Auditor Report of Brijlaxmi Leasing & Finance Ltd.

Mar 31, 2014

We have audited the attached Balance Sheet of BRIJLAXMI LEASING & FINANCE LIMITED as at 31st March, 2014 and also Profit and Loss Account and Cash Flow statement of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurances about the financial statements are free from material misstatement. An audit also 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 over all 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 Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified therein.

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

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

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

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

d. In our opinion, the Balance Sheet, the Profit & Loss account and the Cash Flow Statement dealt with by this report comply with Accounting Standard referred to in sub section (3C) of Section 211 of the Companies Act, 1956 except AS-15 relating to Accounting for Retirement Benefits in the Financial Statement of Employers.

e. On the basis of written representation received from directors of the company and taken on records by the board of directors, none of the directors of the Company is prima facie, as at 31.03.2014 is disqualified from being appointed as director of the Company u/s 274 (1)(g) 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 said Profit and Loss Account and the Balance sheet read together with the notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

i) In the case of the Balance Sheet of the State of affairs of the Company as at 31st March, 2014,

ii) In the case of Profit and Loss Account, the Profit of the Company for the year ended on that date, and

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

ANNEXURE TO THE AUDITORS''REPORT

(Statement referred to in paragraph 1 of our Report of even date on the Accounts of BRIJLAXMI

LEASING & FINANCE LIMITED for the year ended 31st March, 2014.

1)

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

b) T he Fixed assets have been physically verified by management at reasonable intervals. No material discrepancies were noticed on such verification.

c) During the year company has not disposed off any fixed assets.

2)

a) The stock in trade of shares and securities held in physical format has been physically verified and those held in dematerialized form have been verified from the relevant statements received from the depositories by the management. In our opinion having regard to the nature of stocks, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stock of shares and securities followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business.

c) In our opinion, the company has maintained proper records of inventory. No material discrepancies have been noticed on physical verification of stocks of shares and securities as compared to book records.

3) a) As informed to us, the company has not granted unsecured loans to any parties covered in the register maintained under section 301 of the Act.

b) The Company has not taken unsecured loan from any party 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, for the purchase of inventory and fixed assets and for the sale goods. During the course of audit no major weakness has been noticed in these internal controls.

5) In our opinion and according to the information and explanations given to us the company has not done any transaction that needs to be entered into the registered maintained under section 301 of the Companies Act, 1956.

6) In our opinion and according to the information and explanations given to us the company has not accepted any deposits from the public within the meaning of section 58-A and 58- AA of the Act and the rules framed there under. Therefore, the provision of clause (vi) of the Companies (Auditor''s Report) Order, 2003(as amended) are not applicable to the company.

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

8) The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the companies Act, 1956 for any of the products of the company.

9)a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty and cess were in arrears, as at 31st March 2014 for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues of sales tax, income tax, customs duty wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10) The accumulated losses of the company are not more than fifty percent of its net worth at the end of financial year. Company has incurred cash loss during the financial year covered by our audit.

11) The company has not taken any loan from bank or financial institution.

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

13) The Company is not a chit fund or a nidhi mutual benefit/society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor''s Report) order 2003 are not applicable to the company.

14) In our opinion the company has maintained proper records and contracts with respect to its investments where timely entries of transactions are made in former. All investments at the close of the year are held in the name of the company.

15) In our opinion the Company has not given any guarantee for loans taken by others from Bank or Financial institutions.

16) As the company has not taken any term loan, Para 4 (xvi) of the order is not applicable.

17) The company has not raised any fund, long term or short term during the year.

18) The company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19) According to the information and explanations given to us the company has not issued debentures during the year.

20) The company has not raised any money through a public issue during the year.

21) Based upon the audit procedures performed and information and explanations given to us, we report that no fraud on or by the Company has been noticed during the course of our audit.

For Dinesh Bangar & Co Chartered Accountants Firm Reg. No. : 102588W DINESH C. BANGAR Partner M. No. 036247

Place: Vasai (E), Thane Date: 2nd September, 2014

---

Mar 31, 2013

We 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 assurances about the financial statements are free from material misstatement. An audit also 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 Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified therein.

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

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

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

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

d. In our opinion, the Balance Sheet, the Profit & Loss account and the Cash Flow Statement dealt with by this report comply with Accounting Standard referred to in sub section (3C) of Section 211 of the Companies Act, 1956 except AS-15 relating to Accounting for Retirement Benefits in the Financial Statement of Employers.

e. On the basis of written representation received from directors of the company and taken on records by the board of directors, none of the directors of the Company is prima facie, as at 31.03.2013 is disqualified from being appointed as director of the Company u/s 274 (1)(g) of the Companies Act, 1956.

f. In our opinion and to the best of our information and according to the explanations given to us, they said Profit and Loss Account and the Balance sheet read together with the notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

i) In the case of the Balance Sheet of the State of affairs of the Company as at 31st March, 2013,

ii) In the case of Profit and Loss Account, the Profit of the Company for the year ended on that date, and

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

(Statement referred to in paragraph 1 of our Report of even date on the Accounts of BRIJLAXMI LEASING & FINANCE LIMITED for the year ended 31st March, 2013.)

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

b) T he Fixed assets have been physically verified by management at reasonable intervals. No material discrepancies were noticed on such verification.

c) During the year company has not disposed off any fixed assets.

a) The stock in trade of shares and securities held in physical format has been physically verified and those held in dematerialized form have been verified from the relevant statements received from the depositories by the management. In our opinion having regard to the nature of stocks, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stock of shares and securities followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business.

c) In our opinion, the company has maintained proper records of inventory. No material discrepancies have been noticed on physical verification of stocks of shares and securities as compared to book records.

a) As informed to us, the company has not granted unsecured loans to any parties covered in the register maintained under section 301 of the Act.

b) The Company has not taken unsecured loan from any party 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, for the purchase of inventory and fixed assets and for the sale goods. During the course of audit no major weakness has been noticed in these internal controls.

5) In our opinion and according to the information and explanations given to us the company has not done any transaction that needs to be entered into the registered maintained under section 301 of the Companies Act, 1956.

6) In our opinion and according to the information and explanations given to us the company has not accepted any deposits from the public within the meaning of section 58-A and 58- AA of the Act and the rules framed there under. Therefore, the provision of clause (vi) of the Companies (Auditor''s Report) Order, 2003(as amended) are not applicable to the company.

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

8) The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the companies Act, 1956 for any of the products of the company.

9)

a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty and cess were in arrears, as at 31st March 2013 for a period of more than six months from the date they became payable.

c) According to the information and explanations given to us, there are no dues of sales tax, income tax, customs duty wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10) The accumulated losses of the company are not more than fifty percent of its net worth at the end of financial year. Company has incurred cash loss during the financial year covered by our audit.

11) The company has not taken any loan from bank or financial institution.

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

13) The Company is not a chit fund or a nidhi mutual benefit/society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor''s Report) order 2003 are not applicable to the company.

14) In our opinion the company has maintained proper records and contracts with respect to its investments where timely entries of transactions are made in former. All investments at the close of the year are held in the name of the company.

15) In our opinion the Company has not given any guarantee for loans taken by others from Bank or Financial institutions.

16) As the company has not taken any term loan, Para 4 (xvi) of the order is not applicable.

17) The company has not raised any fund, long term or short term during the year.

18) The company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19) According to the information and explanations given to us the company has not issued debentures during the year.

20) The company has not raised any money through a public issue during the year.

21) Based upon the audit procedures performed and information and explanations given to us, we report that no fraud on or by the Company has been noticed during the course of our audit.

For Dinesh Bangar & Co

Chartered Accountants

Firm Reg. No. : 102588W



Dinesh C. Bangar

Partner

M. No. 036247

Place: Vasai (E), Thane

Date: 2nd September, 2013

---

Mar 31, 2012

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

We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurances about the financial statements are free from material misstatement. An audit also 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 over all 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 Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified therein.

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

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

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

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

d. In our opinion, the Balance Sheet, the Profit & Loss account and the Cash Flow Statement dealt with by this report comply with Accounting Standard referred to in sub section (3C) of Section 211 of the Companies Act, 1956 except AS-15 relating to Accounting For Retirement Benefits in the Financial Statement of Employers.

e. On the basis of written representation received from directors of the company and taken on records by the board of directors, none of the directors of the Company is prima facie, as at 31.03.2012 is disqualified from being appointed as director of the Company u/s 274 (1)(g) 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 said Profit and Loss Account and the Balance sheet read together with the notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

i) In the case of the Balance Sheet of the State of affairs of the Company as at 31st March, 2012,

ii) In the case of Profit and Loss Account, the Profit of the Company for the year ended on that date, and

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

ANNEXURE TO THE AUDITORS''REPORT

(Statement referred to in paragraph 1 of our Report of even date on the Accounts of BRIJLAXMI LEASING & FINANCE LIMITED for the year ended 31st March, 2012.)

1)

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

b) The Fixed assets have been physically verified by management at reasonable intervals. No material discrepancies were noticed on such verification.

c) During the year company has not disposed off any fixed assets. 2)

a) The stock in trade of shares and securities held in physical format has been physically verified and those held in dematerialized form have been verified from the relevant statements received from the depositories by the management. In our opinion having regard to the nature of stocks, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of stock of shares and securities followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business.

c) In our opinion, the company has maintained proper records of inventory. No material discrepancies have been noticed on physical verification of stocks of shares and securities as compared to book records.

3)

a) As informed to us, the company has not granted unsecured loans to any parties covered in the register maintained under section 301 of the Act.

b) The Company has not taken unsecured loan from any party 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, for the purchase of inventory and fixed assets and for the sale goods. During the course of audit no major weakness has been noticed in these internal controls.

5) In our opinion and according to the information and explanations given to us the company has not done any transactions that needs to be entered into the registered maintained under section 301 of the Companies Act, 1956.

6) In our opinion and according to the information and explanations given to us the company has not accepted any deposits from the public within the meaning of section 58-A and 58- AA of the Act and the rules framed there under. Therefore, the provision of clause (vi) of the Companies (Auditor''s Report) Order, 2003(as amended) are not applicable to the company.

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

8) The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the companies Act, 1956 for any of the products of the company.

9)

a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, excise duty and cess were in arrears, as at 31st March 2012 for a period of more than six months from the date they became payable. c) According to the information and explanations given to us, there are no dues of sales tax, income tax, customs duty wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10) The accumulated losses of the company are not more than fifty percent of its net worth at the end of financial year. Company has incurred cash loss during the financial year covered by our audit.

11) The company has not taken any loan from bank or financial institution.

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

13) The Company is not a chit fund or a nidhi mutual benefit/society. Therefore, the provisions of clause 4(xiii) of the companies (Auditor''s Report) order 2003 are not applicable to the company.

14) In our opinion the company has maintained proper records and contracts with respect to its investments where timely entries of transactions are made in former. All investments at the close of the year are held in the name of the company.

15) In our opinion the Company has not given any guarantee for loans taken by others from Bank or Financial institutions.

16) As the company has not taken any term loan, para 4 (xvi) of the order is not applicable.

17) The company has not raised any fund, long term or short term during the year.

18) The company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19) According to the information and explanations given to us the company has not issued debentures during the year.

20) The company has not raised any money through a public issue during the year.

21) Based upon the audit procedures performed and information and explanations given to us, we report that no fraud on or by the Company has been noticed during the course of our audit.

For Dinesh Bangar & Co

Chartered Accountants

Firm Reg. No. : 102588W

Dinesh C. Bangar

Partner

M. No. 036247

Place: Vasai (E), Thane

Date: 3rd September, 2012

---

Mar 31, 2010

As at 31st March 2010 and Profit & Loss Account of the company for the year ended on that date. These financial statements are the responsibility of Companys management. My responsibility is to express an opinion on these financial statements based on my audit and reports that:

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

1. As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of section 227 (4A) of the companies Act 1956, The matter specified under paragraph 4 & 5 of Section 227 is not applicable to the Company in the said Order.

2. Further to my comments in the Annexure referred to the paragraph 1 above, I state that:

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

b. In my opinion, proper books of accounts, as required by law, have been kept by the company, so far as appears from my examination of such books.

c. . The Balance Sheet and the Profit and Loss Account referred to in this report are in agreement with the books of accounts

d. In my opinion the Balance Sheet and Profit and Loss Account complies with the mandator) Accounting Standards referred in section 211 (3C) of the Companies Act, 1956

e. On the basis of written representation received from the directors, as on 31st March 2010, and taken on record by the Board of Directors. I 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 274 of the Companies Act 1956.

f In my opinion and to the best of my information and according to explanations given to me, the said Balance Sheet and Profit and Loss Account read together with thereon give. information required by the Companies Act, 1956, in the manner so required and give a true and fair view. .

i) In so far as it relates to Balance Sheet, of the State of Affairs of the Company as at 31st March, 2010.

ii) In so far it relates to Profit & Loss Account, of the Loss of the Company for the year ended on that date.

ANNEXURE TO AUDITORS REPORT

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

b) The Fixed Assets have been physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification and if any noticed is dealt with properly in books.

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

2. a) The company does not have opening stock as well as closing stock. So question of Physical verification of stocks does not arise.

3. a) The Company has both granted and taken unsecured loans from Companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956. The rate terms & condition on which unsecured loan is granted or taken is not prejudicial to the interest of the company.

4. In my opinion and according to the information and explanations given me, there is an adequate internal control in general commensurate with the size of the Company and the nature of its business for purchase of inventory, fixed assets and also with regards to sale of goods through the personal supervision of the management.

5. a) In my opinion and according to the information and explanations given to me, the transactions that need to be entered in a register pursuance of section 301 of the Companies Act, 1956 have been entered.

b) According to the information and explanations given to me, transactions made in. pursuance of such contracts or arrangements entered into the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any part} have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The company has not accepted any deposits within the meaning of section 58A and 58AA of the Companies Act, 1956 and the rules framed there under, wherever applicable they have complied with it. No order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any Tribunal.

7. The company is not listed on any stock exchange and the company does not have paid-up capital and reserves more than Rs.50 lakhs at the commencement of the financial year concerned. In my opinion, the company has an adequate internal audit system commensurate with the size and nature of its business.

8. I am informed that the Central Government has not prescribed the maintenance of the cost records by the company under section 209 (1) (d) of the Companies Act, 1956 for any of its products.

9. a) As informed by the Management the company is currently not covered under Provident Fund Act, Investor Education .and Protection Fund and Employees State Insurance Act hence filing of dues with the appropriate authorities does not arise.

b) The company is registered for a period of more than five years

10. The company has not taken any loan from financial institution or bank or debenture holder during the year.

11. There are no loans or advances given on the basis of security or by way of pledge of shares, debentures and other securities.

12. In my opinion and information and explanations given to me the company is not attracted by any special status applicable to chit fund.

13. I am informed that the company has not given any guarantee for loan taken by others from bank or financial institution.

14. The company has taken term loan(s) during the year & repaid in the same year.

15. The company has not made any preferential allotment to parties covered in the register maintained u/s 301 of the Act.

16. The company has not issued any debenture; hence the question of creating any securities does not arise.

17. The company has not made any public issue during the year; hence the disclosure of end use does not arise.

18. In my opinion and according to information and explanations given to me there was no fraud on or by the company noticed or reported during the year.

For Dinesh C Bangar & Co,

Chartered Accountants

Dinesh C Bangar Proprietor

MNo.036247

Place: Mumbai

Date:02.09.2010

---

Mar 31, 2009

I have audited the attached Balance Sheet of BRIJLAXMl LEASING & FINANCE LTD. As at 31st March 2009 and Profit & Loss Account of the company for the year ended on that date. These financial statements are the responsibility of Companys management. My responsibility is to express an opinion on these financial statements based on my audit and reports that:

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

1 As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law board in terms of section 22 (4A) of the companies Act 1956, The matter specified under paragraph 4 & 5 of Section 227 is not applicable to the Company in the said Order.

2 Further to my comments in the Annexure referred to the paragraph I above, I state that:

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

b. In my opinion, proper books of accounts, as required by law, have been kept by the company so far as appears from my examination of such books.

c. The Balance Sheet and the Profit and Loss Account referred to in this report are in agreement with the books of accounts

d. In my opinion the Balance Sheet and Profit and Loss Account complies with the mandatory Accounting Standards referred in section 211 (3C) of the Companies Act, 1956

e. On the basis of written representation received from the directors, as on 31st March 2009, and taken on record by the Board of Directors 1 report that none of the directors is disqualified as on 31st March 2009, from being appointed as a director in terms of clause (g) of sub section 274 of the Companies Act 1956.

f. In my opinion and to the best of my information and according to explanations given to me, the said Balance Sheet and Profit and Loss Account read together with thereon give information required by the Companies Act, 1956. in the manner so required and give a true and fair view.

i) In so far as it relates to Balance Sheet, of the State of Affairs of the Company as at 31st March, 2009.

ii) In so fat it relates to Profit & Loss Account, of the Loss of the Company for the year ended on that date.

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

b) The Fixed Assets have been physically verified by the management at reasonable intervals and no material discrepancies were noticed on such verification and if any noticed is dealt with properly in books.

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

2. a) The company does not have opening stock as well as closing stock. So question of Physical verification of stocks does not arise.

3. a) The Company has both granted and taken unsecured loans from Companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956. The rate terms & condition on which unsecured loan is granted or taken is not prejudicial to the interest of the company.

4. In my opinion and according to the information and explanations given me, there is an adequate internal control in general commensurate with the size of the Company and the nature of its business for purchase of inventory, fixed assets and also with regards to sale of goods through the personal supervision of the management.

5. a) In my opinion and according to the information and explanations given to me, the transactions that need to be entered in a register pursuance of section 301 of the Companies Act, 1956 have been entered.

b) According to the information and explanations given to me, transactions made in pursuance of such contracts or arrangements entered into the register maintained under Section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. The company has not accepted any deposits within the meaning of section 58A and 58AA of the Companies Act, 1956 and the rules framed there under, wherever applicable they have complied with it. No order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any Tribunal.

7. The company is not listed on any stock exchange and the company does not have paid-up capital and reserves more than Rs.50 lakhs at the commencement of the financial year concerned. In my opinion, the company has an adequate internal audit system commensurate with the size and nature of its business.

8. I am informed that the Central Government has not prescribed the maintenance of the cost records by the company under section 209 (1) (d) of the Companies Act, 1956 for any of its products. .

9. a) As informed by the Management, the company is currently not covered under Provident Fund Act, Investor Education and Protection Fund and Employees State Insurance Act hence filing of dues with the appropriate authorities does not arise.

b) The company has not discharged its liability towards payment of TDS as at the last day of the financial year for a period of more than six months from the date they became payable.

10. The company is registered for a period of more than five years

11. The company has not taken any loan from financial institution or bank or debenture holder during the year.

12. There are no loans or advances given on the basis of security or by way of pledge of shares, debentures and other securities. *

13. In my opinion and information and explanations given to me the company is not attracted by any special status applicable to chit fund.

14. I am informed that the company has not given any guarantee for loan taken by others from bank or financial institution.

15. The company has taken term loan(s) during the year & repaid in the same year,

16. The company has not made any preferential allotment to parties covered in the register maintained u/s 301 of the Act.

17. The company has not issued any debenture; hence the question of creating any securities does not arise.

18. The company has ,not made any public issue during the year; hence the disclosure of end use does not arise.

19. In my opinion and according to information and explanations given to me there was no fraud on or by the company noticed or reported during the year.

For Dinesh C Bangar & Co Chartered Accountants

Dinesh C Bangar

Proprietor

M No.036247

Place: Mumbai Date:28-08-09