Auditor Report of Jagson Airlines Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of JAGSON AIRLINES LIMITED 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 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 with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial control, 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 tacen into account the provisions of the Act, the accounting and auditing standards and matter', 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 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 true and fair view, 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 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 financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31stMarch2015, its profit/loss and its cash flows for the year ended on that date.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 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 paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

b) 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 Cash Flow Statement dealt with by this Report are in agreement with the books of account.

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

e) On the basis of written representations received from the directors as on 31 March, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2015, from being appointed as a director in terms of Section 164(2) of the Act.

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

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

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

Hi. There were no amounts which required to be transferred by the Company to the Investor Education and Protection Fund

Annexure to the Auditors' Report

[Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' of our Report of even date to the members of Jagson Airlines Limited on the accounts of the company for the year ended 31st March, 2015]

On the basis of such checks as we considered appropriate and according to the information and Explanations given to us during the course of our audit, we report that:

(i) In respect of its fixed assets:

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

(b) As explained to us, fixed assets have been physically verified by the management during the year in accordance with the phased programme of verification adopted by the management which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(ii) In respect of its inventory:

a) As explained to us, there are no inventories of store and spare parts are available as verified and explained by the Management.

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 were reasonable and adequate in relation to the size of the Company and the nature of its business.

c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification of stocks as compared to book records.

(iii) In respoct ot loans, secured or unsecured, granted to the parties covered in register maintained under section 189 of the Compares Act 2013:

(a) According to the information and explanations given to us, the Company has not granted to companies, firm or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013: and therefore paragraph 3(iii) of the Order is not applicable.

(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 for the purchase of inventory, 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.

(v) The company has not received any public deposits during the year

(vi) As informed to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the Company

(vii) In respect of statutory dues:

(a) According to the records of the company and information and explanations given to us, the Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, employees state insurance (ESI), Investor Education and Protection Fund, Income-tax, Tax deducted at sources, Tax collected at source, Professional Tax, Sales Tax. value added tax (VAT) Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it, with the appropriate authorities.

(b) According to the information and explanations given to us, there were no undisputed amounts payable in respect of Income-tax, Wealth Tax, Custom Duty, Excise Duty, sales tax, VAT, Cess and other material statutory dues in arrears /were outstanding as at 31 March, 2015 for a period of more than six months from the date they became payable.

(c) There were no amounts which required to be transferred by the Company to the Investor Education and Protection Fund.

(viii) The company has the accumulated losses of Rs.33, 31, 39,536/- at the end of financial year 2014-15.

(ix) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to financial institutions, banks and debenture holders.

(x) In our opinion, and according to the information and the explanation given to us, the company has not given any guarantee for loans taken by others from banks or financial institutions during the year;

(xi) The company has not obtained any term loan during the year, so this para of order is not applicable.

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

Place: New Delhi For SANJAY KAILASH & ASSOCIATES

Date : 29/05/2015 Chartered Accountants

Firm Registration No. : 021760N)

Sd/-

Sanjay Mehra

Proprietor

(Membership No.: 91866)

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Mar 31, 2014

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

We conducted our audit in accordance with 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 misstatement. 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclosed in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Further to our comments referred to in paragraph (1) 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 accounts as required by law have been kept by the Company so far as appears from our examination of those books.

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

IV. In our opinion the Balance Sheet and the Profit and Loss Account dealt with by this report comply with the accounting standards referred to in Sub- Section (3C) of Section 211 of the Companies Act, 1956 to the extent applicable.

V. Based on representation made by the Directors of the company and information and explanations given to us, none of the Directors of the company are prima-facie as at 31.03.2014 are disqualified for being appointed as Director of the Company in terms of clause (g) of the sub section (i) of section 274 of the Companies Act 1956.

VI. In our opinion and to the best of our information and according to the explanations given to us, the accounts read together with the notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view:

A) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2014, and

B) In case of the Profit and Loss Account of the Profit for the year ended on that date.

ANNEXURE TO THE REPORT OF THE AUDITORS (REFERRED TO IN PARAGRAPH ABOVE)

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

2. A substantial portion of the fixed assets have been physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification.

3. Fixed assets disposed off during the year were not substantial. According to the information and explanations given to us, we are of the opinion that the disposal of fixed assets has not affected the ongoing concern status of the Company.

4. There is no stocks of stores & spares as verified during the year by the management. In our opinion the frequency of verification is reasonable.

5. The procedures of physical verification of stores and spares followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

6. In our opinion and according to the information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between physical stocks and the book records were not material and have been properly dealt with in the books of account.

7. The company has not granted/taken loans secured or unsecured to/from Companies, firm or other parties covered in the register maintained under section 301 of the Companies act 1956.

8. 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 stores & spares and fixed assets. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

9. 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 there are no transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956.

10. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposit under Section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975, with regard to deposits accepted from the public.

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

12. The Central Government has not prescribed the maintenance of cost records under section 209(1)(d) of the Companies Act, 1956.

13. According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duty, cess and other material statutory dues applicable to it have been generally regularly deposited during the year with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of above were in arrears, as at March 31,2013 for a period of more than six months from the date on which they became payable. .

14. According to the records of the Company and information provided, there are no dues of sales tax, wealth tax, excise duty or cess which have not been deposited on account of dispute. However in the case of custom duty the company has already deposited the amount of custom duty as directed by custom, excise and service tax appellate tribunal New Delhi for the case pending with the tribunal against the order of the Commissioner of Customs.

15. The Company has accumulated losses of Rs. 23,68,64,120/- at the end of the financial year and has incurred cash losses of Rs. 73,58,934/- during the financial year covered by our audit and the immediately preceding financial year.

16. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

17. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

18. 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 (Auditor''s Report) Order, 2003 are not applicable to the Company.

19. 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 (Auditor''s Report) Order, 2003 are not applicable to the Company.

20. In our opinion and based on the information and explanations received, the company has not given any guarantee for loans taken by others from banks or financial institutions.

21. In our opinion and according to the information and explanations given to us, there is no Term Loans is pending to paid off during the year.

22. According to the information and explanations given to us and on an overall examination of the balance sheet of the company and on the basis of review of utilization of funds, we report that the no funds raised on short term basis have been used for long-term investment and vice-versa.

23. 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.

24. According to the information and explanations given to us, during the period covered by our audit report, the company had not issued any debentures/and created any security in respect thereof.

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

26. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Sanjay Kailash & Associates Chartered Accountants Sd/- (Sanjay Mehra) Proprietor Place: New Delhi Membership No. 91866 Date: 28/05/2014 FRN No. 021760N

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Mar 31, 2012

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

We conducted our audit in accordance with 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 misstatement. 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclosed in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Further to our comments referred to in paragraph (1) 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.

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

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

IV. In our opinion the Balance Sheet and the Profit and Loss Account dealt with by this report comply with the accounting standards referred to in Sub- Section (3C) of Section 211 of the CompaniesAct, 1956 to the extent applicable.

V. Based on representation made by the Directors of the company and information and explanations given to us, none of the Directors of the company are prima-facie as at 31.03.2012 are disqualified for being appointed as Director of the Company in terms of clause (g) of the sub section (i) of section 274 of the Companies Act 1956.

VI In our opinion and to the best of our information and according to the explanations given to us, the accounts read

together with the notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view:

A) In the case of the Balance Sheet, of the state of affairs ofthe company as at 31“ March, 2012, and

B) In case of the Profit and Loss Account of the Profit for the year ended on that date.

ANNEXURE TO THE REPORT OF THE AUDITORS

(REFERRED TO IN PARAGRAPH ABOVE)

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

2. A substantial portion of the fixed assets have been physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification,

3. The stocks of stores & spares have been physically verified during the year.. In our opinion the frequency of verification is reasonable.

4 The procedures of physical verification of stores and spares followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

5. In our opinion and according to the information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between physical stocks and the book records were not material and have been properly dealt with in the books of account.

6. The company has granted/taken loans secured or unsecured to/from Companies, firm or other parties covered in the register maintained under section 301 of the Companies act 1956.

7. 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 stores & spares and fixed assets. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

8. 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 there are no transactions that need to be entered into the register maintained under Section 301 of the Companies Act, 1956.

9. in our opinion and according to the information and explanations given to us, the Company has not accepted any deposit under Section 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975, with regard to deposits accepted from the public.

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

11. The Central Government has not prescribed the maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956.

12. According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs Duty, Excise Duties and other material statutory dues applicable to it, have been generally regularly deposited during the year with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of above were in arrears, as at March 31,2012 for a period of more than six months from the date on which they became payable.

13. According to the records of the Company and information provided, there are no dues of sales tax, wealth tax, excise duty or cess which have not been deposited on account of dispute. However in the case of custom duty the company has already deposited the amount of custom duty as directed by custom, excise and service tax appellate tribunal New Delhi for the case pending with the tribunal against the order of the Commissioner of Customs. Income tax liability for the assessment year 2008-2009 has not been considered as debt as the matter is pending with Commissioner of Income Tax Appeals.

14. The Company has accumulated losses of Rs.221,870,406/- at the end of the financial year and has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

15 In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to

a financial institution, bank or debenture holders.

16. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

17. 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 (Auditor's Report) Order, 2003 are not applicable to the Company.

18. 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 (Auditor's Report) Order, 2003 are not applicable to the Company.

19. In our opinion and based on the information and explanations received, the company has not given any guarantee for loans taken by others from banks or financial institutions.

20. In our opinion and according to the information and explanations given to us, the Term Loans have been applied for the purpose for which they were obtained.

21. According to the information and explanations given to us and on an overall examination of the balance sheet of the company and on the basis of review of utilization of funds, we report that the no funds raised on short term basis have been used for long-term investment and vice-versa,

22. 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.

23. According to the information and explanations given to us, during the period covered by our audit report, the company had not issued any debentures/and created any security in respect thereof.

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

25. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Sanjay Kailash & Associates

Chartered Accountants Sd /- (Sanjay Mehra) Proprietor

Place: New Delhi Date: 6 June, 2012

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Mar 31, 2010

1. We have audited the attached Balance Sheet of Jagson Airlines Limited, as at 31st March, 2010, the Profit and Loss account and also the Cash Flow Statement of the year ended on that date 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 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 misstatement. An audit includes examining, on a test basis, evidence supporting the amounts antfdisclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003, as amended by the Companies (Auditors Report) (Amendment) Order, 2004 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, a statement on the matters specified in paragraphs 4 and 5 of the said order.

4. Furtherto 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 purposes of our audit;

ii) in our opinion proper books of accounts as required by law have been kept by the company so far as appears from our examination of those 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) in 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 to the extent applicable;

v) on the basis of written representations received from the Directors and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31" 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) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements together with the notes thereon and attached thereto, 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;

a) in the case of the Balance Sheet, of the state of affairs of the company as at 31" March, 2010.

b) in the case of the Profit and Loss Account, 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.

Annexure to Auditors Report

Referred to in paragraph 3 of our report of even date

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

b) All the assets have not been physically verified by the management during the year but 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. No material discrepancies were noticed on such verification.

ii) a) The inventory consisting of Aircraft stores & spare parts, flight equipments and other miscellaneous items has been physically verified during year by the management. In our opinion, the frequency of verification is reasonable.

b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

c) The company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to the book records were not material.

iii) a) The Company has not granted any loans, secured or unsecured to Companies/firms or other parties as covered in the register maintained under Section 301 of the Companies Act 1956. Accordingly, Clause 4 (iii) (b) to (d) of the order are not applicable.

b) The Company has taken a loan Rs. 2422 Lacs from Jagson International Limited being a company covered in the register maintained undersection 301 of the Companies Act, 1956.

c) Rate of interest and other terms and conditions of loan taken by the company , are not prejudicial to the interest of the company

iv) In our opinion and^cording to the information and explanations given to us, there are adequate internal control procedures

commensurate wWthe 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 tickets. During the course of our audit, we have not observed any continuing failure to x correct major weaknesses in internal controls.

v) a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section. b) In our opinion and according to the information and explanations given to us the transactions made in pursuance of such contracts or aqpngements and exceeding the value of Rupees Five Lakhs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi) The company has not accepted any deposits from the public in terms of the provisions of section 58A and Section 58AA of the companies act, 1956 and the rules frames thereunder. No order has been passed by the Company Law Board.

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

viii) The Central Government has not prescribed the maintenance of cost records by the company in terms of section 209(1) (d) of the Companies Act, 1956.

ix) a) According to the information and explanation given to us, the company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues applicable to it. And there is no arrears at the year end.

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

c) According to the information and "explanation given to us there are no disputed dues of sales tax, income tax, customs duty, wealth tax, excise duty and cess, which are required to be deposited with the appropriate authorities.

x) The company has an accumulated loss of Rs.4122 Lacs as at 31" March 2010 and it has incurred a cash loss of Rs.310 Lacs in the financial year ended on that date

xi) In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to bank(s). The company has not borrowed any funds from financial institution and by issue of debentures.

xii) The company has not granted any loans and advances on the basis of security by the way of pledge of shares, debentures and other securities and hence we have no comments to offer in respect of clause 4 (xii) of the Companies (Auditors Report) Order, 2003.

xiii) In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund / society. Therefore, the provisions of clauses 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) In our opinion and according to the information and explanations given to us, the company has given corporate guarantees for loans taken by M/s Jagson International Limited from ICICI Bank Limited amounting to Rs. 280.00 Crores for the purpose of purchase of oil drilling rigs.

xvi) In our opinionfthe term loans have been applied for the purpose for which they were raised.

xvii) 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(s). No long-term t funds have been used to finance short-term assets.

xviii) The Company has not issued any debentures during the year nor there is any outstanding as on 31" March, 2010 and hence we have no comments to offer in respect of clause 4 (xix) of the Companies (Auditors Report) Order, 2003.

xix) The company has not raised money by public issues in the recent past and hence we have no comments to offer in respect of clause 4 (xx) of the Companies (Auditors Report) Order, 2003.

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

For Sanjay Kallash & Associates

Chartered Accountants

Sd/-

Place : New Delhi (Sanjay Mehra)

Date : 29/05/2010 Prop.

Membership No. 091866