Auditor Report of IFL Promoters Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of M/S IFL PROMOTERS LIMITED ("the company") which comprises the Balance Sheet as at March 31, 2015 and Statement of Profit and Loss and Cash Flow Statement for the year ended on that date 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 stated in Section 134 (5) of the Companies Act,2013 ('the Act") with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flow of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standard 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 misstatements, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and Rules made there under.

We have 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 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 appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by Company's Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidences we have obtained are 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 along with the notes thereon give the information required by the Companies Act, 2013, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2015; and

(ii) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Matters

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 hereto a statement on the matters specified in paragraphs 3 and 4 of the said 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 appears from our examination of those books;

c. The Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d. In our opinion, the aforesaid standalone financial 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 March 31, 2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as a director in terms of section 164 (2) of the Act and

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) Rule, 2014, in our opinon and to the best of our information and according to the explanations given to us :

i. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any.

Annexure referred to in Paragraph 1 in the part of Report on Other Legal and Regulatory Matters of the Auditors' Report to the Members of IFL PROMOTERS LIMITED on the accounts for the year ended March 31, 2015

1. In respect of its Fixed Assets:

The company has maintained proper records to show full particulars including quantitative details and situation of fixed assets.

All the assets have been physically verified by the management during the year which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets.

There is no substantial disposal of fixed assets during the year.

2. As the company has neither purchased / sold goods during the year nor there is any opening stock, requirement of reporting on physical verification of stocks or maintenance of inventory records, in our opinion, doesn't arise.

3. According to the information and explanations given to us, the Company has granted unsecured interest free loans to four parties covered in the register maintained under section 189 of the Companies Act, 2013. The maximum amount of loan given during the year was Rs. 18,13,720.00 and the year end balance is Rs. 18,13,720.00.

In our opinion except the rate of interest (interest free), other terms & conditions on which loans has been granted by the company to the abovementioned parties are not prima facie prejudicial to the interest of the company.

The companies to whom loans have been granted as referred to in (a) above are regular in repaying the principal amounts as stipulated.

There is no question of overdue amount of loans granted to Companies, Firms or other parties listed in the register maintained under section 189 of the Companies Act, 2013 since all these loans are repayable on demand.

According to the information and explanation given to us, the company has during the year taken interest free unsecured loans from four parties covered in the register maintained under section 189 of the Companies Act, 2013 (the Act). The maximum amount involved during the year was Rs. 98,41,645.00 and the year end balance Rs. 87,01,645.00.

In our opinion the rate of interest (interest free) and other terms and conditions of loans taken by the company from the above mentioned parties are not prima facie prejudicial to the interest of the company. The company is regular in repaying the principal amounts as stipulated. However, all these loans are repayable on demand.

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

5. (a) According to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in section 189 of the companies act, 2013 ("the Act") have been entered in the register required to be maintained under the aforesaid section.

(b) The transaction made in pursuance of such contracts or arrangement stated in clause (a) above has been made at the price which is reasonable having regards to prevailing market price at the relevant time.

6. According to the information and explanations given to us, and on the basis of the records produced before us, the Company has not accepted any deposits from the public.

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

8. According to the information and explanations given to us, no cost records have been prescribed by the rules made by the Central Govt., for the maintenance of cost record u/s 148(1) of the companies Act, 2013.

9. According to the information and explanations given to us, the Company is regular in depositing with appropriate authorities' undisputed statutory dues, including provident fund, investor education protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, excise duty, cess and other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, customs duty, excise duty and cess were in arrears, as on 31.03.2015 for a period of more than six months from the date they became payable.

According to the information and explanations given to us, there are no dues mentioned above of sales tax, income tax, custom duty, wealth tax, service tax, excise duty and cess which have not been deposited on account of dispute.

10. According to the information and explanations given to us, the company don't have any accumulated losses.

11. Based on our audit procedures and on the basis of information's and explanations given by the management, the Company has not taken any loans from any financial institution or banks, so there is no question of default in repayment.

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

13. In our opinion the company is not a chit fund or a nidhi / mutual benefit fund / society.

14. In our opinion the Company is dealing in shares, securities, debentures and other investments and has maintained proper records of all the transactions and timely entries have been made. Hence, entire shares, debentures and other investments are held by the company in its own name except to the extent of the exemption granted under the Companies Act, 2013.

15. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions. As such, the provisions of clause 4(xv) of the said Order are not applicable to the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan. Accordingly, the provisions of clause 4(xvi) of the said Order are not applicable to the Company.

17. According to the information and explanations given to us and on examination of Balance Sheet of the company, we report that the company has raised short term borrowings amounting to Rs. 2,61,19,167.26.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 189 of the Companies Act, 2013 ("the Act') during the year.

19. According to the information and explanations given to us, the Company has not issued any Debentures during the year.

20. According to the information and explanations given to us the Company has not raised the money by way of preferential issue during the year.

21. As explained to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For G.S. Goel & Co. Chartered Accountants FRN No:001415N

Sd/- CA G.S.Goel Partner M.No.: 014428

Place: New Delhi Dated: 28.05.2015

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Mar 31, 2014

We have audited the accompanying financial statements of M/S IFL PROMOTERS LIMITED ("the company") which comprises the Balance Sheet as at March 31, 2014 and Statement of Profit and Loss and Cash Flow Statement for the year ended on that date 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"). 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 have conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidences we have obtained are 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 along with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014; and

(ii) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Matters

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 Companies Act, 1956, we give in the Annexure hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

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

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 & 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 & 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 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.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

5. (a) According to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in section 301 of the companies act, 1956 have been entered in the register required to be maintained under the aforesaid section.

(b) The transaction made in pursuance of such contracts or arrangement stated in clause (a) above has been made at the price which is reasonable having regards to prevailing market price at the relevant time.

6. According to the information and explanations given to us, and on the basis of the records produced before us, the Company has not accepted any deposits from the public. Therefore the provisions of clause 4 (iv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company

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

8. According to the information and explanations given to us, no cost records have been prescribed by the rules made by the Central Govt., for the maintenance of cost record u/s 209(1) (d) of the companies Act, 1956, therefore the provision of clause 4(viii) of the CARO, 2003 are not applicable to the company.

9. According to the information and explanations given to us, the Company is regular in depositing with appropriate authorities'' undisputed statutory dues, including provident fund, investor education protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, excise duty, cess and other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, customs duty, excise duty and cess were in arrears, as on 31.03.2014 for a period of more than six months from the date they became payable.

According to the information and explanations given to us, there are no dues mentioned above of sales tax, income tax, custom duty, wealth tax, service tax, excise duty and cess which have not been deposited on account of dispute.

10. According to the information and explanations given to us, the company don''t have any accumulated losses.

11. Based on our audit procedures and on the basis of information''s and explanations given by the management, the Company has not taken any loans from any financial institution or banks, so there is no question of default in repayment.

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

13. 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 said Order are not applicable to the Company.

14. In our opinion the Company is dealing in shares, securities, debentures and other investments and has maintained proper records of all the transactions and timely entries have been made. Hence, entire shares, debentures and other investments are held by the company in its own name except to the extent of the exemption granted U/S 49 of the Companies Act, 1956.

15. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions. As such, the provisions of clause 4(xv) of the said Order are not applicable to the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan. Accordingly, the provisions of clause 4(xvi) of the said Order are not applicable to the Company.

17. According to the information and explanations given to us and on examination of Balance Sheet of the company, we report that the company has raised short term borrowings amounting to Rs.4,074,50,795.00 out of which 3,63,91,519.00 has been used it for granting long term loans.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year. Accordingly, the provisions of clause 4(xviii) of the said Order are not applicable to the Company.

19. According to the information and explanations given to us, the Company has not issued any Debentures during the year. As such, the provisions of clause 4(xix) of the said Order are not applicable to the Company.

20. According to the information and explanations given to us the Company has raised the money by way of preferential issue during the year.

21. As explained to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For G.S. Goel & Co.

Chartered Accountants

FRN No:001415N

Sd/-

CA G.S.Goel

Partner

M.No.: 014428

Place: New Delhi

Dated: 30.05.2014

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Mar 31, 2013

We have audited the accompanying financial statements of M/S IFL PROMOTERS LIMITED ("the company") which comprises the Balance Sheet as at March 31, 2013 and Statement of Profit and Loss and Cash Flow Statement for the year ended on that date 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"). 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 have conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidences we have obtained are 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 along with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013; and (ii) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. Report on Other Legal and Regulatory Matters

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 Companies Act, 1956, we give in the Annexure hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

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

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

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

Annexure referred to in Paragraph 1 in the part of Report on Other Legal and Regulatory Matters of the Auditors'' Report to the Members of IFL PROMOTERS LIMITED on the accounts for the year ended March 31,2013

1. In respect of its Fixed Assets:

The company has maintained proper records to show full particulars including quantitative details and situation of fixed assets.

All the assets have been physically verified by the management during the year which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets.

There is no substantial disposal of fixed assets during the year.

2. As the company has neither purchased / sold goods during the year nor there is any opening stock, requirement of reporting on physical verification of stocks or maintenance of inventory records, in our opinion, doesn''t arise.

3. According to the information and explanations given to us, the Company has granted unsecured interest free loans to six parties covered in the register maintained under section 301 of the Companies Act 1956. The amount of loan given during the year was Rs.22,00,000.00 and the maximum amount involved during the year was Rs.1,21,81,720.00.

In our opinion except the rate of interest (interest free), other terms & conditions on which loans has been granted by the company to the abovementioried parties are not prima facie prejudicial to the interest of the company.

The companies to whom loans have been granted as referred to in (a) above are regular in repaying the principal amounts as stipulated.

There is no question of overdue amount of loans granted to Companies, Firms or other parties listed in the register maintained under section 301 of the Companies Aet«, 1956 since all these loans are repayable on demand.

According to the information and explanation given to us, the company has during the year taken interest free unsecured loans from four parties covered in the register maintained under section 301 of the Companies Act 1956. The amount taken during the year Rs.3,15,81,000.00 and the maximum amount involved during the year was Rs.3,85,15,795.00.

In our opinion the rate of interest (interest free) and other terms and conditions of loans taken by the company from the above mentioned parties are not prima facie prejudicial to the interest of the company.

The company is regular in repaying the principal amounts as stipulated. However, all these loans are repayable on demand.

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

5. (a) According to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in section 301 of the companies act, 1956 have been entered in the register required to be maintained under the aforesaid section.

(b) The transaction made in pursuance of such contracts or arrangement stated in clause

(a) above has been made at the price which is reasonable having regards to prevailing market price

at the relevant time.

6. According to the information and explanations given to us, and on the basis of the records produced before us, the Company has not accepted any deposits from the public. Therefore the provisions of clause 4 (iv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company

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

8. According to the information and explanations given to us, no cost records have been prescribed by the rules made by the Central Govt., for the maintenance of cost record u/s 209(1) (d) of the companies Act, 1956, therefore the provision of clause 4(viii) of the CARO, 2003 are not applicable to the company.

9. According to the information and explanations given to us, the Company is regular in depositing with appropriate authorities'' undisputed statutory dues, including provident fund, investor education protection fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, excise duty, cess and other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, customs duty, excise duty and cess were in arrears, as on 31.03.2013 for a period of more than six months from the date they became payable except Service tax of Rs.3,34,842.00, Income Tax of Rs. 10,18,432.00 & TDS ofRs. 91,177.00.

According to the information and explanations given to us, there are no dues mentioned above of sales tax, income tax, custom duty, wealth tax, service tax, excise duty and cess which have not been deposited on account of dispute.

10. According to the information and explanations given to us, the company don''t have any accumulated losses, provided the Company has incurred cash losses during the financial year covered by our audit for Rs.12,78,264.77 (cash losses in the immediately preceding Financial year is Rs.4,43,722.00).

11. Based on our audit procedures and on the basis of information''s and explanations given by the management, the Company has not taken any loans from any financial institution or banks, so there is no question of default in repayment.

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

13. 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 said Order are not applicable to the Company.

14. In our opinion the Company is dealing in shares, securities, debentures and other investments and has maintained proper records of all the transactions and timely entries have been made. Hence, entire shares, debentures and other investments are held by the company in its own name except to the extent of the exemption granted U/S 49 of the Companies Act, 1956.

15. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions. As such, the provisions of clause 4(xv) of the said Order are not applicable to the Company.

16. According to the information and explanations given to us, the Company has not taken any term loan. Accordingly, the provisions of clause 4(xvi) of the said Order are not applicable to the Company.

17. According to the information and explanations given to us and on examination of Balance Sheet of the company, we report that the company has raised short term borrowings amounting to Rs.69,21,325.00 has been used it for granting long term loans.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956, during the year. Accordingly, the provisions of clause 4(xviii) of the said Order are not applicable to the Company.

19. According to the information and explanations given to us, the Company has not issued any Debentures during the year. As such, the provisions of clause 4(xix) of the said Order are not applicable to the Company.

20. According to the information and explanations given to us the Company has raised the money by way of preferential issue during the year.

21. As explained to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated.

For G.S. Goel & Co.

Chartered Accountants FRN No: 001415N

Sd/-

CA G.S.6oel

Partner

M. No. .014428

Place: New Delhi

Dated: 30.05.2013

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Mar 31, 2010

We have audited the attached Balance Sheet of IFL Promoters Limited as at 31st March, 2010, the Profit and Loss Account and also Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our re- sponsibility is to express an opinion on these financial statements based on our audit.

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

2. As required by the Companies (Auditors Report) Order, 2003 Companies Auditors Report Order (CARO) issued by the Central Government in terms of Section 227 (4A) of the Compa- nies Act, 1956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

3. Further to our comments in the Annexure referred above, 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 these books.

c) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account.

d) In our opinion and to the best of our information, the Balance Sheet and Profit and Loss Ac- count comply with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956 except accounting standard 15, “Accounting for Retirement Benefit in financial state- ments of employer”

e) On the basis of written representation received from the Directors as on 31st March, 2010, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2010 from being appointed as a Director under Clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

Subject to the foregoing, in our opinion and to the best of our information and according to the explanations given to us, the said accounts read with significant accounting policies and notes thereon give the information required by the Companies Act, 1956, in the man- ner so required , give a true and fair view.

In the case of the Balance Sheet, of the State of affairs of the Company as at 31st March, 2010; In the case of Profit and Loss Account, of the profit for the year ended on that date; and In the case of the Cash Flow Statements of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Referred to in paragraph 2 of our report of even date on the accounts of IFL PROMOTERS LIMITED as at 31st March 2010.

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

b) All the assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets.

c) During the year, the company has not disposed off any major part of its fixed assets.

ii) a) As explained to us, physical verification of major items of building materials and stores has been carried out during the year by the management. In our opinion, the frequency of verification is reasonable.

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 the nature of its business.

iii) a) Company has not granted any loans to companies, firms or other parties covered in the register maintained under Sec. 301 of the Companies Act 1956. As the Company has not granted any loan, secured or unsecured to parties covered in the Register maintained under section 301 of the Act. Clause (iii)(b), (iii)(c), (iii)(d), (iii)(f) and (iii)(g) of paragraph 4 of the Companies (Auditors Report) amendment order 2004 are not applicable to the Company for the Current Year.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, no major weakness has been noticed in the internal controls.

v) a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered.

In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of

During the year the company has not accepted any deposit from public as defined in section 58A and 58AA or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 1975 of India with regard to deposit accepted from Public.

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

The central Govt. has not prescribed maintenance of cost records under section 209(1) of the Companies Act, 1956 for any of the products of the company.

ix) a) According to the records of the company, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income-tax, sales-tax, custom duty, excise-duty, service-tax, cess and other statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty were outstanding, as at 31.03.2010 for a period of more than six months from the date they became payable.

The accumulated losses of the company are not more than fifty percent of its net worth. The company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

xii) The Company has not made any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Accordingly the provision of clause 4(xii) of the Companies (Auditors Report) order 2003 are not applicable to the company.

xiii) 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 Report) order, 2003 are not applicable to the Company.

xiv) In respect of its dealing in shares debentures and other investment and has maintain proper records of all the transaction and contracts and timely entries have been made. The entire share, debenture and other investment are held by the company in its own name except to extent of the exemption granted under section 49 of the company Act, 1956.

xv) According to the information and explanation given to us the company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

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

The company has made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. The price for preference issue has been calculated as per SEBI (DIP) guideline and the price is not prejudicial in the interest of the company

During the period, the company has not issued any debentures to public.

During the year no funds have been raised from the public.

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

For Gupta & Damodar Chartered Accountants F R N- 005393C



Mukesh Sharma

Partner Place: - New Delhi

M.No:-511275 Date:- 30th June, 2010

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Mar 31, 2009

We have audited the attached Balance Sheet of IFL Promoters Limited as at 31st March, 2009, the Profit and Loss Account and also Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

2. As required by the Companies (Auditor’s Report) Order, 2003 issued by the Central Government in terms of Sub Section (4A) of 227 of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

3. Further to our comments in the Annexure referred above, 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 these books.

(c) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, Profit and Loss Account and cash flow statement dealt with by this report comply with the mandatory Accounting Standards referred to in Sub Section (3C)of section 211 of the Companies Act, 1956, subject to point (F) below.

(e) On the basis of written representation received from the Directors as on 31st March, 2009, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2009 from being appointed as a Director under Clause (g) of Sub-section (1) of Section 274 of the Companies Act, 1956.

(f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes give the information required by the Companies Act, 1956, in the manner so required , give a true and fair view, subject to Note No. “a” of Notes on Accounts regarding Loans and Advances, in conformity with the accounting principles generally accepted in India :

a. In the case of the Balance Sheet, of the State of affairs of the company as at 31st March, 2009;

b. In the case of Profit and Loss Account, of the Profit for the year ended on that date; and: -

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

(Annexure referred to in Auditors’ Report to the members of IFL PROMOTERS LIMITED on the accounts ended 31st March 2009)

1. In respect of Fixed Assets : The Company has no Fixed Assets.

2. In respect of inventories:

a) As explained to us, the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form, the same were verified with demat accounts, at reasonable intervals during the year.

b) In our opinion and according to the information and explanation given to us, the procedures of 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. The company has maintained the proper records of inventories.

c) The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of accounts.

3. In respect of loans:

a) According to the information and explanations given to us, during the year the Company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

b) According to the information and explanations given to us, during the year the company has not taken any loans secured or unsecured from companies, firms or other parties covered in the registered maintained under section 301of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weakness in internal controls.

5. In respect of transactions covered under section 301 of the Companies Act 1956:

a) According to the information and explanations given to us, the transactions made in pursuance of contracts of arrangements, that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 in respect of any party during the period have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. The company being a ‘Non Banking Financial Company’ Section 58A, 58AA or any other relevant provisions of the Companies Act1956 are not applicable to the Company.

7. As observed during the course of audit, there is no formal internal audit system in the company; however internal controls of the company are reasonably functioning.

8. To the best of our knowledge, the Central Government has not prescribed maintenance of cost records under section 209(1)(d) of the Companies act,1956.

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, Employee’s State Insurance, Income-tax, Sales-tax, Wealth tax, Custom duty, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts except Fringe benefits tax amounting Rs.3724/- Payable in respect of the aforesaid dues were outstanding as at 31.03.2009 for a period of more than six months from the date they became payable.

(b) According to the information and explanation given to us, there are no disputed statutory dues that have not been deposited on account of matter pending before appropriate authorities.

10. The Company has no brought forward losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year.

11. According to the information and explanations given to us, there are no dues payable to any financial institution or bank or Debenture Holders during the year. According to the provisions of paragraph 4(xi) of the order are not applicable.

12. According to the information and explanations given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. As the Company is not a chit fund of a nidhi / mutual benefit fund / society. Accordingly the provisions of paragraph 4(xiii) of the order 2003 are not applicable.

14. The Company has maintained proper records of transactions and contracts in respect of trading in shares, securities, debentures and other investments have been held by the company in its own name except to the extent of the exemption granted u/s 49 of the Companies Act 1956.

15. According to the information and explanation given to us the company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

16. In our opinion and according to the information and explanations given to as the Company has not raised any term loans during the year.

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

18. We are informed that the Company has not made any preferential allotment of shares to companies, firms or other parties covered in the registered maintained under section 301 of the Companies Act, 1956 during the year ending 31st March 2009.

19. The Company has not issued any debenture therefore clause 4(xix) of the companies (Audited Report) order, 2003, is not applicable to the Company.

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

21. In our opinion and according to the information and explanations given to us, no fraud on the Company has been noticed or reported during the year that causes the financial statement to be materially misstated.

For G. C. Agarwal & Associates. Chartered Accountants

Sd/-

(G.C. Agarwal)

Place: New Delhi Prop.

Date: 30.06.2009 M. No.:-083820