Auditor Report of Arvind Remedies Ltd.

Mar 31, 2014

We have audited the accompanying financial statements of ARVIND REMEDIES 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.

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, 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 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 procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity''s internal control. 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 give the information required by the Act in the manner so required and also 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

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 Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order

2. As required by Section 227 (3) of the Act, we report that;

I) 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

ii) 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

iii)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

iv) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 read with the General Circular 15/2013 dated September 13, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act 2013.

v) On the basis of written representations received from the Directors as on March 31, 2014, and taken on record by the Board of Directors, we report that 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 (i) of Section 274 of the Companies Act, 1956.

Annexure referred to in paragraph (1) of our Report of even date on " Other Legal and Regulatory Requirements" to the members of ARVIND REMEDIES LIMITED on the accounts as at and for the year ended March 31, 2014

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

(b)Fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies have been noticed on such verification.

(c) No substantial part of fixed assets has been disposed off during the year.

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

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

(c)On the basis of our examination of inventory records, we are of the opinion that the Company has maintained proper records of inventory. As far as we can ascertain and according to the information and explanations given to us, the discrepancies noticed on physical verification of inventory as compared to book stocks were not material and the same have been properly dealt with in the books of account.

3. (a)According to the information and explanations given to us, except for unsecured loan given to a subsidiary company, the Company has not granted any loans, secured or unsecured, to companies, firms, or other parties covered in the register maintained under Section 301 of the Companies Act,1956. The maximum amount involved was Rs.742.93 Lacs and the year end balance was Rs. 138.63 lacs.

(b)In our opinion, except for the loan being interest free, other terms and conditions on which the above mentioned loan has been given are prima facie, not prejudicial to the interest of the company. There is no stipulation for repayment of loan.

(c)According to the information and explanations given to us, except for unsecured loan taken from a director, 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. The maximum amount involved was Rs.660.56 Lacs and the year-end balance was Rs.660.56 Lacs..

d) In our opinion the rate of interest and the other terms and conditions on which the abovementioned loan has been taken are prima facie not prejudicial to the interest of the Company. There is no stipulation for repayment of loan.

4. 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, no major weakness has been noticed in the underlying internal control.

5. (a) According to the information and explanations given to us, the contracts and arrangements 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 information and explanations given to us, except for loan transaction as disclosed in paragraph (iii) above, there are no transactions in pursuance of contract and arrangement entered in the register maintained under Section 301 of the Companies Act,1 956 and aggregating during the year to Rs.5 lacs or more in respect of any party.

6. The Company has not accepted deposits from the public within the meaning of Section 58A and Section 58AA or any other relevant provision of the Companies Act, 1956. Accordingly, paragraph 4 (vi) of the order is not applicable.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 as prescribed under Section 209 (1) (d) of the Companies Act, 1956, and are of the opinion that prima facie, the said records have been maintained. We, however, have not made any detailed examination of such records with the view to determine whether they are accurate or complete.

9. (a) The Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income tax, Sales-tax / Value Added Tax, Wealth-tax, Service tax, Customs duty, Excise Duty, Cess, and other applicable statutory dues with the appropriate authorities except for delay in payment of some dues of Income Tax, Dividend Distribution Tax, Provident Fund. There are no undisputed above mentioned dues which are outstanding at the year end for a period of more than six months from the date they became payable except for dues on account of Income Tax aggregating to Rs.443.45 Lacs.

(b) According to the records of the Company, there are no dues of Sales tax, Income tax, Service tax, Wealth tax, Customs duty, Excise duty and Cess that have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the reporting financial year and has not incurred cash losses in the financial year and immediately preceding financial year.

11. The Company has defaulted in repayment of dues to bank as under:

Period to which the default relates Amount (Rs. in lacs)

December 2013 8.92

January 2014 77.54

February 2014 131.56

March 2014 1041.51

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

13. As the Company is not a Chit fund/nidhi/mutual benefit fund/societies to which the provisions of special statute relating to chit fund are applicable, paragraph 4 (xiii) of the order is not applicable.

14. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of Clause 4(xiv) of the said Order are not applicable to the company.

15. According to the information and explanations provided to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Accordingly, paragraph 4 (xv) of the order is not applicable.

16. The proceeds of term loans raised by the Company during the year were ultimately applied for the purpose for which they were obtained.

17. On the basis of an overall examination of financial statements of the Company, there are no funds raised on short-term basis which have been used for long-term investment.

18. The Company has made preferential allotment of shares to parties covered in the Register maintained under Section 301 of the Act. In our opinion and according to the information and explanations given to us, the price at which the shares have been issued is not prima facie prejudicial to the interest of the company.

19. The Company has not issued any debentures and as such, paragraph 4 (xix) of the order is not applicable.

20. Since the Company has not raised any money by public issue during the year, paragraph 4 (xx) of the order is not applicable.

21. On the basis of our examination of books of account and according to the information and explanations provided to us 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 the year ended March 31, 2014.

Doshi, Chatterjee, Bagri & Co. Chartered Accountants Firm Regn. No.: 325197E

R. K. BAGRI Partner Membership No. 51956 Chennai 29 May 2014

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Mar 31, 2013

Report on the financial statements:

We have audited the accompanying financial statements of ARVIND REMEDIES LIMITED [the Company], which comprise the Balance Sheet as at March 31,2013, and the statement of Profit and Loss and Cash Flow statement for theyearthen ended, 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, 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,1 956 (''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.

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 aboutwhetherthe 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 seleted depend on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. 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.

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 also 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 31,2013;

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

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

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 Companies Act 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

2. As required bySection 227(3) of the Act, we reportthat :

I) 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.

(ii) 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.

(iii) 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.

(iv) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956.

(v) On the basis of written representations received from the Directors as on March 31,2013, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on March 31, 2013 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

Annexure referred to in paragraph (1) of our report of even date on "Other Legal and Regulatory Requirements" to the members of ARVIND REMEDIES LIMITED on the accounts as at and for the year ended March 31.20113

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

(b) Fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies have been noticed on such verification.

(c) During the year, there is no disposal of substantial part of fixed assets.

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

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

(c) On the basis of our examination of inventory records, we are of the opinion that the Company has maintained proper records of inventory. As far as we can ascertain and according to the information and explanations given to us, the discrepancies noticed on physical verification of inventory as compared to book stocks were not material and the same have been properly dealt with in the books of account.

3. (a) According to the information and explanations given to us, except for unsecured loan given to a subsidiary company, the Company has not granted any loans, secured or unsecured, to companies, firms, or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved was Rs.652.78 lacs and the year end balance was Rs.229.62 lacs.

(b) In our opinion, except for the loan being interest free, other terms and conditions on which the above mentioned loan has been given are prima facie, not prejudicial to the interest of the company. There is no stipulation for repayment of loan.

(c) According to the information and explanations given to us, the company has not taken any loan, secured or unsecured, from companies, firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4(iii)(e) to (g)ofthe order are not applicable.

4. 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 ouraudit, no major weakness has been noticed in the underlying internal control.

5. (a) According to the information and explanations given to us, the contracts and arrangements 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 information and explanations given to us, the transactions made in pursuance of contract and arrangement entered in the register maintained under Section 301 of the Companies Act, 1 956 and aggregating to RS.5 lacs or more have been made at the prevailing market prices at the relevant time.

6. The Company has not accepted deposits from the public within the meaning of Section 58A and Section 58AAor any other relevant provision of the Companies Act, 1956. Accordingly, paragraph 4 (vi) of the order is not applicable.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 as prescribed under Section 209 (1) (d) of the Companies Act, 1956, and are of the opinion that prima facie, the said records have been maintained. We, however, have not made any detailed examination of such records with the view to determine whether they are accurate or complete.

9. (a) The Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income tax, Sales-tax / Value Added Tax, Wealth-tax, Service tax, Customs duty, Excise Duty, Cess, Investors Education and Protection Fund and other statutory dues with the appropriate authorities except for delay in payment of some dues of Income Tax. There are no undisputed above mentioned dues which are outstanding at the year end for a period of more than six months from the date they became payable.

(b) According to the records of the Company, there are no dues of Sales tax, Income tax, Service tax, Wealth tax, Customs duty, Excise duty and Cess that have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the reporting financial year and has not incurred cash losses in the financial year and immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to financial institution / banks.

12. As the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities, paragraph 4(xii)ofthe order is not applicable.

13. As the Company is not a Chit fund/nidhi/mutual benefit fund/societies to which the provisions of special statute relating to chit fund are applicable, paragraph 4 (xiii) of the order is not applicable.

14. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, paragraph (xiv) of the Order is not applicable.

15. According to the information and explanations provided to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Accordingly, paragraph 4 (xv) of the order is not applicable.

16. The proceeds of term loans raised by the Company during the year were ultimately applied for the purpose for which they were obtained.

17. On the basis of an overall examination of financial statements of the Company, there are no funds raised on short-term basis which have been used for long-term investment.

18. The Company has not made preferential allotment of shares to parties covered in the Register maintained under Section 301 of the Act.

19. The Company has not issued any debentures and as such, paragraph 4 (xix) of the order is not applicable.

20. Since the Company has not raised any money by public issue during the year, paragraph 4 (xx) of the order is not applicable.

21. On the basis of our examination of books of account and according to the information and explanations provided to us by the management, we report that, no fraud on or by the Company has been noticed or reported during the course of ouraudit for the year ended March 31,2013.

Doshi, Chatterjee, Bagri & Co.

Chartered Accountants

Firm Regn. No.:325197E

R. K. BAGRI, Partner

Membership No. 51956

Chennai 15 May 2013

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Mar 31, 2012

We have audited the attached Balance Sheet of ARVIND REMEDIES LIMITED[f/7e Company], as at March 31,2012 and also the Profit and Loss Account and 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.

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.

1. As required by the Companies (Auditor's Report) Order, 2003 (as amended) issued by the Central Government of India 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.

2. Further to our comments in the annexure referred to in paragraph 1 above, we report that:

(i) 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.

(ii) 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.

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

(iv) 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 Section 211 of the Companies Act, 1956.

(v) On the basis of written representations received from the Directors as on March 31, 2012, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on March 31, 2012 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

3. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit and Loss Account and Cash Flow statement read together with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and also 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 31,2012;

(b) in the case of the Profit and Loss Account, 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.

Annexure referred to in paragraph (1) of the auditors' report of even date to the members of ARVIND REMEDIES LIMITED on the accounts as at and for the year ended March 31,2012

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

(b) Fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies have been noticed on such verification.

(c) During the year, there is no disposal of substantial part of fixed assets.

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

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

(c) On the basis of our examination of inventory records, we are of the opinion that the Company has maintained proper records of inventory. As far as we can ascertain and according to the information and explanations given to us, the discrepancies noticed on physical verification of inventory as compared to book stocks were not material and the same have been properly dealt with in the books of account.

3. (a) According to the information and explanations given to us, except for unsecured loan given to a subsidiary company aggregating to Rs. 125 lacs, which was also repaid during the year, the Company has not granted any loans, secured or unsecured, to companies, firms, or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved was Rs. 125 lacs.

(b) In our opinion, the rate of interest and other terms and conditions on which the above mentioned loan has been given are prima facie, not prejudicial to the interest of the company.

a) According to the information and explanations given to us, the company has taken unsecured loan aggregating to Rs.167 lacs from 3 parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved was Rs.169.72 lacs.

b) The rate of interest of such loans is prima facie not prejudicial to the interest of the Company. There are no other terms and conditions of such loans.

4. 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, no major weakness has been noticed in the underlying internal control.

5. (a)According to the information and explanations given to us, the contracts and arrangements 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 information and explanations given to us, the transactions made in pursuance of contract and arrangement entered in the register maintained under Section 301 of the Companies Act,1 956 and aggregating to RS.5 lacs or more have been made at the prevailing market prices at the relevant time.

6. The Company has not accepted deposits from the public within the meaning of Section 58Aand Section 58AA or any other relevant provision of the Companies Act, 1956. Accordingly, paragraph 4 (vi) of the order is not applicable.

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

8. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 as prescribed under Section 209 (1) (d) of the Companies Act, 1956, and are of the opinion that prima facie, the said records have been maintained. We, however, have not made any detailed examination of such records with the view to determine whether they are accurate or complete.

9. (a) The Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income tax, Sales-tax/Value Added Tax, Wealth-tax, Service tax, Customs duty, Excise Duty, Cess, Investors Education and Protection Fund and other statutory dues with the appropriate authorities except for delay in payment of some dues of income Tax and Wealth Tax. There are no undisputed above mentioned dues which are outstanding at the year end for a period of more than six months from the date they became payable except for Income Tax and Wealth Tax dues for Rs.3.75 lacs.

(b) According to the records of the Company, there are no dues of Sales tax, Income tax, Service tax, Wealth tax, Customs duty, Excise duty and Cess that have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the reporting financial year and has not incurred cash losses in the financial year and immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to financial institution / banks.

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

13. As the Company is not a Chit fund/nidhi/mutual benefit fund/societies to which the provisions of special statute relating to chit fund are applicable, paragraph 4 (xiii) of the order is not applicable.

14. The Company has maintained proper records of the transactions for dealing in securities and other investments and timely entries have been made therein. The shares, securities, debentures and other investments have been held by the Company in its own name.

15. According to the information and explanations provided to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Accordingly, paragraph 4 (xv) of the order is not applicable.

16. The proceeds of term loans raised by the Company during the year were ultimately applied for the purpose for which they were obtained.

17. On the basis of an overall examination of financial statements of the Company, there are no funds raised on short-term basis which have been used for long-term investment.

18. The Company has not made preferential allotment of shares to parties covered in the Register maintained under Section 301 of the Act.

19. The Company has not issued any debentures and as such, paragraph 4 (xix) of the order is not applicable.

20. Since the Company has not raised any money by public issue during the year, paragraph 4 (xx) of the order is not applicable.

21. On the basis of our examination of books of account and according to the information and explanations provided to us 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 the year ended March 31,2012.

Doshi, Chatterjee, Bagri & Co.

Chartered Accountants

Firm Regn. No.: 325197E

R. K. BAGRI

Partner

Membership No. 51956

Chennai 30 May 2012

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Mar 31, 2011

We have audited the attached Balance Sheet of ARVIND REMEDIES LIMITED [the Company], as at March 31, 2011 and also the Profit and Loss Account and 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.

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.

1. As required by the Companies (Auditor's Report) Order, 2003 (as amended) issued by the Central Government of India 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.

2. Further to our comments in the annexure referred to in paragraph 1 above, we report that:

(i) 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.

(ii) 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.

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

(iv) 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 Section 211 of the Companies Act, 1956.

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

3. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit and Loss Account and Cash Flow statement read together with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and also 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, 2011;

(b) in the case of the Profit and Loss Account, 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.

Annexure referred to in paragraph (1) of the auditors' report of even date to the members of ARVIND REMEDIES LIMITED on the accounts as at and for the year ended March 31, 2011

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

(b) Fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies have been noticed on such verification.

(c) During the year, there is no disposal of substantial part of fixed assets.

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

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

(c) On the basis of our examination of inventory records, we are of the opinion that the Company has maintained proper records of inventory. As far as we can ascertain and according to the information and explanations given to us, the discrepancies noticed on physical verification of inventory as compared to book stocks were not material and the same have been properly dealt with in the books of account.

3. (a) 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 301 of the Companies Act, 1956. Accordingly, paragraph 4 (iii) (b), (c) and (d) of the order are not applicable.

(b) According to the information and explanations given to us, except for interest free, unsecured loan taken in earlier year from one of the directors, which was also repaid during the year, 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. The maximum amount involved was Rs 76.5 lacs.

(c) The terms and conditions on which above mentioned unsecured loan has been taken from the director are prima facie not prejudicial to the interest of the Company.

4. 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, no major weakness has been noticed in the underlying internal control.

5. (a) According to the information and explanations given to us, the contracts and arrangements 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 information and explanations given to us, the transactions made in pursuance of contract and arrangement entered in the register maintained under Section 301 of the Companies Act,1 956 and aggregating to RS.5 lacs or more have been made at the prevailing market prices at the relevant time.

6. The Company has not accepted deposits from the public within the meaning of Section 58A and Section 58AA or any other relevant provision of the Companies Act, 1956. Accordingly, paragraph 4 (vi) of the order is not applicable.

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

8. We have broadly reviewed the cost records maintained by the Company as prescribed under Section 209 (1) (d) of the Companies Act, 1956, and are of the opinion that prima facie, the said records have been maintained. We, however, have not made any detailed examination of such records with the view to determine whether they are accurate or complete.

9. (a) The Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income tax, Sales-tax / Value Added Tax, Service tax, Customs duty, Excise Duty, Cess, Investors Education and Protection Fund and other statutory dues with the appropriate authorities except for delay in payment of some dues of Income Tax and Wealth Tax. There are no undisputed above mentioned dues which are outstanding at the year end for a period of more than six months from the date they became payable except for Income Tax and Wealth Tax dues for Rs. 4,33,095. (b) According to the records of the Company, there are no dues of Sales tax, Income tax, Service tax, Wealth tax, Customs duty, Excise duty and Cess that have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the reporting financial year and has not incurred cash losses in the financial year and immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to financial institution / banks.

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

13. As the Company is not a Chit fund/nidhi/mutual benefit fund/societies to which the provisions of special statute relating to chit fund are applicable, paragraph 4 (xiii) of the order is not applicable.

14. The Company has not dealt in shares, securities, debentures and other investments during the year. Accordingly, paragraph 4 (xiv) of the order is not applicable.

15. According to the information and explanations provided to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Accordingly, paragraph 4 (xv) of the order is not applicable.

16. The proceeds of term loans raised by the Company during the year were ultimately applied for the purpose for which they were obtained.

17. On the basis of an overall examination of financial statements of the Company, there are no funds raised on short-term basis which have been used for long-term investment.

18. The Company has made preferential allotment of shares to parties covered in the Register maintained under Section 301 of the Act and the price at which such shares have been issued is not prejudicial to the interest of the Company.

19. The Company has not issued any debentures and as such, paragraph 4 (xix) of the order is not applicable.

20. Since the Company has not raised any money by public issue during the year, paragraph 4 (xx) of the order is not applicable.

21. On the basis of our examination of books of account and according to the information and explanations provided to us 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 the year ended March 31, 2011.

For Doshi, Chatterjee, Bagri & Co.

Chartered Accountants

Firm Regn. No.: 325197E

R. K. BAGRI

Partner

Membership No. 51956

Chennai, May 23, 2011.

---

Mar 31, 2010

We have audited the attached Balance Sheet of ARVIND REMEDIES LIMITED [the Company], as at March 31, 2010 and also the Profit and Loss Account and 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 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.

1. As required by the Companies (Auditors Report) Order, 2003 (as amended) issued by the Central Government of India 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.

2. Further to our comments in the annexure referred to in paragraph 1 above, we report that:

(i) 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.

(ii) 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.

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

(iv) 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 Section 211 of the Companies Act, 1956.

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

3. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit and Loss Account and Cash Flow statement read together with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and also 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, 2010;

(b) in the case of the Profit and Loss Account, 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.

Annexure referred to in paragraph (1) of the auditors report of even date to the members of ARVIND REMEDIES LIMITED on the accounts as at and for the year ended March 31, 2010

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

(b) Fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies have been noticed on such verification.

(c) During the year, the assets of Haridwar unit have been disposed off, which does not affect the going concern.

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

management.

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

(c) On the basis of our examination of inventory records, we are of the opinion that the Company has maintained proper records of inventory. As far as we can ascertain and according to the information and explanations given to us, the discrepancies noticed on physical verification of inventory as compared to book stocks were not material and the same have been properly dealt with in the books of account.

3. (a) 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 301 of the Companies Act, 1956. Accordingly, paragraph 4 (iii) (b), (c) and (d) of the order are not applicable.

(b) According to the information and explanations given to us, except for interest free, unsecured loan taken in earlier year from one of the directors, 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. The maximum amount involved was Rs 956 lacs and the year end balance was Rs 77 lacs.

(c) The terms and conditions on which above mentioned unsecured loan has been taken from the director are prima facie not prejudicial to the interest of the Company.

(d) There is no stipulation for repayment of the abovementioned loan.

4. 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, no major weakness has been noticed in the underlying internal control.

5. According to the information and explanations given to us, except for the loan transaction, there are no contracts and arrangements that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, paragraph 4 (v) of the order is not applicable.

6. The Company has not accepted deposits from the public within the meaning of Section 58A and Section 58AA or any other relevant provision of the Companies Act, 1956. Accordingly, paragraph 4 (vi) of the order is not applicable.

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

8. We have broadly reviewed the cost records maintained by the Company as prescribed under Section 209 (1) (d) of the Companies Act, 1956, and are of the opinion that prima facie, the said records have been maintained. We, however, have not made any detailed examination of such records with the view to determine whether they are accurate or complete.

9. (a) The Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income tax, Sales-tax / Value Added Tax, Wealth-tax, Service tax, Customs duty, Excise Duty, Cess, Investors Education and Protection Fund and other statutory dues with the appropriate authorities except for delay in payment of some dues of Income Tax and Wealth Tax. There are no undisputed above mentioned dues which are outstanding at the year end for a period of more than six months from the date they became payable except for Income Tax and Wealth Tax dues aggregating to Rs. 150.66 lacs. (b) According to the records of the Company, there are no dues of Sales tax, Income tax, Service tax, Wealth tax, Customs duty, Excise duty and Cess that have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the reporting financial year and has not incurred cash losses in the financial year and immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to financial institution / banks.

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

13. As the Company is not a Chit fund/nidhi/mutual benefit fund/societies to which the provisions of special statute relating to chit fund are applicable, paragraph 4 (xiii) of the order is not applicable.

14. The Company has not dealt in shares, securities, debentures and other investments during the year. Accordingly, paragraph 4 (xiv) of the order is not applicable.

15. According to the information and explanations provided to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Accordingly, paragraph 4 (xv) of the order is not applicable.

16. The proceeds of term loans raised by the Company during the year were ultimately applied for the purpose for which they were obtained.

17. On the basis of an overall examination of financial statements of the Company, there are no funds raised on short-term basis which 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 Act. Accordingly, paragraph 4 (xviii) of the order is not applicable.

19. The Company has not issued any debentures and as such, paragraph 4 (xix) of the order is not applicable.

20. Since the Company has not raised any money by public issue during the year, paragraph 4 (xx) of the order is not applicable.

21. On the basis of our examination of books of account and according to the information and explanations provided to us 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 the year ended March 31, 2010.



For Doshi, Chatterjee, Bagri & Co.

Chartered Accountants

Firm Regn. No.: 325197E

R. K. BAGRI

Partner

Membership No. 51956

Chennai, May 29, 2010.