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Auditor Report of Ashiana Housing Ltd.

Mar 31, 2017

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Ashiana Housing Limited (''the company’), which comprise the Balance Sheet as at 31stMarch, 2017, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone 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 and presentation of these standalone 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 principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the 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 standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143 (10) of the Act. 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 the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the company’s Directors, 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 on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, of the state of affairs of the company as at 31st March, 2017 and its profit and its cash flows for the year ended on that date.

The Annexure referred to in Independent Auditors'' Report to the members of the company on the standalone financial statements for the year ended 31st March, 2017, we report that:

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

(b) According to the information and explanations given to us, all the assets have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the company, the title deeds of immovable properties are held in the name of the company.

(ii) According to the information and explanations given to us, the management has conducted physical verification of inventory at reasonable intervals during the year which, in our opinion, is reasonable having regard to the size of the company and nature of its business. No material discrepancies were noticed on such verification.

(iii) The company has not granted secured/unsecured loans to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013 (''the Act'').

(iv) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees and securities made by the company.

(v) In our opinion and according to the information and explanations given to us, the company has not accepted any deposits within the meaning of Sections 73 to 76 of the Companies Act, 2013 Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended).

(vi) As certified by a Cost Accountant, the company has maintained cost records for the year under review, as prescribed under sub-section (1) of Section 148 to the extent applicable to the company. We have, however, not made a detailed examination of such records.

(vii) (a) According to the records of the company, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day of the financial year under review for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax and cess, as applicable, which have not been deposited on account of any dispute, except the followings:

Name of the Statute

Amount (Rs. in Lakhs)

Relating to the year

Forum where dispute pending

Income Tax Act, 1961

83.55

201 1-2012

Commissioner [Appeal], Income Tax

Finance Act, 1 994

79.59

2010-1 1 to 2014-15

Commissioner (Appeal), Central Excise

Finance Act, 1 994

8.46

2012-13 to 2014-15

Assistant Commissioner, Central Excise

Finance Act, 1 994

0.67

2014-15

CESTAT

Finance Act, 1 994

7.01

2014-15 to

2015-16

Superintendent, Central Excise

Rajasthan VAT Act

18.15

2014-15

Commercial Tax officer

For and on behalf of the Board

Vishal Gupta Ankur Gupta

(Managing Director] (Jt. Managing Director]


Mar 31, 2016

We have audited the accompanying standalone financial statements of
Ashiana Housing Limited (''the company''), which comprise the Balance
Sheet as at 31st March, 2016 the Statement of Profit and Loss and the
Cash Flow Statement for the year then ended, and a summary of
significant accounting policies and other explanatory information.

Management''s Responsibility for the Standalone 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 and presentation of these standalone 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 principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the 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 standalone
financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
there under.

We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. 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 the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the company''s preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the company''s Directors, 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 on the standalone
financial statements.

Opinion

In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone 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, of the state of affairs of the company as
at 31st March, 2016 and its profit and its 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, 2016 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure A,
a statement on the matters specified in the paragraph 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 by law have been
kept by the company so far as it appears from our examination of those
books;

(c) 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 standalone financial statements
comply with the Accounting Standards specified under Section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of the written representations received from the
directors as on 31st March, 2016 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2016
from being appointed as a director in terms of Section 164 (2) of the
Act;

(f) with respect to the adequacy of the internal financial controls
over financial reporting of the company and the operating effectiveness
of such controls, refer to our separate report in "Annexure B"; and

(g) 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, to the extent ascertainable, disclosed the impact
of pending litigations on its financial position in its financial
statements – Refer clause (2) of Note 31 to the financial statements;

ii. the company does not have any material foreseeable losses on long
term contracts including derivative contracts which would impact its
financial position;

iii. there has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
company.


The Annexure referred to in Independent Auditors'' Report to the members
of the company on the standalone financial statements for the year
ended 31 March, 2016, we report that:

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

(b) According to the information and explanations given to us, all the
assets have not been physically verified by the management during the
year but there is a regular program of verification which, in our
opinion, is reasonable having regard to the size of the company and the
nature of its assets. No material discrepancies were noticed on such
verification.

(c) According to the information and explanations given to us and on
the basis of our examination of the records of the company, the title
deeds of immovable properties are held in the name of the company.

(ii) According to the information and explanations given to us, the
management has conducted physical verification of inventory at
reasonable intervals during the year which, in our opinion, is
reasonable having regard to the size of the company and nature of its
business. No material discrepancies were noticed on such verification.

(iii) The company has not granted secured/unsecured loans to companies,
firms, Limited Liability Partnerships or other parties covered in the
register maintained under section 189 of the Companies Act, 2013 (''the
Act'').

(iv) In our opinion and according to the information and explanations
given to us, the company has complied with the provisions of section
185 and 186 of the Companies Act, 2013 in respect of loans,
investments, guarantees and securities made by the company.

(v) In our opinion and according to the information and explanations
given to us, the company has not accepted any deposits within the
meaning of Sections 73 to 76 of the Companies Act, 2013 Act and the
Companies (Acceptance of Deposits) Rules, 2014 (as amended).

(vi) As certified by a Cost Accountant, the company has maintained cost
records for the year under review, as prescribed under sub-section (1)
of Section 148 to the extent applicable to the company. We have,
however, not made a detailed examination of such records.

(vii) (a) According to the records of the company, the company is
generally regular in depositing with appropriate authorities undisputed
statutory dues including provident fund, employees'' state insurance,
come-tax, sales-tax, wealth tax, service tax, duty of customs, duty of
excise, value added tax, cess and other material statutory dues, as
applicable, and no such statutory dues were outstanding as at the last
day of the financial year under review for a period of more than six
months from the date they became payable.

(b) According to the information and explanations given to us, there
are no dues of income-tax, sales-tax, wealth tax, service tax, duty of
customs, duty of excise, value added tax and cess, as applicable, which
have not been deposited on account of any dispute, except the
followings:

name of the amount Relating to forum where dispute
Statute the year pnding

Income Tax
Act, 1961 20.29 2011-2012 Commissioner of
Income Tax

Finance
Act,1994 34.88 2011-2012 CESTAT

Finance
Act, 1994 86.30 2010-11 to Commissioner of
Income Tax
2014-15

Rajashtan VAT
Act 5.68 2007-2008 Commercial Tax officer

(viii) In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of loans or
borrowing to a financial institution, bank, Government or dues to
debenture holders.

(ix) In our opinion and according to the information and explanation
given to us, the company did not raise any money by way of initial
public offer or further public offer (including debt instruments)
during the year under review. Further term loans have been applied for
the purposes for which those was raised.

(x) According to the information and explanations given to us, no fraud
by the company or on the company by its officers or employees have been
noticed or reported during the year.

(xi) According to the information and explanations give to us and based
on our examination of the records of the company, the company has
paid/provided for managerial remuneration in accordance with the
requisite approvals mandated by the provisions of section 197 read with
Schedule V to the Act.

(xii) In our opinion and according to the information and explanations
given to us, the company is not a nidh company.

(xiii) According to the information and explanations given to us and
based on our examination of the records of the company, transactions
with the related parties are in compliance with sections 177 and 188 of
the Act and the details of such transactions have been disclosed in the
financial statements as required by the applicable accounting
standards.

(xiv) According to the information and explanations give to us and
based on our examination of the records of the company, the company has
not made any preferential allotment or private placement of shares or
fully or partly convertible debentures during the year.

(xv) According to the information and explanations given to us and
based on our examination of the records of the company, the company has
not entered into non-cash transactions with directors or persons
connected with him.

(xvi) In our opinion, the company is not required to be registered
under section 45-IA of the Reserve Bank of India Act 1934.


Report on the Internal Financial Controls under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial
reporting of Ashiana Housing Limited ("the company") as of 31st March,
2016 in conjunction with our audit of the standalone financial
statements of the company for the year ended on that date.

Management''s Responsibility for Internal Financial Controls

The company''s management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the company
considering the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls over Financial
Reporting issued by the Institute of Chartered Accountants of India
(''ICAI''). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct of its
business, including adherence to company''s policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the
Companies Act, 2013.

Auditors'' Responsibility

Our responsibility is to express an opinion on the Company''s internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the "Guidance
Note") and the Standards on Auditing, issued by ICAI and deemed to be
prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and, both issued
by the Institute of Chartered Accountants of India. Those Standards and
the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in
all material respects.

Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal
financial controls over financial reporting included obtaining an
understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control
based on the assessed risk. 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.

We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the company''s
internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company''s internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles. A company''s internal financial control over
financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being
made only in accordance with authorizations of management and directors
of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or
disposition of the company''s assets that could have a material effect
on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial
Reporting Because of the inherent limitations of internal financial
controls over financial reporting, including the possibility of
collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls
over financial reporting to future periods are subject to the risk that
the internal financial control over financial reporting may become
inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the company has, in all material respects, an adequate
internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating
effectively as at 31st March, 2016, based on the internal control over
financial reporting criteria established by the Company considering the
essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by
the Institute of Chartered Accountants of India.

For B.Chhawchharia & Co.

Chartered Accountants

Firm Registration No 305123E

Abhishek Gupta

Partner

Membership No. 529082

Place: New Delhi

Date: 28th May, 2016


Mar 31, 2015

We have audited the accompanying Standalone financial statements of ASHIANA HOUSING LIMITED, which comprise the Balance Sheet as at 31 March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management s Responsibility for the Standalone Financial Statements

The Company s Board of Directors is res ponsible for the matters stated in Section 134(5) of the Companies Act, 2013 (" the Act ") with respect to the preparation of these standalone 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 principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 201 4. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. 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 the disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company s Directors, as well a s 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 on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, of the state of affairs of the Company as at 31st M arch, 2015, and its profit and its 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, 2015 is sued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the said 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 by law have been kept by the Company so far as it appears from our examination of those books;

c) the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d) in our opinion, the aforesaid standalone financial Statement comply with the Accounting Standards notified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) on the basis of written representations received from the directors as on 31st M arch, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2015, from being appointed as a director in terms of sub-section (2) of section 164 of the Companies Act, 2013;

f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in the Annexure ".

g) 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:

a. The Company has, to the extent ascertainable, disclosed the impact of pending litigations on its financial position in its financial statements — Refer clause (2) of Note 31 to the financial statements;

b. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

Annexure to the Independent Auditors Report

Referred to in our Report of even da te for the year ended 31st March, 2015

1) a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed as sets.

b) According to the information and explanation given to us, all the fixed assets have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. As explained, no material discrepancies were noticed on such verification.

2) a) According to the information and explanations given to us, the management has physically verified the inventory during the year. In our opinion, the frequency of verification is reasonable.

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 the nature of its business.

c) On the basis of our examination of the records of inventory, we are of the opinion that the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3) The Company has not granted any loans, secured or unsecured, to companies, or other parties covered in the register maintained under Section 189 of the Companies Act, 2013.

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 with regard to purchases of inventory and fixed assets and with regard to the sale of constructed units and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

6) As certified by a Cost Accountant, the Company has maintained cost records for the year under review, as prescribed under sub-section (1) of Section 148 to the extent applicable to the Company. We have, however, not made a detailed examination of such records.

7) a) According to the records of the Company, generally the Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees s tate insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day of the financial year under review for a period of more than six months from the date they became payable.

b) There are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess, as applicable, which have not been deposited on account of any dispute, except the following.

Name of the Amount Relating to Forum where Statute (Rs in lakhs) the year dispute pending

Income Tax 55.49 2011-2012 Commissioner Act,1961 of Income Tax

Finance 89.20 2007-08 Customs, Act, 1994 2010-11 Excise and Service Tax Appellate Tribunal, New Delhi

8) The Company does not have accumulated losses. The Company has not incurred any cash loss during the financial year covered by our audit and in the im mediately preceding financial year.

9) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

10) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks or Financial Institutions as at the close of the year.

11) In our opinion and according to the information and explanation given to us, term loan have been applied for the purpose for which they were obtained.

12) 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 B.Chhawchharia & Co. Chartered Accountants Firm Registration No 305123E



Abhishek Gupta Partner Membership No. 529082

Place: New Delhi Date: 26th May, 2015


Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of ASHIANA HOUSING LIMITED, which comprise the Balance Sheet as at March 31, 2013, the Statement of Profit and Loss and Cash Flow Statement for the year 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, 195B. 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, ?pinion

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 at March 31,2013;

(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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor'' s Report] Order, 2003 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 said Order.

2. As required by section 227(3] of the Act, we reportthat:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of ouraudit;

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 and Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account and with the returns received from branches visited by us;

d) In our opinion, the Balance Sheet and Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in subsection [3C] of section 211 of the Companies Act, 195B;

e) On the basis of written representations received from the directors as on March 31,2013, and taken on record by the Board of Directors, 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, 195B;

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 195B nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the company.

Referred to in our report of even date for the year ended 31 st March, 2013.

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

b) According to the information and explanation given to us, all the fixed assets have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the company and nature of its assets. As explained, no material discrepancies were noticed on such verification.

c) In our opinion and according to the information and explanations given to us, the company has not disposed substantiaI pa rt of its fixed assets during the yea r.

2. a) According to the information and explanations given to us, the management has physically verified the inventory during the year. In ouropinion.thefrequency of verification is reasonable.

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 the nature of its business.

c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. The company has not taken/given unsecured loans from/ to companies, firms and other parties covered in the Register maintained underSection 301 ofthe Companies Act, 195B.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size ofthe company and the nature of its business with regard to purchases of inventory and fixed assets and with regard to the sale of constructed units and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts and arrangements referred to in Section 301 ofthe Companies Act, 195B that need to be entered into the register maintained underthatSection have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions that were made in pursuance of contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 ofthe Companies Act, 195B and aggregating during the year to Rs. 500,000/- or more, in respect of each party, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public.

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

8. As certified by a Cost Accountant, the company has maintained cost records for the year under review, as prescribed under section 209(1 ](d] ofthe Companies Act, 195B read with Companies(Cost Accounting records] Rules, 2011 to the extentapplicabletothe company. We have, however, notmade a detailed examination of such records.

9. a) According to the records of the company, generally the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day ofthe financial year under review for a period of more than six months from the date they became payable.

b) There are no dues of income tax, sales tax, wealth tax, service tax, customs duty, excise duty and cess, as applicable, which have not been deposited on account of any dispute.

10. The company does not have accumulated losses. The company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

12. As per information and explanations provided 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 ouropinionthe company is nota chitfund ora nidhi/ mutual benefitfund/ society.

14. The company is not dealing or trading in shares, securities, debentures and other investments. However, Investments ofthe company are held in its own name.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from Banks or Financial Institutions as atthe close of theyear.

16. In our opinion and according to the information and explanation given to us, term loan have been applied for the purpose for which they were obtained.

17. According to the information and explanations given to us and on an overall examination ofthe balance sheet of the company, we report that the no funds raised on short-term basis 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 undersection 301 ofthe Companies Act, 195B.

19. During the period covered by our audit report, the company has not issued any debentures.

20. The company has not raised money by public issues during the financial year concerned.

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 B. CHHAWCHHARIA & Co.

Chartered Accountants

Abhishek Gupta

Partner

Firm Registration No: 305123E

Membership Number: 529082

Place: New Delhi

Date: May 30, 2013


Mar 31, 2012

We have audited the attached Balance Sheet of Ashiana Housing Limited as at March 31, 2012, and also the profit and loss account and the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We have conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 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 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 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) Subject to our comments hereinafter, 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;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with significant Accounting Policies and Notes to the Accounts, give the information required by the Companies Act, 1956, in the manner so required 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.

Referred to in paragraph 1 of our Report of even date for the year ended March 31,2012.

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

b) According to the information and explanation given to us, all the fixed assets and capital work in progress have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the company and nature of its assets. As explained, no material discrepancies were noticed on such verification.

c) In our opinion and according to the information and explanations given to us, the company has not disposed substantial part of its fixed assets during the year.

2. a) According to the information and explanations given to us, the management has physically verified the inventory during the year. In our opinion, the frequency of verification is reasonable.

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 the nature of its business.

c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. a) The company has granted unsecured loan to one company covered in the Register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs 4.00 lakhs and year end balance of loan given to such company was Rs Nil.

b) In our opinion the terms and conditions on which interest free loan has been given to the company listed in the register maintained under Section 301 of the Companies Act, 1956 is, prima facie, not prejudicial to the interest of the company.

c) The company is regular in receiving the principal amounts as per stipulation.

d) As explained to us there is no overdue amount of loan given to the company listed in the register maintained under section 301 of the Companies Act, 1956.

e) The company has not taken any unsecured loans from companies, parties or other concern covered in the register maintained under Section 301 of the Companies Act, 1956.

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 with regard to purchases of inventory and fixed assets and with regard to the sale of constructed units and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts and arrangements referred to in Section 301 of the Companies Act, 1956 that need to be entered into the register maintained Under that Section have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions that were made in pursuance of contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 of the Companies Act, 1956 and aggregating during the year toRs 5,00,000/- or more, in respect each party, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public.

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

8. As certified by a cost Accountant, the company has maintained cost records for the year under review, as prescribed under Section 209 (1) (d) of the Companies Act, 1956 read with Companies (Cost Accounting Records) Rules, 2011 to the extent applicable to the company. We have, however, not made a detailed examination of such records.

9. a) According to the records of the company, generally the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day of the financial year under review for a period of more than six months from the date they became payable.

b) There are no dues of income tax, sales tax, wealth tax, service tax, customs duty, excise duty and cess, as applicable, which have not been deposited on account of any dispute.

10. The company does not have accumulated losses. The company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

12. As per information and explanations provided 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.

14. The company is not dealing or trading in shares, securities, debentures and other investments. However, investments of the company, are held in its own name.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from Banks or Financial Institutions as at the close of the year.

16. In our opinion and according to the information and explanation given to us, term loan have been applied for the purpose for which they were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the company, we report that no funds raised on short-term basis 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.

19. During the period covered by our audit report, the company has not issued any debentures.

20. The company has not raised money by public issues during the financial year concerned.

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 B. CHHAWCHHARIA & Co.

Chartered Accountants

(Aashish Jaiswal)

Partner

Firm Registration No: 305123E

Membership Number: 66471

Place: New Delhi

Date: May 30, 2012


Mar 31, 2011

We have audited the attached Balance Sheet of Ashiana Housing Limited as at 31st March 2011, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto in which is incorporated the accounts of erstwhile Ashiana Retirement Villages Limited amalgamated with the Company w.e.f. 1st April, 2010 in terms of the Scheme of Amalgamation sanctioned by the Honble High Court, Kolkata vide their Order dated 21st March, 2011. 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 the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 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 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 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) Subject to our comments hereinafter, 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 31st March 2011 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March 2011 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with significant Accounting Policies and Notes to the Accounts, give the information required by the Companies Act, 1956, in the manner so required and subject particularly to note no 6 on schedule 24 regarding change in method of Accounting for recognition of Revenue in respect of Real Estate Projects, having no impact on the profit for the year, give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the company as at 31st March 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 To The Auditors Report Referred to in paragraph 1 of our Report of even date for the year ended 31st March, 2011.

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

(b) According to the information and explanation given to us, all the fixed assets and capital work in progress have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. As explained, no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed substantial part of its fixed assets during the year.

2 (a) According to the information and explanations given to us, the management has physically verified the inventory during the year. In our opinion, the frequency of verification is reasonable.

(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 the nature of its business.

(c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3 (a)The Company has granted unsecured loan to one company covered in the Register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year and year end balance of loan given to such company was Rs. 4 lakhs.

(b) In our opinion the terms and conditions on which interest free loan has been given to the company listed in the register maintained under Section 301 of the Companies Act, 1956 is, prima facie, not prejudicial to the interest of the company.

(c) The company is regular in receiving the principal amounts as per stipulation.

(d) As explained to us there is no overdue amount of loan given to the company listed in the register maintained under section 301 of the Companies Act, 1956.

(e) The company has not taken any unsecured loans from companies, parties or other concern covered in the register maintained under Section 301 of the Companies Act, 1956.

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 with regard to purchases of inventory and fixed assets and with regard to the sale of constructed units and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5 (a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts and arrangements referred to in Section 301 of the Companies Act, 1956 that need to be entered into the register maintained under that Section have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions that were made in pursuance of contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 of the Companies Act, 1956 and aggregating during the year to Rs. 5,00,000/- or more, in respect of each party, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6 In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public.

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

8 As informed to us maintenance of cost records under Section 209 (1) (d) of the Companies Act, 1956 is not applicable to the company.

9 (a) According to the records of the company, generally the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day of the financial year under review for a period of more than six months from the date they became payable.

(b) There are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess, as

applicable, which have not been deposited on account of any dispute except as detailed below:

Name of the Nature of Amount Relating to Forum where Statute the Dues Rs. the year dispute is pending (Lakhs)

Income Tax Income Tax 7.51 1989-1990 Appellant Act, 1961 Tribunal and Asst. Commissioner of Income Tax

10 The company does not have accumulated losses. The company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

11 In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

12 As per information and explanations provided 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.

14 The company is not dealing or trading in shares, securities, debentures and other investments. However, Investments of the Company, except investments transferred to the company on amalgamation of erstwhile Ashiana Retirement Villages Limited, are held in its own name.

15 According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from Banks or Financial Institutions as at the close of the year.

16 The Company has not taken any Term Loan during the year concerned.

17 According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short- term basis have been used for long-term investment except permanent working capital.

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.

19 During the period covered by our audit report, the company has not issued any debentures.

20 The company has not raised money by public issues during the financial year concerned.

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 B. CHHAWCHHARIA & Co. Chartered Accountants

(Vinit Bagaria) Partner Firm Registration No: 305123E Membership Number: 500872

Place: New Delhi Date : 26th May, 2011


Mar 31, 2010

We have audited the attached Balance Sheet of Ashiana Housing Limited as at March 31, 2010, and also the profit and loss account and the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the 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 the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 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 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 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) Subject to our comments hereinafter, the Balance Sheet, profit and loss account and cash flow statement dealt with by this report comply with the accounting standards referres 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 and 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;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with significant Accounting Policies and Notes to the Accounts, give the information required by the Companies Act, 1956, in the manner so required 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 TO THE AUDITORS REPORT Referred to in paragraph 1 of our Report of even date for the year ended March 31, 2010.

1. (a) The companys records showing full particulars including quantitative details and situation of fixed assets is being updated by the company.

(b) According to the information and explanation given to us, all the fixed assets and capital work in progress have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. As explained, no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the Company has not disposed substantial part of its fixed assets during the year.

2. (a) According to the information and explanations given to us, the management has physically verified the inventory during the year. In our opinion, the frequency of verification is reasonable.

(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 the nature of its business.

(c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3. (a) The Company has granted unsecured loan to one company covered in the Register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 101 lakhs and year end balance of loans given to such company was Rs. Nil.

(b) In our opinion the rate of interest and other terms and conditions on which loans has been given to the company listed in the register maintained under Section 301 of the Companies Act, 1956 is, prima facie, not prejudicial to the interest of the company.

(c) The company is regular in receiving the principal amounts as per stipulation and has been regular in the receipt of interest, as applicable.

(d) As explained to us there is no overdue amount of loan given to the company listed in the register maintained under section 301 of the Companies Act, 1956.

(e) The company has not taken any unsecured loans from companies, parties or other concern covered in the register maintained under Section 301 of the Companies Act, 1956.

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 with regard to purchases of inventory and fixed assets and with regard to the sale of constructed units and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. (a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts and arrangements referred to in Section 301 of the Companies Act, 1956 that need to be entered into the register maintained under that Section have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions that were made in pursuance of contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 of the Companies Act, 1956 and aggregating during the year to Rs. 5 Lakhs or more, in respect of each party, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public.

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

8. As informed to us maintenance of cost records under Section 209 (1) (d) of the Companies Act, 1956 is not applicable to the company.

9. (a) According to the records of the company, generally the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues, as applicable, and no such statutory dues were outstanding as at the last day of the financial year under review for a period of more than six months from the date they became payable.

(b) There are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess, as applicable, which have not been deposited on account of any dispute except as detailed below:



Name of Nature of Amount Rs. Relating Forum where the Statute the Dues (lakhs) to the year dispute

Pending

Appellant Tribunal and

Asst.

Income Income Tax 7.51 1989-1990 Commissioner

Tax Act, of Income Tax



10. The company does not have accumulated losses. The company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holder.

12. As per information and explanations provided 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.

14. The company is not dealing or trading in shares, securities, debentures and other investments. However, Investments of the Company are held in its own name.

15. According to the information and explanations given to us, the company has given corporate guarantee for loan taken by M/s. Ashiana Greenwood Developers, a firm in which the company is a partner, the terms and conditions whereof are not prejudicial to the interest of the company.

16. The Company has not taken any Term Loan during the year concerned.

17. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short - term basis have been used for long - term investment except permanent working capital.

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.

19. During the period covered by our audit report, the company has not issued any debentures.

20. The company has not raised money by public issues during the financial year concerned.

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 B. CHHAWCHHARIA & Co. Chartered Accountants

(VINIT BAGARIA)

Partner

Firm Registration No: 305123E

Membership Number 500872

Place: Gurgaon

Date: May 29, 2010

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