have an internal audit system, as there are hardly any operations during the year.

8. No manufacturing activities have been carried out during the year. Para 4(Viii) of the Companies (Auditors Report) Order 2003 is therefore not applicable.

9. (a) In our opinion and according to the information and explanation given to us the Companys generally regular in depositing undisputed statutory dues such as PF, ESI,IT ,ST, Central Excise Duty, Custom Duty etc. with appropriate authorities and no undisputed amounts payable as on 31st March 2010.

(b) Following dues payable to various government authorities are disputed & hence not paid or provided for by the company. Disputed dues not paid Rs. 3 lacs (Approx) to GEB.

10. There are no accumulated losses as at the end of the financial year. The Company has not incurred the cash losses during the current financial year and immediately preceding financial year.

11.In our opinion and according to the information and explanation given to us, there are no dues payable to financial institutions or Bank or debenture holders.

12.According to the information and explanation given to us, the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures & other securities and hence maintenance of records does not arise.

13.In our opinion the Company is not Chit Fund or a Nidhi / Mutual Benefit Funds/ Society, therefore the provision of clause 4 (xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the company.

14.ln our opinion the Company is not dealing or trading in shares, Securities, Debentures and other investments. Therefore the provision of clause 4{xiv) of the Companies (Auditors Report) Order 2003 are not applicable to the company.

15.According to the information and explanation given to us and records examined by us the Company has not given any Guarantee for the Loans taken by others from banks or financial institutions.

16.The Company has not taken any term loan during the year and hence the question of commenting or default in application thereof does not arise.

17.According to the information and explanation given to us an on overall examination of the Balance sheet of the Company, we report that no funds raised on short term basis used for long term investment.

18.The Company has not made any preferential allotment of shares during the year.

19.The Company has not issued any debentures during the year and hence the question of creating any securities/charge thereof does not arise.

20. During the period the Company has not raised money by public issue.

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 Talati & Associates Chartered Accountants

Sd/-

(Mehul P Talati)

Proprietor

Place: Vadodara

Mem No: 113915 Date: 28th May, 2010.

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