Auditor Report of Gajanan Securities Services Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Gajanan Securities Services Limited ("the company"), which comprise the Balance Sheet as at 31 March 2015, the statement of profit and loss, the Cash Flow Statement for the year then ended, and a summary of the 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 stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s responsibility

Our responsibility is to express an opinion on these financial statements based on our audit.

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

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements subject to Note No. 1(c) regarding valuation of inventories at cost amounting to higher valuation by ''42,025/- and overstating the profit by such amount, 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 31 March 2015,

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, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in the paragraph 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. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c. The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account and the returns received from the branches not visited by us.

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

e. On the basis of the written representations received from the directors as on 31st March, 2015 taken 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 164(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 the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have pending litigations which would impact its financial position.

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

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

Annexure referred to in paragraph 1 of our Report of even date to the Members of GAJAN SECURITIES SERVICES LIMITED on the accounts of the company for the year ended 31st March, 2015 Re: Gajanan Securities Services Limited (the company)

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

(b) All fixed assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

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

(b) In our opinion and according to the information and explanation 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 nature of its business.

(c) In our opinion and according to the information given to us, the Company is maintaining proper records of inventory. As per the management during verification, there were no material discrepancies noticed between physical stock and the book records.

3. In our opinion and according to the information given to us, the company has not granted any loan to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory and fixed assets and for sale of goods and services. During the course of our audit, we have not observed any continuing failure or major weakness in internal controls.

5. In our opinion and according to the information and explanation given to us, the company has not accepted any public deposits as per the provisions of Section 73 to 76 of the Act and Rules framed there under.

6. The provisions of section 148(1) of the Companies Act, 2013 relating to maintenance of cost records are not applicable to the company.

7. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the 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, Value Added Tax, Cess and other statutory dues as applicable have been regularly deposited by the Company during the year with the appropriate authorities. There is no arrear statutory dues outstanding as at 31st March, 2015 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value Added Tax and Cess as at 31st March, 2015, which have not been deposited on account of any dispute.

(c) The company has not paid any dividend and therefore there is no requirement to transfer any amount to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under.

8. The accumulated losses of the company are not more than fifty percent of its net worth. The Company has not incurred cash losses during the financial year immediately preceding financial year.

9. The company has no dues to financial institutions, banks or debenture holders, hence para related to repayment of dues does not apply.

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

11. In our opinion and according to the information and explanation given to us, the Company has not availed term loans, hence para related to term loans does not apply to the company.

12. To the best of our knowledge and belief and according to the information and explanation given to us, no fraud on or by company has been noticed or reported during the course of our audit.

For P.K.C & Co. Firm registration number: 322332E Chartered Accountants

Sd/- (CA P K Choudhary) Proprietor Membership no.: 055177 Place: Kolkata Date: 30th May 2015

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Mar 31, 2014

We have audited the accompanying financial statements of Gajanan Securities Services Limited (the company), which comprise the balance sheet as at 31 March 2014, and the statement of profit and loss for the year then ended, and a summary of significant accounting policies and other explanatory information and cash flow statement.

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 principles generally accepted in India, including accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act").This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s responsibility

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements subject to Note No. 1(c) regarding valuation of inventories at cost amounting to higher valuation by Rs. 41,516/- and overstating the profit by such amount, 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 31 March 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 sub-section (3C) of section 211 of the Companies Act, 1956.

e. On the basis of written representations received from the directors as on 31 March 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 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 referred to in paragraph 1 under the heading "Report on other legal and regulatory requirements" of our report of even date Re: Gajanan Securities Services Limited (the company)

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

(b) All fixed assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

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

(b) In our opinion and according to the information and explanation 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 nature of its business.

(c) In our opinion and according to the information given to us, the Company is maintaining proper records of inventory. As per the management during verification, there were no material discrepancies noticed between physical stock and the book records during normal course of business, minor discrepancies observed were duly adjusted in books of accounts.

3. In our opinion and according to the information given to us, the company has not taken/given any loan from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase and sales. During the course of our audit, we have not observed any continuing failure or major weakness in internal controls.

5. In our opinion and according to the information and explanations given to us there were no transactions that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanation given to us, the company has not accepted any public deposits as per the provisions of Section 58A and 58AA of the Companies (Acceptance of Deposits) Rules, 1976 with regard to the deposits accepted from the public.

7. In our opinion, the internal audit functions carried out during the year by the Internal Audit department appointed by the management have been commensurate with the size of the Company and the nature of its business.

8. The provisions of section 209(1)(d) of the Companies Act, 1956 are not applicable to the company.

9. (a) According to the information and explanation given to us, the Company is generally regular in depositing with appropriate authorities the statutory dues including Provident Fund, Investor education and Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise duty, Service Tax, Cess and other Statutory dues applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax and Cess were in arrears, as at 31st March 2014 for a period of more than six months from the date they become payable

10. The accumulated losses of the company are not more than fifty percent of its net worth. The Company has incurred cash losses during the financial year immediately preceding financial year.

11. In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to financial institutions, banks or debenture holders.

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. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors'' Report) Order, 2003 are not applicable to the company.

13. In our opinion, the company is not a chit fund or a nidhi mutual benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditors'' Repost) Order, 2003 are not applicable to the Company.

14. In respect of dealing or trading in shares, securities, debentures and other investments, proper records have been maintained of the transaction and contracts and timely entries have been made therein. Shares, securities, debentures and other investments are held in the company''s name to the extent of the exemption granted under section 49 of the Act.

15. In our opinion, the Company has not given any guarantees for loans taken by others from bank or financial institutions.

16. In our opinion, the Company has not availed term loans.

17. According to the information and explanation given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long-term assets. No long-term funds have been used to finance short- term assets.

18. According to information and explanation given to us, during the period covered by our audit report, the company has not made preferential allotment of shares to parties and companies covered in the register as maintained under section 301 of the companies Act, 1956.

19. According to the information and explanation given to us the company has not issued any debentures.

20. During the period covered by our audit report the company has not raised funds by way of public issues.

21. To the best of our knowledge and belief and according to the information and explanation given to us, no fraud on or by company has been noticed or reported during the course of our audit.

For P.K.C & Co.

Firm registration number: 322332E Chartered Accountants

Sd/- P K Choudhary (CA P K Choudhary) Proprietor

Membership no.: 055177 Place : Kolkata Date : 30th April 2014

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Mar 31, 2013

We have audited the accompanying financial statements of Gajanan Securities Services Limited (the company), which comprise the balance sheet as at 31 March 2013, and the statement of profit and loss for the year then ended, and a summary of significant accounting policies and other explanatory information and cash flow statement.

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 principles generally accepted in India, including accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act").This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s responsibility

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements subject to Note No. 1(c) regarding valuation of inventories at cost amounting to higher valuation by Rs. 132,688/- and overstating the profit by such amount, 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 31 March 2013,

b. In the case of the statement of profit and loss, of the loss 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 sub-section (3C) of section 211 of the Companies Act, 1956.

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

Annexure referred to in paragraph 1 under the heading "Report on other legal and regulatory requirements" of our report of even date

Re: Gajanan Securities Sevices Limited (the company)

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

(b) All fixed assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

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

(b) In our opinion and according to the information and explanation 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 nature of its business.

(c) In our opinion and according to the information given to us, the Company is maintaining proper records of inventory. As per the management during verification, there were no material discrepancies noticed between physical stock and the book records during normal course of business, minor discrepancies observed were duly adjusted in books of accounts.

3. In our opinion and according to the information given to us, the company has not taken/given any loan from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase and sales. During the course of our audit, we have not observed any continuing failure or major weakness in internal controls.

5. In our opinion and according to the information and explanations given to us there were no transactions that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanation given to us, the company has not accepted any public deposits as per the provisions of Section 58A and 58AA of the Companies (Acceptance of Deposits) Rules, 1976 with regard to the deposits accepted from the public.

7. In our opinion, the internal audit functions carried out during the year by the Internal Audit department appointed by the management have been commensurate with the size of the Company and the nature of its business.

8. The provisions of section 209(1)(d) of the Companies Act, 1956 are not applicable to the company.

9. (a) According to the information and explanation given to us, the Company is generally regular in depositing with appropriate authorities the statutory dues including Provident Fund, Investor education and Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise duty, Service Tax, Cess and other Statutory dues applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax and Cess were in arrears, as at 31st March 2013 for a period of more than six months from the date they become payable

10. The accumulated losses of the company ore not more than fifty percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and the financial year immediately preceding such financial year also;

11. In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to financial institutions, banks or debenture holders.

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. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors'' Report) Order, 2003 are not applicable to the company.

13. In our opinion, the company is not a chit fund or a nidhi mutual benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditors'' Repost) Order, 2003 are not applicable to the Company.

14. In respect of dealing or trading in shares, securities, debentures and other investments, proper records have been maintained of the transaction and contracts and timely entries have been made therein. Shares, securities, debentures and other investments are held in the company''s name to the extent of the exemption granted under section 49 of the Act.

15. In our opinion, the Company has not given any guarantees for loans taken by others from bank or financial institutions.

16. In our opinion, the Company has not availed term loans.

17. According to the information and explanation given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long-term assets. No long-term funds have been used to finance short-term assets.

18. According to information and explanation given to us, during the period covered by our audit report, the company has not made preferential allotment of shares to parties and companies covered in the register as maintained under section 301 of the companies Act, 1956.

19. According to the information and explanation given to us the company has not issued any debentures.

20. During the period covered by our audit report the company has not raised funds by way of public issues.

21. To the best of our knowledge and belief and according to the information and explanation given to us, no fraud on or by company has been noticed or reported during the course of our audit.

For P.K.C & Co. Firm registration number: 322332E Chartered Accountants

(CA P K Choudhary) Proprietor Membership no.: 055177 Place: Kolkata Date: 28th May 2013

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Mar 31, 2012

We have audited the accompanying financial statements of Gajanan Securities Services Limited (the company), which comprise the balance sheet as at 31 March 2012, and the statement of profit and loss for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s responsibility for the financial statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the company in accordance with the accounting principles generally accepted in India, including accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act").This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s responsibility

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements subject to Note No. 1(c) regarding valuation of inventories at cost amounting to higher valuation by Rs. 206,894/- and overstating the profit by such amount, 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 31 March 2012,

b. In the case of the statement of profit and loss, of the loss 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 sub-section (3C) of section 211 of the Companies Act, 1956.

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

Annexure referred to in paragraph 1 under the heading "Report on other legal and regulatory requirements" of our report of even date Re: Gajanan Securities Sevices Limited (the company)

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

(b) All fixed assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

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

(b) In our opinion and according to the information and explanation 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 nature of its business.

(c) In our opinion and according to the information given to us, the Company is maintaining proper records of inventory. As per the management during verification, there were no material discrepancies noticed between physical stock and the book records during normal course of business, minor discrepancies observed were duly adjusted in books of accounts.

3. In our opinion and according to the information given to us, the company has not taken/given any loan from/to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase and sales. During the course of our audit, we have not observed any continuing failure or major weakness in internal controls.

5. In our opinion and according to the information and explanations given to us there were no transactions that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanation given to us, the company has not accepted any public deposits as per the provisions of Section 58A and 58AA of the Companies (Acceptance of Deposits) Rules, 1976 with regard to the deposits accepted from the public.

7. In our opinion, the internal audit functions carried out during the year by the Internal Audit department appointed by the management have been commensurate with the size of the Company and the nature of its business.

8. The provisions of section 209(1)(d) of the Companies Act, 1956 are not applicable to the company.

9. (a) According to the information and explanation given to us, the Company is generally regular in depositing with appropriate authorities the statutory dues including Provident Fund, Investor education and Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise duty, Service Tax, Cess and other Statutory dues applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax and Cess were in arrears, as at 31st March 2012 for a period of more than six months from the date they become payable

10. The accumulated losses of the company ore not more than fifty percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and the financial year immediately preceding such financial year also;

11. In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to financial institutions, banks or debenture holders.

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. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors'' Report) Order, 2003 are not applicable to the company.

13. In our opinion, the company is not a chit fund or a nidhi mutual benefit fund / society. Therefore the provisions of clause 4(xiii) of the Companies (Auditors'' Repost) Order, 2003 are not applicable to the Company.

14. In respect of dealing or trading in shares, securities, debentures and other investments, proper records have been maintained of the transaction and contracts and timely entries have been made trerein. Shares, securities, debentures and other investments are held in the company''s name to the extent of the exemption granted under section 49 of the Act.

15. In our opinion, the Company has not given any guarantees for loans taken by others from bank or financial institutions.

16. In our opinion, the Company has not availed term loans.

17. According to the information and explanation given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long-term assets. No long-term funds have been used to finance short-term assets.

18. According to information and explanation given to us, during the period covered by our audit report, the company has not made preferential allotment of shares to parties and companies covered in the register as maintained under section 301 of the companies Act, 1956.

19. According to the information and explanation given to us the company has not issued any debentures.

20. During the period covered by our audit report the company has not raised funds by way of public issues.

21. To the best of our knowledge and belief and according to the information and explanation given to us, no fraud on or by company has been noticed or reported during the course of our audit.

For P.K.C & Co. Firm registration number: 322332E Chartered Accountants

(CA P K Chuodhary) Proprietor Membership no.: 055177 Place: Kolkata Date: 30th May 2012

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Mar 31, 2011

We have audited the attached Balance sheet of M/s Gajanan Securities Services Ltd. As at 31.03.2011, also the profit and Loss account and the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the company''s Management. Our responsibility is expressing an opinion on these financial statements based on our audit.

We have conducted our audit in accordance with auditing standards accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit also includes examining on a test basis, evidence supporting the amounts and disclosures in the 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. We believe that our audit provides a reasonable basis for our opinion. In accordance with the provisions of section 227 of the Companies Act, 1956 we report as under: -

1. We have obtained all the information and explanation, which to the best of our knowledge and belief were necessary

2. In our opinion the company has kept proper books of accounts as requires by law so far as appears from our examination of those books of Accounts.

3. The Company''s Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of accounts as examined by us.

4. In our opinion, Balance Sheet, Profit and Loss Account and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 except AS-2 for the valuation of inventories as referred to note no. 1 of notes on Accounts of Schedule- N.

5. As per the representation made by the company and all its Directors, no directors is disqualified from being appointed as Director u/s 274(1) (g) of the Companies Act, 1956.

6. In our opinion and to the best of our information and according to the explanation given to us the said accounts read together with Company''s Accounting Policies and notes thereon, subject to Note No.l of Notes on Account (Sch: N) regarding valuation of inventory at cost amounting to higher valuation of inventory by Rs. 256726.62 and overstating the profit by such amount, give the information required by the Companies Act, 1956 in the manner so required in the manner so required and give a true and fair view in conformity with the accounting principles generally excepted in India:

a. In case of the Balance Sheet of the State of Affairs of the company as at 3 lsl March 2011.

b. In case of the Profit & Loss Account of the Loss of the Company for the year ended on that date.

c. In case the Cash flow Statement, of the Cash Flows for the year ended on that date.

As required by the Companies (Auditor''s Report) Order, 2003 ("The Order") issued by the Central Government of India in terms of Section 227 (4 A) of the Companies Act, 1956, on the matters specified in paragraphs 4 and 5 of the said order and the basis of such checks as we considered appropriate and as per the information and explanations to us. We further report to the extent it is applicable to the company:

1. The Company has maintained proper records showing full particular including quantitative details and situation of Fixed Assets. The management at the year - end has physically verified Fixed Assets and no discrepancies were No fixed assets were disposed off during the year under review.

2. The stock of traded goods (shares) has been physically verified by the Management at reasonable intervals. In our opinion, the procedures of physical verification followed by the management are reasonable and adequate in relation to the size of the company and nature of its business. The company is maintaining proper records of inventory of traded goods (shares). No discrepancies were noticed on such physical verification.

3. The company has not granted / taken any loans, secured or unsecured to and from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion, there is an adequate internal control procedure commensurate with the size of the company and nature of its business'' with regard to purchase of traded goods, (shares and securities) and Fixed Assets and sale of Traded Goods (shares and securities) and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control.

5. In our opinion and according to the information and explanations given it us, there are no transactions that need to be entered into a register maintained under section 301 of the Companies Act, 1956.

6. The company has not accepted any deposit from the public.

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

8. Para relating to maintenance of the cost records does not apply to the company.

9. (a) In our opinion and according to the information and explanation given to us, undisputed statutory dues, i.e. income Tax have been regularly deposited in time during the year with the appropriate authorities and there are no undisputed statutory dues payable for a period of more than six months from the date they became payable as at 31.03.2011 reporting in respect of statutory dues relating to Provident Fund, Investors Fund, Education and Protection Fund, Employees State Insurance, Sales Tax, Wealth Tax, Service Tax, Custom duty, Excise Duty and Cess are not applicable to the company for the year under review.

10. In our opinion, the accumulated losses of the company are not more than fifty percent of its net worth. The company has incurred cash loss during the year, as well as in the immediately preceding previous year.

11. The company has no dues to a financial institution or bank or debenture holders.

12. According to the information and explanation given to us, the company has not granted any loans and advances based on security by way of pledge of shares, debentures and other securities.

13. The company is not a chit fund/ mutual benefit fund/ society; hence, Para relating to compliance of the provision relating thereto does not apply to the company.

14. In respect of dealing or trading in shares, securities debentures and other investments, proper records have been maintained of the transaction and contracts and timely entries have been made therein. Shares, securities, debentures and other investments are held in the company''s name to the extent of the exemption granted under section 49 of the act.

15. The company has not given any guarantee for loans taken by others bank or financial institution.

16. No term loan is availed by the company hence Para relating to application of the same does not apply to the company.

17. On the basis of an overall examination of the Balance Sheet of the company, no funds raised on short-term basis have been used for long -term investment.

18. The company has not made any preferential allotment of shares to any parties or companies covered in the register maintained under section 301 of the companies Act, 1956.

19. No debentures were issued by the company and hence Para relating to creation of security or change thereon does not apply to the company

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

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

For P.K.C & Co. Firm registration number: 322332E Chartered Accountants

(CA P K Chuodhary) Proprietor Membership no.: 055177 Place: Kolkata Date: 30th May 2011