Auditor Report of Befound Movement Ltd.

Mar 31, 2024

We have audited the financial statements of BEFOUND MOVEMENT LIMI iCD (FORMERLY
KNOWN AS REGENCY TRUST LIMITED (“the Company”), which comprise the balance sheet as
at 31st March 2024, and the statement of Profit and Loss, and statement of cash flows for the
year then ended, and notes to the financial statements, including.a summary of significant
accounting policiesand other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us,
the aforesaid financial statements give the information required by the Companies Act, 2013 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 March 31, 2024, and its
financial performance, and its cash flows for the year endedon that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are
further described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report. We are independent of the Company in accordance with the Code of Ethics

issued by the Institute of Chartered Accountants of India together with the ethical requirements

that are relevant to our audit of the financial statements under the provisions of the
Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the Code of Ethics. We believe that
the audit evidencewe have obtained is sufficient and appropriate to provide a basis for our

opinion.

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Emphasis of Matter AW coki

The company’s is having accumulated losses of Rs.55,027,744/- in Profit & Loss Account as at
end of the year. The company have losses in the Profit & Loss Account. As per the management
the company is still a going concern entity and it is in process of identifying new plans to improve
the performance of the company. Instead of the above factors there is no uncertainty on the
company''s ability to continue as a going concern. The company has prepared its financial
statements on a going concern basis.

Information other than the Financial Statements and Auditors’ Report thereon

The Company’s management and Board of Directors are responsible for the other
information. The other information comprises the information included in the Company''s annual
report, but does not include the financial statements and our auditors’ report thereon.

Our opinion on the financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other
information and, indoing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated.

If, based on the work we have performed on the other information obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial
Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements
that give a true and fair view of the financial position, 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.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 tothe preparatioi^m^^^entation of the

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financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.

In preparing the financial statements, the Board of Directors is responsible for assessing the

Company''s abilityto continue as a going concern, disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless the Board of Directors

either intends to liquidate the Company or to cease operations, or has no realistic alternative but
to do so.

The Board of Directors are also responsible for overseeing the company’s financial reporting
process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements

as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the

aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements. •

As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit
procedures thatare appropriate in the circumstances.

Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.

Conclude on the appropriateness of management’s use of the going concern basis of
accounting and, basedon the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists
we are required to draw attention in our auditor''s report to1he7elated disclosures in the

financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However,future events or conditions may cause the Company to cease to continue
as a going concern.

Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control thatwe identify during our audit.

We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters thatmay reasonably be thought to bear on our independence,
and where applicable, related safeguards.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by
the CentralGovernment of India in terms of sub-section (11) of section 143 of the Companies
Act, 2013, we give in the “Annexure A" a statement on the matters specified in paragraphs 3 and
4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, we report that:

(1) 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.

(2) 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.

(3) 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.

(4) In our opinion, the aforesaid financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014.

(5) On the basis of the written representations received from the directors as on 31st
March, 2024 taken onrecord by the Board of Directors, none of the directors is disqualified as

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on 31st March, 2024 from being appointed as a director in terms of Section 164(2) of the Act.

(6) With respect to the adequacy of the internal financial controls with reference to financial
statements of the Company and the operating effectiveness of such controls, the company is
exempt from getting an audit opinion on internal financial control.

(7) 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 disclosed details regarding pending litigations in note 28 of
financial statements, which would impact its financial position.

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

(c) There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.

(d) (i) The management has represented that, to the best of it’s knowledge and belief,
other than as disclosed in the notes to the accounts, no funds have been advanced or
loaned or invested (either from borrowed funds or share premium or any other sources or
kind of funds) by the company to or in any otherperson(s) or entity(ies), including foreign
entities (Intermediaries”), with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether, directly or indirectly lend or investin other
persons or entities identified in any manner whatsoever by or on behalf of the company

(“UltimateBeneficiaries’’) or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries;

(ii) The management has represented, that, to the best of it’s knowledge and belief, other
than as disclosed in the notes to the accounts, no funds have been received by the
company from any person(s) or entity(ies), including foreign entities (“Funding Parties”),
with the understanding, whether recorded in writing or otherwise, that the company shall,
whether, directly or indirectly, lend or invest in other personsor entities identified in any
manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf of tt^ltimate Beneficiaries; and

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(iii) Based on audit procedures which we considered reasonable and appropriate in the
circumstances, nothing has come to their notice that has caused them to believe that the
representations under sub-clause (i) and (ii) contain any material mis-statement.

(e) The company has not declared or paid any dividend during the year in contravention
of the provisions of section 123 of the Companies Act, 2013.

(8) With respect to the matter to be included in the Auditors’ Report under Section 197(16) of

the Act, in our opinion and according to the information and explanations given to us, the limit

prescribed by section 197 for maximum permissible managerial remuneration is not applicable
to a private limited company.

Ajmera & Associates
Chartered Accountants

L-ira Registration No: FRN 137051W
Lalit Kumar Ajmera j FRN.

Proprietor l® l 137051W

Membership No: 156116
UDIN: 24156116BKAIUA8403
Peer Review No. 014614

Place: Mumbai
Date: 28/05/2024

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Mar 31, 2015

We have audited the accompanying financial statements of Regency Trust 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 Financial Statements

The Company's Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the company in accordance with 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 the 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 the 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 internal financial control, 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 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 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 true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial control system over financial reporting and operating effectiveness of such control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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 financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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:

i. In the case of the Balance Sheet, of the state of affairs of the Company as at 31 March 2015

ii. In the case of the Statement of Profit and loss, of the loss for the year ended on that date ;

and

iii. 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, 2015 ('the order') issued by the Central Government of India in terms of section 143 of the Companies Act, 2013, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143 (3) of the Act, we report that:

a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

b. in our opinion proper books of account as required 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 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 written representations received from the directors as on 31 March 2015, 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 Section 164(2) of the Act;

f. With respect to the other matters included in the Auditor's Report and to our best of our information and accounting to the explanations given to us:

i. The company does not have any pending litigations which would impact its financial position;

ii. The company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses;

iii. There were no amounts which required to be transferred to the Investor Education and Protection Fund by the Company

ANNEXURE TO THE AUDITOR'S REPORT

(Referred to in paragraph (1) under the heading 'Report on the Legal and Regulatory Requirements' of our Report of even date)

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

(b) As explained to us; fixed assets have been physically verified by the management at regular intervals; as informed to us no material discrepancies were noticed on such verification;

2. The company does not have any inventory and thus clause 3 (ii) of the companies (Auditor's Report) Order, 2015, is not applicable to the Company.

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

4. In our opinion and according to the information and explanations given to us; there is adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of fixed assets and for the sale of services. Further, on the basis our examination of the books and records of the company and according to the information and explanations given to us, no major weakness has not been noticed or reported.

5. The company has not accepted any deposits from the public covered under section 73 to 76 of the Companies Act, 2013

6. According to the information and explanation given to us , the Central Government has not prescribed maintenance of cost records under sub-section (1) of Section 148 of the Act in respect of the any activities of the Company.

7. (a) According to the information and explanations given to us and based on the records of the company examined by us, the company is regular in depositing the undisputed statutory dues with the appropriate authorities. According to the information and explanations given to us and the records of the Company examined by us, investor Education protection Fund, Employees State Insurance, Custom Duty, Excise Duty, Cess are not applicable to the Company.

(b) According to the information and explanations given to us and based on the records of the company examined by us, there are no dues of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty and Excise Duty which have not been deposited on account of any disputes.

(c) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and protection Fund. The question of reporting delay in transferring such sums does not arise as at 31st March, 2015.

8. The accumulated losses of the Company have exceeded fifty percent of its net worth. The Company has incurred cash loss during the financial year covered by our audit and also in the immediately preceding financial year.

9. According to the records of the company examined by us and as per the information and explanations given to us, the company has not availed of any loans from financial institutions or banks and has not issued debentures.

10. In our opinion, and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from a bank or financial institution during the year.

11. In our opinion, and according to the information and explanation given to us, the company has not raised any term loans during the year.

12. During the course of our examination of the books and records of the company, carried in accordance with the auditing standards generally accepted in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the course of our audit nor have we been informed of any such instance by the Management.

For M M Pandit & Associates Chartered Accountants FRN: 117496W

CA Prakash Modi Partner M. No. 101463

Date: September 03, 2015 Place: Mumbai

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Mar 31, 2014

1. We have audited the attached Balance Sheet of REGENCY TRUST LIMITED (''the Company'') as at 31st March, 2014 and the related Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor''s Report) Order, 2003 as amended by Companies (Auditor''s Report) amendment Order, 2004 (together with the order) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we annex here to a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred in paragraph (3) The Management Discussion and Analysis Report forms part of the Annual report as above and information and explanations provided to us, we report that:

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

b. In our opinion, proper books of accounts as required by law have been kept by the Company as far as it appears from our examination of those books.

c. The Balance Sheet, Profit and Loss account and Cash Flow statement referred to in this report are in agreement with the books of account of the Company.

d. In our opinion, these financial statements comply with the Accounting Standard referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 except as stated in para f (i) and (ii) below.

e. On the basis of the written representation received from the Directors as on 31st March, 2014 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2014 from being appointed as Director in term of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

f. In our opinion, and to the best of our information and according to the explanations given to us, the accounts together with the notes thereon of schedule 11 and in particular give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

I. In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014 and

II. In the case of the Profit and Loss account, of the Loss for the year ended on 31st March, 2014.

III. In the case of the Cash Flow Statement, of the Cash Flow for the year ended on 31st March, 2014.

As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in term of Section 227(4A) of the Companies Act, 1956 and in our opinion and on the basis of such checks as we considered appropriate, we further report that:

1. a. The Company has maintained proper records showing full particulars including quantitative details & situation of fixed assets.

b. As explained to us, Fixed Assets, if any, have been physically verified during the year by the Management at the reasonable interval and no material discrepancies were noticed on such verification as compared with the available records.

c. During the year, the Company has not disposed off any substantial part of its fixed assets which has affected going concern status of the Company.

2. a. As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the Management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

3. According to the information & explanation given to us, the Company has not granted or taken loans, secured or unsecured to/from companies or other parties listed in the register maintained u/s. 301 of the Companies'' act 1956. According, sub-clause 4(iii) (b), (c), (d), (e), (f) & (g) are not applicable to the Company.

4. According to the information & explanations given to us, there is generally adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to the purchase of fixed assets, inventories & sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. The Company has not entered into any transaction covered by section 297 and 299 of the Act and so paragraphs 4(v) (a) and (b) of the said Order is not applicable.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of Section 58A and 58AA or any other provision of the Companies Act, 1956.

7. The Company has neither formal internal audit department nor internal auditors. However, Company''s control procedure ensures reasonable internal checking of its financial and other records.

8. In our opinion and according to the information and explanation given to us, maintenance of cost records has not been prescribed by the Central Government under clause (d) of the Section 209(1) of the Companies Act, 1956, hence the question of reporting under clause 4(viii) of the said Order does not arise.

a. In our opinion and according to the records of the Company, the Company is regular in depositing with the appropriate authorities undisputed statutory dues including Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess & other material statutory dues applicable to it. We have been informed by the Company, provision of Provident Fund, Employees State Insurance Scheme is not applicable and also provisions of Investor Education & Protection Fund are not applicable.

b. As per records of the Company and according to the information & explanation given to us, generally no undisputed amount payable in respect of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty, Excise Duty, Cess were outstanding at the year end for a period more than six months from the date they become payable.

c. According to the information & explanation given to us there are no dues of Sales Tax, Income Tax, Customs duty, Service Tax, Wealth Tax, Excise Duty and Cess which have not been deposited on account of any dispute.

9. The Company have accumulated losses at the end of the financial year.

10. According to information & explanations given to us, the Company has not defaulted in the repayment of dues to financial institution & Banks. The Company has not borrowed any sums through Debentures.

11. Based on our examination of the records and information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

12. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the said Order, 2003 is not applicable to the Company.

13. In respect of dealing in Shares, Securities, Debentures and other Investments, in our opinion and according to information and explanations given to us, proper records have been maintained of the transaction and contracts and timely entries have been made therein. The Shares, Securities, Debentures and other Investments have been held by the Company in its own name.

14. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a Bank or Financial Institutions.

15. The Company has not obtained any term loans. Accordingly, the question of reporting on its applications does not arise.

16. According to the information and explanation given to us and on overall examination of the Balance Sheet of the Company, we report that generally no funds raised on short term basis have been used during the year for the long term investment.

17. The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained u/s. 301 of the Companies Act, 1956.

18. There are no debentures issued or outstanding during the year.

19. The Company has not raised any money by public issue during the year; accordingly paragraph 4(xx) of the said Order is not applicable.

20. According to the information & explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For D M Oza & Associates Chartered Accountants Firm Registration No: 119407W

D.M. Oza Proprietor Date: May 30, 2014 M. No. : 106993

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Mar 31, 2013

1. We have audited the attached Balance Sheet of REGENCY TRUST LIMITED (''the Company'') as at 31st March, 2013 and the related Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor''s Report) Order, 2003 as amended by Companies (Auditor''s Report) amendment Order, 2004 (together with the order) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we annex here to a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred in paragraph (3) The Management Discussion and Analysis Report forms part of the Annual report as above and information and explanations provided to us, we report that:

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

b. In our opinion, proper books of accounts as required by law have been kept by the Company as far as it appears from our examination of those books.

c. The Balance Sheet, Profit and Loss account and Cash Flow statement referred to in this report are in agreement with the books of account of the Company.

d. In our opinion, these financial statements comply with the Accounting Standard referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 except as stated in para f (i) and (ii) below.

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

f. In our opinion, and to the best of our information and according to the explanations given to us, the accounts together with the notes thereon of schedule 11 and in particular give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

I. In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013 and

II. In the case of the Profit and Loss account, of the Loss for the year ended on 31st March, 2013.

III. In the case of the Cash Flow Statement, of the Cash Flow for the year ended on 31st March, 2013.

Annexure referred to in paragraph 3 of our report even date:

As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in term of Section 227(4A) of the Companies Act, 1956 and in our opinion and on the basis of such checks as we considered appropriate, we further report that:

1. a. The Company has maintained proper records showing full particulars including quantitative details & situation of fixed assets.

b. As explained to us, Fixed Assets, if any, have been physically verified during the year by the Management at the reasonable interval and no material discrepancies were noticed on such verification as compared with the available records.

c. During the year, the Company has not disposed off any substantial part of its fixed assets which has affected going concern status of the Company.

2. a. As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the Management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

3. According to the information & explanation given to us, the Company has not granted or taken loans, secured or unsecured to/from companies or other parties listed in the register maintained u/s. 301 of the Companies'' act 1956. According, sub-clause 4(iii) (b), (c), (d), (e), (f) & (g) are not applicable to the Company.

4. According to the information & explanations given to us, there is generally adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to the purchase of fixed assets, inventories & sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. The Company has not entered into any transaction covered by section 297 and 299 of the Act and so paragraphs 4(v) (a) and (b) of the said Order is not applicable.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of Section 58A and 58AA or any other provision of the Companies Act, 1956.

7. The Company has neither formal internal audit department nor internal auditors. However, Company''s control procedure ensures reasonable internal checking of its financial and other records.

8. In our opinion and according to the information and explanation given to us, maintenance of cost records has not been prescribed by the Central Government under clause (d) of the Section 209(1) of the Companies Act, 1956, hence the question of reporting under clause 4(viii) of the said Order does not arise.

a. In our opinion and according to the records of the Company, the Company is regular in depositing with the appropriate authorities undisputed statutory dues including Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess & other material statutory dues applicable to it. We have been informed by the Company, provision of Provident Fund, Employees State Insurance Scheme is not applicable and also provisions of Investor Education & Protection Fund are not applicable.

b. As per records of the Company and according to the information & explanation given to us, generally no undisputed amount payable in respect of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty, Excise Duty, Cess were outstanding at the year end for a period more than six months from the date they become payable.

c. According to the information & explanation given to us there are no dues of Sales Tax, Income Tax, Customs duty, Service Tax, Wealth Tax, Excise Duty and Cess which have not been deposited on account of any dispute.

9. The Company have accumulated losses at the end of the financial year.

10. According to information & explanations given to us, the Company has not defaulted in the repayment of dues to financial institution & Banks. The Company has not borrowed any sums through Debentures.

11. Based on our examination of the records and information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

12. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the said Order, 2003 is not applicable to the Company.

13. In respect of dealing in Shares, Securities, Debentures and other Investments, in our opinion and according to information and explanations given to us, proper records have been maintained of the transaction and contracts and timely entries have been made therein. The Shares, Securities, Debentures and other Investments have been held by the Company in its own name.

14. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a Bank or Financial Institutions.

15. The Company has not obtained any term loans. Accordingly, the question of reporting on its applications does not arise.

16. According to the information and explanation given to us and on overall examination of the Balance Sheet of the Company, we report that generally no funds raised on short term basis have been used during the year for the long term investment.

17. The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained u/s. 301 of the Companies Act, 1956.

18. There are no debentures issued or outstanding during the year.

19. The Company has not raised any money by public issue during the year; accordingly paragraph 4(xx) of the said Order is not applicable.

20. According to the information & explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For K R Bind & Co Chartered Accountants M. No. : 126850W

Place: Kolkata Proprietor Date: May 30, 2013

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Mar 31, 2012

1. We have audited the attached Balance Sheet of REGENCY TRUST LIMITED (''the Company'') as at 31st March, 2012 and the related Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor''s Report) Order, 2003 as amended by Companies (Auditor''s Report) amendment Order, 2004 (together with the order) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we annex here to a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred in paragraph (3) The Management Discussion and Analysis Report forms part of the Annual report as above and information and explanations provided to us, we report that:

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

b. In our opinion, proper books of accounts as required by law have been kept by the Company as far as it appears from our examination of those books.

c. The Balance Sheet, Profit and Loss account and Cash Flow statement referred to in this report are in agreement with the books of account of the Company.

d. In our opinion, these financial statements comply with the Accounting Standard referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 except as stated in para f (i) and (ii) below.

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

f. In our opinion, and to the best of our information and according to the explanations given to us, the accounts together with the notes thereon of schedule 11 and in particular give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

I. In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012 and

II. In the case of the Profit and Loss account, of the Profit for the year ended on 31st March, 2012.

III. In the case of the Cash Flow Statement, of the Cash Flow for the year ended on 31st March, 2012.

As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in term of Section 227(4A) of the Companies Act, 1956 and in our opinion and on the basis of such checks as we considered appropriate, we further report that:

1. a. The Company has maintained proper records showing full particulars including quantitative details & situation of fixed assets.

b. As explained to us, Fixed Assets have been physically verified during the year by the Management at the reasonable interval and no material discrepancies were noticed on such verification as compared with the available records.

c. During the year, the Company has not disposed off any substantial part of its fixed assets which has affected going concern status of the Company.

2. a. As explained to us, the inventories were physically verified during the year by the

Management at reasonable intervals

b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the Management were reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

3. According to the information & explanation given to us, the Company has not granted or taken loans, secured or unsecured to/from companies or other parties listed in the register maintained u/s. 301 of the Companies'' act 1956. According, sub-clause 4(iii) (b), (c), (d), (e), (f) & (g) are not applicable to the Company.

4. According to the information & explanations given to us, there is generally adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to the purchase of fixed assets, inventories & sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. The Company has not entered into any transaction covered by section 297 and 299 of the Act and so paragraphs 4(v) (a) and (b) of the said Order is not applicable.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public within the meaning of Section 58A and 58AA or any other provision of the Companies Act, 1956.

7. The Company has neither formal internal audit department nor internal auditors. However, Company''s control procedure ensures reasonable internal checking of its financial and other records.

8. In our opinion and according to the information and explanation given to us, maintenance of cost records has not been prescribed by the Central Government under clause (d) of the Section 209(1) of the Companies Act, 1956, hence the question of reporting under clause 4(viii) of the said Order does not arise.

a. In our opinion and according to the records of the Company, the Company is regular in depositing with the appropriate authorities undisputed statutory dues including Income Tax, Sales Tax, Wealth Tax, Service Tax , Custom Duty, Excise Duty, Cess & other material statutory dues applicable to it. We have been informed by the Company, provision of Provident Fund, Employees State Insurance Scheme is not applicable and also provisions of Investor Education & Protection Fund are not applicable.

b. As per records of the Company and according to the information & explanation given to us, generally no undisputed amount payable in respect of Income Tax, Wealth Tax, Service Tax , Sales Tax, Customs Duty, Excise Duty, Cess were outstanding as at 31.03.2012 for a period more than six months from the date they become payable.

c. According to the information & explanation given to us there are no dues of Sales Tax, Income Tax, Customs duty, Service Tax, Wealth Tax, Excise Duty and Cess which have not been deposited on account of any dispute.

9. The Company have accumulated losses at the end of the financial year.

10. According to information & explanations given to us, the Company has not defaulted in the repayment of dues to financial institution & Banks. The Company has not borrowed any sums through Debentures.

11. Based on our examination of the records and information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

12. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the said Order, 2003 is not applicable to the Company.

13. In respect of dealing in Shares, Securities, Debentures and other Investments, in our opinion and according to information and explanations given to us, proper records have been maintained of the transaction and contracts and timely entries have been made therein. The Shares, Securities, Debentures and other Investments have been held by the Company in its own name.

14. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from a Bank or Financial Institutions.

15. The Company has not obtained any term loans. Accordingly, the question of reporting on its applications does not arise.

16. According to the information and explanation given to us and on overall examination of the Balance Sheet of the Company, we report that generally no funds raised on short term basis have been used during the year for the long term investment.

17. The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained u/s. 301 of the Companies Act, 1956.

18. There are no debentures issued or outstanding during the year.

19. The Company has not raised any money by public issue during the year; accordingly paragraph 4(xx) of the said Order is not applicable.

20. According to the information & explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our Audit.

For Arun Jain & Associates

Chartered Accountants



Arun Jain

Place: Kolkata Proprietor

Date: September 01, 2012

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Mar 31, 2010

We have audited the attached Balance Sheet of M/S. Regency Trust Ltd. as at 31st March, 2010 and also the Profit and Loss account of the year ended on the date annexed thereto and cash flow statement for the year ended on that date. 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. We, have obtained all the information and explanations which, to the best of our knowledge and belief were necessary for the purpose of our audit.

2. In our opinion, proper books of accounts as required by law have been kept by the Company so far as it appears from our examination of the books.

3. The said Balance Sheet and Profit & Loss Account are in agreement with the books of accounts.

4. In our opinion, the balance sheet, profit & 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;

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

6. As required by the Companies (Auditors Rep(ort) order, 2003 issued by the central government of India in terms of sub-section (4A) of the section 227 of the Companies Act, 1956. We enclose in the annexure a statement on the matters specified in paragraph 4" and 5 of the said order.

7. In our opinion and to the best of our information and according to the explanations given to us, the Accounts together with the schedules annexed thereto read with the notes on account made thereon subject to annexure attached to this report and notes in the Notes of Accounts, given the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India:

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

ii. In the case of the Profit and Loss Account of the profit for the year ended on that date.

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

Annexure to the Auditors Report For the Year Ended on 31-03-2010 (Referred to in paragraph (3) of our report of even date)

(i) (a) The Company has maintained proper record to show full particulars including quantitative details and situation of fixed assets. (b) The fixed assets have been physically verified by the management. In our opinion, the frequency of verification is reasonable. No material discrepancies have been noticed on such verifications. (ii) (a) As explained to us, physical verification .of the inventory (except material in transit and lying with third parties) has been conducted by the management at reasonable intervals. In our opinion, the frequency of verification is reasonable.

(b) In our opinion, the procedure 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 the 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. However no verification of inventory took place during the year.

(iii> (a) (i) The Company has not granted any loans secured or unsecured to Companies, firm or other parties listed in the register maintained under Section 301 of the Companies Act, 1956 and as such information regarding rate of interest, overdue amounts and other terms & conditions of loans granted is not required to be furnished. (ii) The Company has not taken any loans during the year from the parties covered in the registered maintained u/s. 301 of the Companies Act, 1956.

(b) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies, firms or other parties listed in the register maintained u/s. 301 are prima facia not prejudicial to the interest of the Company.

(c) in our opinion, the company is regular in replying the principal amounts as per stipulations & has been regular in payment of interest whatever applicable.

(d) As per records, of the company, there is no overdue amounts of loan taken from companies firms or other parties listed in the register maintained u/s. 301 of the companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us. There are adequate internal control system commensurate with size of the company and the nature of its business with regards to purchase of inventory and fixed assets and for the sale of goods and services. Further on the basis of our examination of the books and records of the company carried out in according with the auditing standards generally accepting in India, we have not observed any continuing failure to correct major weaknesses in the, foresaid internal control procedure.

(v) (a) According to the information and explanations given to us we are of the opinion that the transactions that need to be entered into the registered maintained u/s. 301 of the Companies Act, 1956 have been so entered

(b) In our opinion and according to the information and explanations given to us, no transactions of purchase and sale of goods materials and services, made in pursuance of contracts or arrangements to be entered into the registered maintained u/s. 301 of the Companies Act, 1956, aggregate during the year to Rs. 5 Lacs in respect of any party.

(vi) In our opinion and according to the information and explanation given to us, the company has not accepted any deposit within the provision of section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules 1975.

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

(viii) We have broadly reviewed the books of account maintained by the company pursuant to the order made by the Central Government for the maintenance of cost records u/s. 209(1) (d) of the Companies Act, 1956, and we are of the opinion that prima facia the prescribed accounts and records have been made and maintained.

(ix) (a) According to the records of the Company and as explained to us, the company is regular in depositing with the appropriate authorities undisputed statutory dues including Provident Funds, Service tax, Investor Education and Provident Fund, Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Cess, and other Statutory dues to the extent applicable to it.

(b) According to the information and explanation given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, custom duty, excise duty and cess were outstanding as at 31st March 2010 for a period or more than six months from the date they become payable.

(x) The company has incurred losses in previous years and it has accumulated losses. However the company has earned the profit during the year.

(xi) Based on our examination of documents and record maintained by the company, we are of the opinion that since the company has not granted any loan and advance on the basis of security by way of pledge of shares, debenture and other securities, it is not required to maintain records in respect thereof.

(xii) In our opinion, the company is neither a chit fund nor nidhi / mutual benefit fund / Society and hence clause 4 (xii) of the Order is not applicable.

(xiii) The company is dealing in or trading in share, securities, debentures and other investments and accordingly the company has maintained sufficient records showing quantity and value of shares purchased and sold. The investments made by the company are held in the name of the company.

(xiv) Based on our examination of the records, we are of the opinion that the company has not given any guarantee for loans taken by others from banks or financial institutions.

(xv) According to the information and explanations given to us and on over all examination of the balance sheet of the company we report that the funds raised on short term basis have not been used for long term investment.

(xvi) During the year the company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s. 301 of the Companies Act, 1956.

(xvii) During the year the company has not issued any debenture.

(xviii) During the year under review no money was raised by public issue.

(xix) During the course of examination of the books and records of the company, carried out in accordance with auditing standards generally accepted in India, we have neither come across any instance of fraud by the Company, noticed or reported during the year not have been informed of such case by the management.

PLACE : KOLKATA FOR ARUN JAIN & ASSO.

DATE : 01.09.2010 CHARTERED ACCOUNTANTS

Sd/- ARUN JAIN (PROPRIETOR)

M.No.53693