Auditor Report of Anand Projects Ltd.

Mar 31, 2014

We have audited the accompanying financial statements of ANAND PROJECTS LIMITED ("the Company"), which comprise the Balance Sheet as at March 31,2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act”) read with the General Circular No. 15/ 2013 dated September, 13, 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 procedure that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) In the case of the Balance sheet, of the state of affairs of the Company as at March 31, 2014.

b) In the case of the Statement of Profit and Loss, of the Profit for the year ended on that date; and

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

Emphasis of Matter

Our opinion is not qualified in respect of the above matter.

Report on Other Legal and Regulatory Requirements

1. As required by the ''Companies (Auditors Report) Order, 2003'', as amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'' ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act. and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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 purposes of our audit.

b. In our opinion, proper books of accounts as required by law have been kept by the Company so far as appears from our examination of those books. Since the Company does not have any branches, the report on the accounts of the branch offices audited by other auditor Under Section 228 (3) (c) of the Companies Act, 1956 is not applicable.

c. Since the Company does not have any branches, the report on the accounts of the branch offices audited by other Auditor under section 228(3)(c) of the Companies Act, 1956 is not applicable;

d. The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this report are in agreement with the books of accounts.

e. In our opinion, the Balance Sheet. Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 read with the general Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

f. 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 Independent Auditors'' Reports

Referred to in Paragraph 1 under the heading of "Report on other Legal and Regulatory Requirements" of our report of even date, we state that.

1. (a) 1 tie Company is maintaining proper records showing full particulars, including quantitative details and situation 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 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) Based on the information and explanation given by the management and on the basis of audit procedures performed by us, we are of the opinion that the Company has not disposed off substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. (a) Physical verification of inventory has been conducted at reasonable intervals by the management.

(b) In our opinion, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

(c) The Company has maintained proper records of inventories. No material discrepancies were noticed on physical verification.

3. According to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured to/from companies, firms or other parties covered In the register maintained under section 301 of the Companies Act, 1956. Consequently, clause (iii) (a) to (iii) (g) of paragraph 4 of the Order are not applicable.

4. In our opinion and according to the information and the explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business, for purchase of fixed assets and for the sale of services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in the internal control system.

5. According to the explanations given to us, there are no contracts or arrangements entered by the company as required to be maintained under section 301 of the Companies Act, 1956.

6. According to the information and explanations given to us, the company has not accepted any deposit from the public within the meaning of section 5SA and 58 AA of the act and the rules framed thereunder. Therefore, the provisions of Clause (vi) of paragraph 4 of the Order are not applicable to the Company.

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

8. According to information and explanation given to us, the Central Government has not prescribed maintenance of cost records under Clause (d) of sub-section (1) of section 209 of the Companies Act,1956, for the Industry in which It operates.

9. (a) According to the books and the records of the company as produced and examined by us and according to the information and the explanations given to us, the company is generally regular in depositing undisputed statutory dues with the appropriate authorities.

(b) According to information and explanation given to us, no undisputed amounts payable in respect of sales tax, income tax, customs duty, wealth tax, excise duty, cess and other undisputed statutory dues outstanding at the year end, for a period of more than six months from the date they became payable.

10. The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current and immediately preceding financial year.

11. 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 and banks. The Company has not issued any debentures.

12. According to the information and explanations given to us and based on the documents and records produced to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the Company is not a chit fund/ nidhl/ mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Order are not applicable to the Company.

14. The Company has not dealt or trade in shares, securities, debentures and other investment during the year.

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

16. The Company has not raised new term loans during the year and therefore clause (xvi) of paragraph 4 of the Order are not applicable to the Company.

17. According to information and explanations given to us and on the overall examination of the balance sheet of the Company, we are of the opinion that no funds raised on short- term basis have been used tor long term investment.

18. The: Cam pany 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.

19. The Company has not issued any debentures and therefore clause (xix) of paragraph 4 of the Order are not applicable to the Company.

20. The Company has not raised any money by public issue during the year. Therefore, clause (xx) of paragraph 4 of the Order are not applicable to the Company.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For Pramod & Associates Chartered Accountants (Firm Registration No, 001557C)

Sd/- Vipui I. Sheth Partner (Membership No, 101282)

Place: Mumbai Date : 30th May, 2014

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Mar 31, 2012

1. We have audited the attached Balance Sheet of M/s. ANAND PROJECTS LIMITED as at 31st March, 2012 and also the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements 'are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

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

(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 the books of the Company;

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

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

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

(f) Subject to the above, in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes 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:

(i) in the case of Balance Sheet, of the state of affairs of the Company as at March 31st, 2012; and

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

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

ANNEXURE TO THE AUDITORS' REPORT

Annexure referred to in Paragraph '3' of the Auditors' Report to the members of M/s. An and Projects Limited on the accounts for the year ended 31st March, 2012.

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

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

b) The fixed assets of the company have been physically verified by the management during the year and no material discrepancies were noticed on such verification;

c) The company has not disposed off substantial part of the fixed assets during the year.

2. a) Physical verification of inventory has been conducted at reasonable intervals by the management.

b) In our opinion, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) The company has maintained proper records of inventories. No material discrepancies were noticed on physical verification.

3. a) The Company has neither granted any loans to, nor taken any loans from companies covered in the register maintained under section 301 of the Companies Act;.

b) In view of the forgoing, the question of reporting on clauses 4 (iii) (b), 4(iii) (c) and 4

(iii) (d) of the said Order does not arise;

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

5. a) In our opinion and according to the information and explanations given to us, the

transactions that need to be entered into the register in pursuance of Section 301 of Act, have been so entered;

b) In our opinion and according to the information & explanations given to us, the company has not entered into any transactions in pursuance of contracts/ arrangements entered in the register maintained under Section 301 of the Companies act 1956 and having value exceeding Rs, 5,00,000.

6. According to the information and explanations given to us, the company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules framed there under;

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

8. The Central Government of India has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of the Company;

9. a) According to the information and explanations given to us and the records of the

company examined by us, in our opinion, the company is generally regular in depositing the undisputed statutory dues including, income tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues as applicable with the appropriate authorities;

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, service tax, customs duty, excise duty and cess which have not been deposited on account of any dispute;

10. The company does not have accumulated losses at the end of the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately preceding financial year;

11 Based on our audit procedures and according to the information and explanations given to us, the Company has not, defaulted in repayment of dues to a financial institution or bank or debenture holders;

12. According to the information and explanations given to us, the company has not granted any Ions and advances on the basis of security by way of pledge of shares, debentures and other securities;

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

14. In our opinion and according to the information and explanations given to us, the company has neither dealt nor traded in shares, securities, debentures and other investments during the year.

15. 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 institutions;

16. The company has not taken any term loan accordingly the question of reporting on its application does not arise:

17. On the basis of reviews of utilization of fund on an overall basis, there are no funds raised on short term basis that have been used for long term investment;

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;

19. The Company has not issued any debentures during the year;

20. The Company has not raised any money by way of public issues during the year;

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

For M/s. Pramod & Associates Chartered Accountants

(Vipul I. Sheth)

Partner

(Membership No.: 101282) Firm Registration No.: 001557C

Mumbai: 28th May, 2012

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Mar 31, 2010

1. We have audited the attached Balance Sheet of M/S. THE ANAND ELECTRIC SUPPLY COMPANY LIMITED as at 31st March, 2010 and also the Profit and Loss Account 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.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

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

(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 the books of the Company;

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

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

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

(f) Subject to the above, in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes 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:

(i) in the case of Balance Sheet, of the state of affairs of the Company as at March 31s1, 2010; and

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

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



ANNEXURE TO THE AUDITORS REPORT

Annexure referred to in Paragraph 3 of the Auditors Report to the members of The Anand Electric Supply Company Limited on the accounts for the year ended 31s1 March, 2010.

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

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

b) The fixed assets of the company have been physically verified by the management during the year and no material discrepancies were noticed on such verification;

c) The company has not disposed off substantial part of the fixed assets during the year.

2. Having regards to the Companys business, the question of reporting of clause 4 (ii) of the Companies (Auditor Report) order 2003 does not arise.

3. a) The Company has neither granted any loans to, nor taken any loans from companies covered in the register maintained under section 301 of the Companies Act;

b) In view of the forgoing, the question of reporting on clauses 4 (iii) (b), 4(iii) (c) and 4 (iii) (d) of the said Order does not arise;

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

5. a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered into the register in pursuance of Section 301 of Act, have been so entered;

b) Sub-clause (b) is not applicable;

6. The company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules framed there under;

7. The Company has an internal audit system commensurate with its size and nature of its business;

8. The Central Government of India has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of the Company;

9. a) According to the information and explanations given to us and the records of the company examined by us, in our opinion, the company is generally regular in depositing the undisputed statutory dues including, income tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues as applicable with the appropriate authorities;

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, service tax, customs duty, excise duty and cess which have not been deposited on account of any dispute;

10. The company did not have accumulated losses at the end of the financial year;

11. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution or bank or debenture holders;

12. According to the information and explanations 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;

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

14. In our opinion, the company has maintained proper records of transactions and contracts relating to dealing or trading in shares, securities, debentures and other investments during the year and timely entries have been made therein. Further, such securities have been held by the company in its own name or are in the process of transfer in its name, except to the extent of the exemption granted under Section 49 of the Act;

15. 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 institutions;

16. The company has not taken any term loan accordingly the question of reporting on its application does not arise;

17. On the basis of reviews of utilization of fund on an overall basis, no fund was raised on short term basis;

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;

19. The Company has not issued any debentures;

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

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

For M/s. Pramod & Associates

Chartered Accountants

Vipul I. Sheth

Partner

(Membership No.: 101282)

Mumbai: 28th May, 2010 Firm Registration No.: 001557C