Auditor Report of Cemantic Infra-Tech Ltd.

Mar 31, 2025

We have audited die financial statements of CEMANTIC INFRA-TECH LIMITED (Formerly QLIANTUM BUILD-
TECH LIMITED) (the “Company”) which comprise the balance sheet as at 31 March 2025, and the statement of profit
and loss (including other comprehensive income), statement of changes in equity and statement of cash flows for the year
then ended, and notes to the financial statements, including a summary of die significant accounting policies and other
explanatory'' information.

In our opinion and to the best of our information and according to the explanations given to us, die aforesaid financial
statements give die information required by the Companies Act, 2013 (“Act”) in die manner so required and give a true and
fair view in conformity widi die accounting principles generally accepted in India, of die state of affairs of the Company as
at 31 March 2025, and its loss and other comprehensive income, changes in equity and its cash flows for the year ended on
that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act.
Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of die Financial
Statements section of our report. We are independent of the Company in accordance with die 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 Act and the Rules there under, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the Code of Ethics. We lielieve that the audit evidence obtained
by us is sufficient and appropriate to provide a basis for our opinion on the financial statements.

Other InformaUon

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 Board of Director’s report, but does not include the financial
statements and our auditors’ report thereon. Our opinion on die 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, in doing
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, 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

Management’s and Board of Directors’ Responsibilities for the Financial Statements

The Company’s Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act
with respect to the preparation of these financial statements that give a true and fair view of the state of affairs, Loss and
other comprehensive income, changes in equity'' and cash flows of the Company in accordance with rite accounting principles
generally accepted in India, including the Accounting Standards specified under Section 133 of the -\ct. 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 thatwere operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of die financial statements
that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing die financial statements, the Management and Board of Directors are responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using die going concern
basis of accounting unless die Board of Directors eitiier intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

The management is responsible for ensuring that the accounting software used has the feature of.Vudit Tnal that captures
the changes to each and every'' transaction of Books of accounts. Also ensure that the Audit Trial feature is always enabled
at the database level and protected from any modification through implementing controls. Ensure that Audit Trial is
retained as per statutory requirements for record retention through periodic backups.

The Board of Directors is also responsible for overseeing die Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whedier the financial statements as a whole are free from material
misstatement, whedier due to fraud or error, and to issue an auditor’s report diat 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 die aggregate, they could reasonably be expected to influence die economic decisions of users taken on die basis of
these financial statements.

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

• Identify and assess the risks of matenal 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 die audit in order to design audit procedures diat are
appropriate in die circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the company has adequate internal financial controls with reference to financial statements
in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures in die financial statements made by the Management and Board of Directors.

• Conclude on the appropriateness of die Management and Board of Directors use of the going concern basis of
accounting in preparation of financial statements and, based on the audit evidence obtained, whedier 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 to die related disclosures in die financial statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based on die audit evidence obtained up to die date of our auditor’s
report. I Iowever, future events or conditions may cause die 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 die underlying transactions and events in a manner diat achieves
fair presentation.

Wc 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 that we 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 that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements

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

2. (A) As required by Section 143(3) of die Act, we report diat:

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

b) In our opinion, proper books of account as required by law have been kept by die Company so far as it
appears from our examination of those books.

c) ihe balance sheet, the statement of profit and loss (including odier comprehensive income), the statement
of changes in equity'' and the statement of cash flows dealt widi by this Report are in agreement with die
books of account.

d) In our opinion, die aforesaid financial statements comply widi the accounting standards specified under
Section 133 of the Act.

e) On die basis of die written representations received from the directors as on 31 March 2025 taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March 2025 from being
appointed as a director in terms of Section 164(2) of die Act.

f) Widi respect to die adequacy of the internal financial controls with reference to financial statements of die
Company and die operating effectiveness of such controls, refer to our separate Report in “Annexure B”.

(B) With respect to die odier matters to be included in the -Auditor’s Report in accordance with Rule 11 of the

Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and

according to the explanations given to us:

a) The pending litigations by and against the company which would impact its financial position in its
financial statements as at31.03.2025 are disclosed in die financial statements. Refer Note. 5.1,18 and 25a
and 25b to the financial statements.

b) Ihe Company did 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 die Investor F.ducation and Protection
Fund by the Company.

d) (i) The management has represented that, to die best of its knowledge and belief, no funds have been
advanced or loaned or invested (either from borrowed funds or share premium or any odier sources or
kind of funds) by the Company to or in any odier persons or entities, including foreign entities
(“Intermediaries”), with the understanding, whether recorded in writing or odierwise, that the Intennediary
shall:

• direcdy or indirecdy lend or invest in other persons or entities identified in any manner whatsoever
(“Ultimate Beneficiaries”) by or on behalf of the Company or

• provide any guarantee, security or die like to or on behalf of die Ultimate Beneficiaries.

(ii) The management has represented, that, to the best of its knowledge and belief, no funds have been
received by die Company from any persons or entities, including foreign entities (“Funding Parties”),
with die understanding, whedier recorded in wanting or otherwise, that the Company shall:

• direcdy or indirectly, lend or invest in other persons or entities identified in any manner whatsoever
(“ Ultimate Beneficiaries”) by or on behalf of the Funding Party or

• provide any guarantee, security'' or the like from or on behalf of the Ultimate Beneficiaries.

(iii) Based on such audit procedures as considered reasonable and appropriate in die circumstances,
nothing has come to our notice that has caused us to believe that the representations under
sub-clause (d) (i) and (d) (ii) contain any material mis-statement.

e) The Company has not declared / paid any dividend during the year. Hence, the compliance of the
provisions of sec 123 of the Act is not applicable.

f) Based on our examination which includes test checks, die Company, in respect of financial year commencing
on 1” April 2024, lias used an accounting software for maintaining its books of accountwhich has a
feature of recording audit trial (edit log) facility'' and the same has been operated throughout the year for
all relevant transactions recorded in the software. Further, during the course of our audit we did not
come across any instance of audit trail feature being tampered with, in respect of die accounting software
where such feature is enabled.

(C) With respect to the matter to be included in the Auditors’ Report under section 197(16): In our opinion and
according to the information and explanations given to us, the remuneration paid by the company to its
directors during the current y''ear is in accordance wadi the provisions of Section 197 of the Act. The remuneration
paid to any director is not in excess of the limit laid down under Section 197 of the Act.

Place: Hyderabad For Suryanarayana & Suresh

Date: 29.05.2025 Chartered Accountants

Reg. No.00663 IS

Muralikrishna Pinamaneni

Partner

M. No. 224319

UDIN: 25224319BMK UTY6062

---

Mar 31, 2024

We have audited the financial statements of QUANTUM BUILD-TECH LIMITED (the “Company”) which comprise
the balance sheet as at 31 March 2024, and the statement of profit and loss (including other comprehensive income),
statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements,
including a summary of the significant accounting policies and 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 (“Act”) in the manner so required and give a true and
fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as
at 31 March 2024, and its los s and other comprehensive income, changes in equity and its cash flows for the year ended on
that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act.
Our responsibilities under those SAs 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 Act and the Rules there under, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained
by us is sufficient and appropriate to provide a basis for our opinion on the financial statements.

Other Information

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 Board of Director’s 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, in doing
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, we
conclude that there is a material mis statement of this other information we are required to report that fact. We have nothing
to report in this regard

Management’s and Board of Directors’ Responsibilities for the Financial Statements

The Company’s Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act
with respect to the preparation of these financial statements that give a true and fair view of the state of affairs, Loss and
other comprehensive income, changes in equity 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 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.

In preparing the financial statements, the Management and Board of Directors are responsible for assessing the Company’s
ability to 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 is 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 free from 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 that are
appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the company has adequate internal financial controls with reference to financial statements in
place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures in the financial statements made by the Management and Board of Directors.

• Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of
accounting in preparation of financial statements and, based on 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 to the related 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 that we 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 that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government of

India in terms of Section 143 (11) of the Act, 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. (A) As required by Section 143(3) of the Act, we report that:

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

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

c) The balance sheet, the statement of profit and loss (including other comprehensive income), the statement of
changes in equity and the statement of cash flows 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.

e) On the basis of the written representations received from the directors as on 31 March 2024 taken on record by
the Board of Directors, none of the directors is disqualified as on 31 March 2024 from being appointed as a
director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the
Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.

(B) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us:

a) The pending litigations by and against the company which would impact its financial position in its financial
statements as at 31.03.2024 are disclosed in the financial statements. Refer Note. 5.1, 18 and 25a, 25b and 25c to
the financial statements.

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

c) There 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 its knowledge and belief, 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 other persons or entities, including foreign entities (“Intermediaries”), with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall:

• directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (“Ultimate
Beneficiaries”) by or on behalf of the Company or

• provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(ii) The management has represented, that, to the best of its knowledge and belief, no funds have been received by
the Company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding,
whether recorded in writing or otherwise, that the Company shall:

• directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever (“Ultimate
Beneficiaries”) by or on behalf of the Funding Party or

• provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

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

e) The Company has not declared/paid any dividend during the year. Hence, the compliance of the provisions of sec
123 of the Act is not applicable.

f) Based on our examination which includes test checks, the Company, in respect of financial year commencing on 1^st
April 2023, has used an accounting software for maintaining its books of account which has a feature of recording
audit trial (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded
in the software. Further, during the course of our audit we did not come across any instance of audit trail feature
being tampered with, in respect of the accounting software where such feature is enabled.

(C) With respect to the matter to be included in the Auditors’ Report under section 197(16):

In our opinion and according to the information and explanations given to us, the remuneration paid by the
company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The
remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act.

Place: Hyderabad For Suryanarayana & Suresh

Date: 29.05.2024 Chartered Accountants

Reg. No.006631S

V Nagendra Rao

Partner

M. No. 227679

UDIN : 24227679BKDIJS5999

---

Mar 31, 2015

We have audited the accompanying financial statements of QUANTUM BUILD-TECH LIMITED ("the Company"), which comprise the Balance Sheet as at 31st 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 the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes 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 controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a hue 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, to the extent applicable.

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements.

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 a 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 the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the management as well as evaluating the overall presentation of the financial statements.

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

i) Attention is invited to Note No.3.1.1 to Notes forming part of the Financial Statements regarding non-provision of the dividend on 13% cumulative redeemable preference shares amounting to Rs, 26,00,000/-for the year and Cumulative dividend amounting to R$. 2,28,08,763/-.

ii) Attention is invited to Note No.3.1.1 to Notes forming part of the Financial Statements regarding the redemption of 13% Cumulative Redeemable Preference Shares, The Company has defaulted in redeeming the said preference shares to the extent of Rs, 2,00,00,000/- due on 22th December, 2008.

iii) Attention is invited to Note 3.2.2 to Notes forming part of the Financial Statements regarding winding up petition filed by preference shareholders holding 2,00,000 preference shares for non redemption of preference shares.

Opinion

Except in respect of matters as stated in points (i), (ii) and (in) above, 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, of the state of affairs of the Company as at 31st March, 2015 and its Loss and its cash flows for the year ended on that date,

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

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. hi our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c. The Balance Sheet, the Statement of Profit and Loss, and 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 31st March, 2015 and ta;ken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015, from being appointed as a director in terms of Section 16'4(2) of the Act.

f. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of Companies (Audit and Auditors) Rules, 2014 in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations as at 31st March, 2015 on its financial positions in its financial statements as referred to in note 3/1.1, 51, 5.2, 6.1,13.1, and 22(b) to the financial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts.

iii. There were no amounts which required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March, 2015.

The Annexure referred to in the Independent Auditors' Report of even date on the Financial Statements to the Members of Quantum Build-Tech Limited for the year ended 31st March 2015. We report that:

i. In respect of its fixed assets:

a) The Company has a regular program of physical verification of its fixed assets by which all fixed assets are verified in a phased manner. In our opinion the periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

ii. In respect of Inventories:

a) As explained to us, the inventories have been 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 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.

iii. According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act 2013. Hence we have not reported on the related matters of this clause and sub-clauses.

iv. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchase of inventory and fixed assets and with regard to sale of goods and services. We have not observed any major weakness in the internal control system during the course of the audit.

v. According to the information and explanations given to us, the Company has not accepted any deposits from the public.

vi. We have broadly reviewed the cost records maintained by the Company pursuant to the rules prescribed by the Central Government of India under Section 148(1) of the Companies Act 2013 and are of the opinion that prima facie the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of £he cost records with a view to determine whether they are accurate or complete.

vii According to the information and explanations given to us in respect of statutory dues:

i. The Company is not regular in depositing undisputed statutory dues with appropriate authorities including provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues applicable to it

ii. According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, wealth tax, duty of customs, duty of excise, value added tax or cess were in arrears as at 31st March 2015 for a period more than six months from the, date they became payable except Service tax Rs.69,436/-.

viii. In our opinion, there are no amounts required to be transferred to the investor Education and Protection fund by the Company. ix. The Company has accumulated losses at the end of the financial year and it has incurred cash loss during the year covered by audit and not in the immediately preceding financial year.

x. In our opinion and according to the information and explanations given to us, the company has defaulted in repayment of dues to any financial institution or bank or debenture holders, as applicable, as at the Balance sheet date.

No Name of the Bank Principal Interest

1 Axis Bank Limited 1,50,00,000 86,31,895

2 PNB Housing Finance Limited 2,00,00,000 90,69,435

3 I Axis Bank Limited 50,00,000 14,51,046

xi. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

xii.In our opinion, and according to the information and explanations given to us, during the year company not raised any fresh term loans.

xiii. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

Place: Hyderabad FOR RAMBABU & Co.,

Date: 30-05-2015 Chartered Accountants

FRN: 002976S



GVL Prasad

Partner

M.No.026548

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Mar 31, 2014

We have audited the accompanying financial statements of Quantum Build-Tech Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act,1956 ("the Act") read with the General Circular 15/2013 dated 13th September,2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

i) Attention is invited to Note No.3.1.1 to Notes forming part of the Financial Statements regarding non-provision of the dividend on 13% cumulative redeemable preference shares amounting to Rs. 26,00,000/- for the year and Cumulative dividend amounting to Rs. 2,02,08,763/-.

ii) Attention is invited to Note No.3.1.1 to Notes forming part of the Financial Statements regarding the redemption of 13% Cumulative Redeemable Preference Shares, The Company has defaulted in redeeming the said preference shares to the extent of Rs. 2,00,00,000/- due on 22nd December, 2008.

iii) Attention is invited to Note 3.1.1 to Notes forming part of the Financial Statements regarding winding up petition filed by preference shareholders holding 2,00,000 preference shares for non redemption of preference shares.

iv) Attention is invited to Note No.6.2 to Notes forming part of the Financial Statements regarding non provision of interest for an amount of Rs. 6,23,880/- on unsecured loan. In our opinion, the profit of the company for the year is overstated by an amount of Rs.6,23,880/-

v) Attention is invited to Note No. 14.1(a) and (d) to Notes forming part of the Financial Statements regarding non provision of dues from the buyers of flats to the extent of Rs. 1,09,19,092/- on which a case is pending for cancellation of sale deeds, and Rs. 11,82,713/-, the recovery of which is doubtful.

Opinion

Except in respect of matters as stated in points (i), (ii), (iii), (iv) and (v) above, in our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

(b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

(c) The Balance Sheet, 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 Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 except AS-29 relating to provisions. Contingent Liabilities and Contingent Assets.

(e) On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

Annexure to Independent Auditor''s Report

1. In respect of its fixed assets;

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

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

(c) In our opinion and according to the information and explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. In respect of Inventories;

(a) As explained to us, inventories have been 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 are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. In respect of loans secured or unsecured, granted or taken by the company to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies act, 1956;

(a) The Company has taken a loan aggregating to Rs. 2,35,000/- (including loan taken during the year Nil) from parties listed in the register maintained under section 301 of the Companies Act, 1956.

(b) According to the information and explanations given to us, we are of the opinion, the terms and conditions on which loan taken by the company from such parties listed in the register maintained under section 301 of the companies act, 1956 are not, prima facie, prejudicial to the interest of the company.

(c) There is no overdue amount in-respect of loan taken from parties listed in the register maintained under section 301 of the Companies Act, 1956, the question of statement on the steps taken for payment of the Principal, and overdue amount of more than one lakh does not arise.

(d) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us, the internal control system in relation to sale and purchase of goods needs to be strengthened so as to be commensurate with the size of the Company and nature of its business. During the course of our audit, based on our audit procedures applied except above we have not observed any continuing failure to correct major weaknesses in internal controls.

5. In respect of the contracts or arrangements referred to in section 301 of the companies Act 1956;

(a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

(b) As per information and explanations given to us and in our opinion, the transaction entered into by the company with parties covered u/s 301 of the Act does not exceeds five lacs rupees in a financial year therefore requirement of reasonableness of transactions does not arises.

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of the Companies Act, 1956.

7. As per information and explanations given by the management, the Company has an internal audit system commensurate with its size and the nature of its business.

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

9. In respect of statutory dues;

(a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess to the extent applicable and any other statutory dues have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 31st of March, 2014 for a period of more than six months from the date they became payable except Tax Deducted at Source of Rs. 7,22,704/- and Service Tax of Rs. 7,91,182/-.

(b) According to the information and explanations given to us, there is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

10. The Company has accumulated losses at the end of the financial year and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, we are of the opinion that, the Company has defaulted in repayment of dues to a financial institutions as follows:-

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

13. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this clause of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. According to information and explanations given to us, the Company is not trading in Shares, Mutual funds and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

15. According to the information and explanations given to us, the Company has not given any guarantees for loan taken by others from a bank or financial institution.

16. Based on our audit procedures and on the information given by the management, we report that the company has not raised any term loans during the year.

17. Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31st March, 2014, we report that no funds raised on short-term basis have been used for long-term investment by the Company.

18. Based on the audit procedures performed and the information and explanations given to us by the management, we report that the Company has not made preferential allotment of shares during the year.

19. The Company has no outstanding debentures during the year under audit.

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

21. Based on the audit procedures performed and the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management

Place: Hyderabad For RAMBABU & Co. Date: 30-05-2014. Chartered Accountants Firm Reg No: 002976S

Sd/- GVL Prasad Partner M No: 026548