Auditor Report of Indrayani Biotech Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of INDRAYANI BIOTECH LTD ("the Company"), which comprise the Balance Sheet as at 31st March , 2015, the Statement of Profit and Loss and 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 Management is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility 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.

Auditors' 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 the 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 the 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 the Management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date, and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company 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 subsection (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

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

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

(c) The Balance Sheet, Statement of Profit and Loss, and the 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 the Cash Flow Statement comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014

Independent Auditor's Opinion

(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.

ANNEXTURE TO THE AUDITORS REPORT

Referred to in paragraph 1 of our Report on Other Legal & Regulatory Requirements of the Independent Auditors' Report, to the members of the Company on financial statements for the year ended 31 March 2015, we report that:

i. a) The company has maintained memorandum of records to show particulars including quantitative details & situation of its fixed

assets. However comprehensive fixed assets register is being complied.

b) The Fixed assets were physically verified by the management during the year and revealed no discrepancies.

c) During the year the company has disposed off all the tangible fixed assets.

ii. a) The company is a service company does not have any Inventory Thus paragraph 3(ii) of the Order is not applicable

iii. a) According to the information & explanation given to us the company has not granted any loan to the companies or firm or other

parties cover in the register maintained under section 189 of the Companies Act. Thus paragraph 3(iii) - (a), (b) of the CARO, 2015 are not applicable.

iv. In our opinion & according to the information & explanation given to us there exists an adequate internal control procedure commensurate with the size of the company and the nature of its business with regard to fixed assets and for the sales of services. The company does not have any purchase of inventories or sale of goods since it is a service company. During the course of our audit we have not observed any continuing failure to correct major weaknesses in internal control systems.

v. In our opinion and according to the information and explanations given to us the company has not accepted any deposits from public, directives issued by the Reserve Bank of India and the provisions of section 73 to 76 or any other relevant provision of the Companies Act and the Rules framed there under are not applicable. No order has been passed by the Company Law Board or National Company Law tribunal or Reserve Bank of India or any court or any other tribunal.

vi. The maintenance of the cost records has not been prescribed by the central government u/s 148(1) of the Act, for any services rendered by the company.

vii. a) The company is regular in depositing with appropriate authorities undisputed statutory dues like Income Tax and other statutory

dues as represented to us, investors education protection funds, Provident funds, Employees State Insurance Fund, Sales Tax, Excise duty, Cess, Wealth Tax, service Tax, are not applicable to company. The company has not paid any provident fund as it is not due in the opinion of the management. The company is regular in depositing Income Tax and other material statutory dues applicable to it.

b) According to the information & explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom duty, Excise duty & Cess were in arrears as on 31st March, 2015 for a period of more then six months from the date they become payable.

c) According to the information and explanations given to us there are no amounts which were required to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules there under.

viii. In our opinion accumulated losses of the company are not more than 50% of its net worth. There is no revenue generation during the year. The company has incurred cash losses in the immediately preceding financial year.

ix. In our opinion and according to the information given to us, the company has not defaulted in repayment of dues to financial institution or bank or debenture holder.

x. The company has not given guarantees for loans taken by others from bank or financial institutions, consequently provisions of clause (x) of paragraph 3 of CARO 2015 are not applicable to company.

xi. Based on our examination of the records and information and explanation given to us, during the year no term loan has been obtained. Consequently the provisions of clause (x) of paragraph 3 of CARO 2015 are not applicable to company.

xii. According to the information & explanation given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For G.V.Madane & Co. Chartered Accountants

SD/- (G.V. Madane) Partner

PLACE: - PUNE DATE: - 12/05/2015

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Mar 31, 2012

1. We have audited the attached Balance Sheet of INDRAYANI BIOTECH LTD as at 31st March 2012 and Profit & Loss Account and cash flow statement for the period ended on that date and annexed there to. These financial statements are the responsibility the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have conducted our audit with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements.

An audit includes examining on the test basis, evidence supporting the amounts and disclosures in financial statements. An audit also includes assessing the accounting principals used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) order 2003 issued by the Central Government of India in ;terms; of sub- section (4A) of section 227, of the Companies Act, 1956 we enclose in the Annexure referred a statement on the matters specified in paragraph 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to above, we report that:-

I. 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.

II. In our opinion, proper books of account are required by law have been kept by the company so far as appears from • our examinations of the books.

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

IV. In our opinion the Balance Sheet and Profit & Loss Account dealt with by this report comply with the accounting standards referred to sub-section (3C) of section 211 of the Companies Act 1956.

V. On the written representation as on 31st March 2012 and taken on record by the board of directors, we report that none of the directors is disqualified as on 31st March 2012 from being appointed as a director in terms of clause (9) of sub-section (1) of section 274 of the Companies Act, 1956.

VI. In our opinion and to the best of our information and according to the explanation given to us, the said accounts 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 principals generally accepted in India.

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

B. In the case of the Profit & Loss Account of the Profit for the period ended on that date.

C. In the case of the cash flow statement, of the cash flows for the period ended on that date.

Annexure to the Auditor’s Report

Referred to in paragraph 3 of our report of even date.

1. a) The company has maintained memorandum of records to show particulars including quantitative details & situation of its

fixed assets. However comprehensive fixed assets register is being complied.

b) The Fixed assets were physically verified by the management during the year and revealed no discrepancies,

c) During the year the company has not disposed off substantial part of fixed assets.

2. a) The inventory has been physically verified by the management and frequency of verification is reasonable.

b) In our opinion & according to the information & explanation given to us procedure of physical verification of inventories followed by management is reasonable and adequate in relation to the size of the company and nature of its business.

c) The Co. is maintaining proper records of inventory & no material discrepancies were noticed on physical verification.

3. a) According to the information & explanation given to us the company has not taken or granted any loan from the companies

or firm or other parties cover in the register maintained under section 301 of the Companies Act.

Thus paragraph 4(iii) - (b), (c) & (d) of the CARO, 2003 are not applicable.

e) The co. has taken loans, secured or unsecured, from companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956 and/or from the companies same management as defined under section 370 (IB) of the companies Act 1956.The maximum amount involved during the year was NIL And period end balance of the loan taken from such parties" was NIL. .

f) In our opinion the rate of interest, and other terms and conditions on which loans have been taken from the companies, firms or other parties listed in the register maintained under section 301 of the Companies Act 1956 are not, prima facie, prejudicial to the Merest of the company.

g) The repayment schedule is not specified and therefore we can not comment on whether the company is regular in repaying the principal amount as stipulated and no interest is either paid or provide in the books of accounts.

4. In our opinion & according to the information & explanation given to us there exists an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sales of goods and services. During the course of our audit we have not observed any continuing failure to correct major weaknesses in internal control systems.

5. a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered in the register u/s 301 of the companies Act 1956, have been so entered,

b) According to the information and explanations given to us, there were no transactions made in pursuance of the contracts arrangements entered in the register maintained under section 301 of the Companies act 1956 and exceeding the value of Rs. Five lakhs in respect of each party during the year.

6. In our opinion and according to the information and explanations given to us the company has not accepted any deposits i om public, directives issued by the Reserve Bank of India and the provisions of section 58A and 58AA or any other relevant provision of the Companies Act 1956 and the Rules framed there under are not applicable.. No order has been passed by the Company Law Board or National Company Law tribunal or Reserve Bank of India or any court or any other tribunal.

7. As per the information and explanations given to us by the management, the company internal control procedure together with the internal check conducted by the management staff during the year can be considered as an internal audit system commensurate with the size and nature of its business.

8. The maintenance of the cost records has not been prescribed by the central govt. u/s. 209(l)(d) of the Companies Act, 1956.

9. a) The company is regular in depositing with appropriate authorities undisputed statutory dues like provident funds, Employees

State Insurance Fund, Sales Tax, Excise duty, cess, Income Tax and other statutory dues as represented to us, investors education protection funds, employees state insurance, sales Tax, Wealth Tax, service Tax, Excise duty and cess are not applicable to company. The company has not paid any provident fund as it is not due in the opinion of the management. The company is regular in depositing Income Tax and other material statutory dues applicable to it.

b) According to the information & explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom duty, Excise duty & Cess were in arrears as on 31st March, 2012 for a period of more then six months from the date they become payable.

10. In our opinion accumulated losses of the company are more than 50% of its net worth. There is no revenue generation during the year. The company has incurred cash losses in the immediately preceding financial year.

11. In our opinion and according to the information given to us, the company has not defaulted in repayment of dues to financial institution or bank or debenture holder.

12. According to the information and explanations given to us, the company has not granted any Loan & Advances on the basis of securities by way of pledge of shares, debentures and other securities etc.

13. In our opinion, the company is not a chit fund or nidhi/mutual benefit fund/society therefore, the provision of clause 4 (xiii) of the Companies (Auditors Report) Order 2003 is not applicable to the company.

14. In our opinion, the company is not dealing in or trading in shares, Securities, Debentures and other investments. Accordingly, the provision of clause 4 (xiv) of the Companies (Auditors Report) Order 2003 are not applicable to the company.

15. The company has not given guarantees for loans taken by others from bank or financial institutions, consequently provisions of clause (xv) of paragraph 4 of CARO 2003 are not applicable to company.

16. Based on our examination of the records and information and explanation given to us, during the year no term loan has been obtained. Consequently the provisions of clause (xvi) of paragraph 4 of CARO 2003 are not applicable to company.

17. According to the information & explanation given to us 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.

18. According to the information given to us the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. Therefore provisions of clause 4(xviii) of the Companies (Auditors Report) Order, 2003 are not applicable to company.

19. According to the information & explanation given to us, during the period covered by our Audit Report, the company has not issued debentures. Therefore, the provisions of clause 4(xix) of the Companies (Auditors Report) Order 2003 are not applicable to the company.

20. According to the information & explanation give to us, during the period of Audit report the company has not raised money by public issue. Therefore, the provisions of clause 4(xx) of the Companies (Auditors Report) Order 2003 are not applicable to the company.

21. According to the information & explanation given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For, G.V.Madane & Co. Chartered Accountants

Place: Pune (G.V. Madane)

Date: July 30, 2012 Proprietor

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Mar 31, 2010

1 .We have audited the attached Balance Sheet of INDRAYANIBIOTECH LTD as at March 31, 2010, Profits Loss Account and Cash Flow Statement for the period ended on that date and annexed thereto. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2.We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. 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 principals used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for ouropinton.

3.As required by The Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure referred a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4.Further to our comments in the Annexure referred to above, we report that: -

(i)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;

(ii)ln our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of the books;

(iii)The Balance Sheet, Profit and Loss Account and Cash Flow Statement, dealt with by this report are in agreement with the books of account;

(iv)ln our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 except AS 15(Revised); it was not possible to quantify the effect since the actuariai valuation was not available.;

(v)On the written representations received from the directors, as on 31 st March, 2010 and taken on record by the board of directors, we report that none of the directors is disqualified as on 31 st March, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi)ln our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 principals generally accepted in India:

(vi)ln our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 principals generally accepted in India:

(a)ln the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2010; and

(b)ln the case of the Profit and Loss Account, of the Loss for the period ended on that date.

(c)ln the case of the Cash Flow Statement, of the cash flows for the period ended on that date.

Annexure to the Auditors Report Referred to in paragraph 3 of our report of even date.

(i)(a)The company has maintained memorandum of records showing full particulars, including quantitative details and situation of its fixed assets. However comprehensive Fixed Assets Register is being compiled.

(b}The fixed assets were physically verified by the management during the year and revealed no discrepancies.

(c) During the yearthe company has not disposed off substantial part of fixed assets. (ii) (a) The inventory has been physically verified by the management and ; frequency of verification is reasonable.(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of inventories followed by management is reasonable and adequate in relation to the size of the company and nature of its business. (c) The company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

(iii)(a) According to information and explanations given to us, the company has not granted any loan secured or unsecured to the Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act. Thus paragraph 4(iii)-(b), (c)&(d)of the CARO, 2003 are not applicable.

(e)The company has not taken loans, secured or unsecured, from companies, firms or other parties listed in the register maintained under section 301 of the companies Act, 1956 and/or from the companies under the same management as defined under section 370 (1B) of the companies Act, 1956. Thus paragraph 4(iii) - (f) & (g) of the CARO, 2003 are not applicable. (iv)ln our opinion & according to the information and explanations given to us, there exists an adequate internal control- procedure commensurate with the size of the company and the nature of its business for the purchase of inventory and Fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

(v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the CompaniesAct, 1956havebeensoentered.

(b) According tc the information and explanations given to us, there were no 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 Rs. five lacs in respect of each party during the year.

(vi) In our opinion and according to the information and explanations given to us, as the company has not accepted any deposits from Public, the directives issued by the Reserve Bank of India and the provisions of section 58Aand 58AAor any other relevant provisions of the CompaniesAct, 1956 and the Rules framed there under are not applicable. No order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal.

(vii)As per the information and explanations given to us by the management, the companys internal control procedure together with the internal checks conducted by the management staff during the year can be considered as an internal audit system commensurate with the size and nature of its business.

(viii)The maintenance the cost records has not been prescribed by the centra! Government under section 209(1 )(d)of the CompaniesAct, 1956.

(ix) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues. As represented to us, investor education protection fund, employees state insurance, sales Tax, Wealth Tax, service tax, excise duty & cess are not applicable to the company The Company has not paid any Provident Fund as it is not due in the opinion of the management. The company is regular in depositing income-tax and other material statutory dues applicable to it.

(b) According to the information & explanation given to us, no undisputed amounts payable in respect of income tax, wealth Tax, Sales Tax, service tax, customs duty, excise duty & cess were in arrears as at March 31, 2010 for a period of more than six months from the date they became payable.

(x) In our opinion, the accumulated losses of the company are more than fifty percent of its net worth. The company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

(xi)ln our opinion & according to the information and explanation given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders. (xii) According to the information and explanations given to us, the Company has not granted Loans & advances on the basis of security by way of pfedge of shares, debentures and other securities.

(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 our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause 4(xiv) of the companies (Auditors Report) Order, 2003 are not applicable to the company.

(xv) The company has not given Guarantees for loans taken by others from Banks or Financial institutions. Consequently provisions of clause (xv) of paragraph 4 of CARO 2003 are not applicable to the company.

(xvi) Based on our examination of the records and information and explanations given to us, during the year no term loan has been obtained. Consequently provisions of clause (xvi) of paragraph 4 of CARO 2003 are not applicable to the company.

(xvii) According to the information & 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.

(xviii)According to the information & explanations given to us the company has not -made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. Therefore the provisions of clause 4(xviii) of the companies (Auditors Report) Order, 2003 are not applicable to the company (xix) According to the information & explanations given to us the duringiiwperiod covered by our audit Report the company has not issued debeniws® merefore the provisions of clause 4(xix) of the companies (Auditors Report) Order 2003 are not applicable to the company.

(xx) According to the information & explanations given to us the during the period covered by our audit Report the company has not raised money by public issue therefore the provisions of clause 4(xx) of the companies (Auditors Report) Order, 2003 are not applicable to the company. (xxi) According to the information & explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For INDRAYANI BIOTECH LTD.

G V Madane and Company;

Chartered Accountants.

Mr. G V Madane.

Proprietor

Place : Pune

Date : August 20, 2010