Auditor Report of Kalind Ltd.

Mar 31, 2025

We have audited the accompanying standalone financial statements of Arunis Abode Limited ("the Company"), which
comprise the balance sheet as at 31^st March 2025, and the statement of profit and loss (including other comprehensive
income), statement of changes in equity and statement of cash flows for the year then ended, and notes to the
standalone financial statements, including a summary of the significant accounting policies and other explanatory
information.

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

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Assessment of Going Concern Assumption
Description of Key Audit Matter:

During the year, the Company did not earn any revenue from its real-estate consultancy business activity. Further,
pursuant to a change in majority shareholding, the management has initiated a process to dispose of majority
of assets and liabilities of the Company as part of internal agreements with the new stakeholders. These
developments give rise to significant uncertainty about the Company''s ability to continue as a going concern.
Accordingly, assessing the appropriateness of the going concern assumption used in the preparation of the
financial statements required significant auditor attention.

How the matter was addressed in our audit:

• Reviewed Board resolutions and correspondence regarding the management''s restructuring and disposal
plans.

• Examined the Company''s liquidity position and cash flow projections.

• Evaluated the classification and measurement of assets and liabilities under Ind AS.

• Assessed the adequacy of disclosures relating to going concern in Note 27 to the financial statements.

2. Recognition and Valuation of Inter-Corporate Deposits (ICDs)

Description of Key Audit Matter:

As part of treasury operations during the transition period, the Company invested surplus funds arising from the
sale of assets into short-term Inter-Corporate Deposits (ICDs). The recognition and valuation of these financial
assets require significant judgment with respect to the creditworthiness of counterparties, recoverability, and
measurement under Ind AS 109 - Financial Instruments. This was considered a key audit matter due to the
materiality of these investments and the inherent risks associated with such transactions.

How the matter was addressed in our audit:

• Obtained and verified ICD agreements and reviewed counterparties'' financial health.

• Tested recoverability, including interest income recognition and impairment analysis under the Expected
Credit Loss (ECL) model.

• Evaluated compliance with Ind AS 109 and adequacy of related disclosures in Note [Y] to the financial
statements.

Emphasis of matter

We draw attention to Note 27 to the financial statements which explain the fact that major shareholder and existing
promoter of the Company executed a Share Purchase Agreement whereby he has sold his entire holding. As per a
mutual understanding between the outgoing and incoming management, the existing investments and properties of
the Company are being liquidated prior to full transfer of control. Pending deployment of such funds, the Company
has temporarily placed surplus proceeds in the form of inter-corporate deposits (ICDs) with select entities to optimize
returns.

The outgoing management believes that the thresholds of ''net-owned funds'' as defined under section 45-IA of the
Reserve Bank of India Act, 1934 and ''financial activity as principal business'' as explained in RBI vide press release
1998-99/1269 dated April 8, 1999, as determined by 50-50 test are achieved by the Company only temporarily. No
communication with the regulator, i.e. RBI is made as the breach of limits is only due to specific events and participation
in ICDs is made in good faith for efficient fund utilization during the transition period.

Our opinion is not qualified in respect of this matter.

Other Matter

The financial statements of the Company for the year ended 31^st March 2024 were audited by the predecessor auditor
whose Audit Report dated 24^th May 2024 expressed an unmodified opinion on the standalone financial statements.

Information Other than the Financial Statements and Auditors'' Report Thereon

The Company''s management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company''s annual report but does not include the financial statements and
our auditors'' report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information; we are required to report that fact. We have
nothing to report in this regard.

Management''s and Board of Directors'' Responsibility for the Financial Statements

The Company''s management and Board of Directors are responsible for the matters stated in section 134(5) of the Act
with respect to the preparation of these financial statements that give a true and fair view of the state of affairs and
profit of the Company in accordance with the accounting principles generally accepted in India, including the Indian
Accounting Standards (Ind AS) specified under section 133 of the Act. This responsibility also includes maintenance
of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

The Board of Directors is also responsible for overseeing the Company''s financial reporting process.

Auditor''s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with
SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entity''s internal controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that material
uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause
the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be
influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and
in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone
financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on Other Legal and Regulatory Requirements

(A) As required by the Companies (Auditor''s Report) Order, 2020 (the "Order") issued by the Central Government in
terms of Section 143(11) of the Act, we give in "Annexure A" a statement on the matters specified in paragraphs
3 and 4 of the Order.

(B) 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 standalone balance sheet, the standalone Statement of Profit and Loss (including Other comprehensive
income), the standalone Statement of Changes in Equity and the standalone Statement of Cash Flows dealt
with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of the Act.

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

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

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

a) The Company does not have any pending litigations which would have an impact on its financial position.

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

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

(D) With respect to the matter to be included in the Auditors'' Report under section 197(16) of the Act, as amended, in
our opinion and according to the information and explanations given to us, the remuneration paid by the Company
to its directors during the year is in accordance with the provisions of section 197 of the Act.

(E) (i) The management has represented that, to the best of its knowledge and belief, other than as disclosed in

the notes to the accounts, no funds have been advanced or loaned or invested (either from borrowed funds
or share premium or any other sources or kind of funds) by the company to or in any other person(s) or
entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing
or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(ii) The management has represented, that, to the best of its knowledge and belief, other than as disclosed in
the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies),
including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or
otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(iii) Based on audit procedures which we considered reasonable and appropriate in the circumstances, nothing
has come to our notice that has caused us to believe that the representations under subclause (i) and (ii) of
Rule 11(e), as provided under 2 (C) (i) and (ii) above contain any material misstatement.

(iv) The company has not declared or paid any dividend during the year in contravention of the provisions of
section 123 of the Companies Act, 2013.

(F) Based on our examination which included test checks, the Company has used accounting software "Tally Prime
(Edit Log)" for maintaining its books of account which have a feature of recording audit trail (edit log) facility and
the same has operated throughout the year for all relevant transactions recorded in the software. Further, where
audit trail (edit log) facility was enabled and operated, we did not come across any instance of the audit trail
feature being tampered with.

For B R Pancholi & Co.

Chartered Accountants

Firm''s Registration No.: 107285W

CA Bhupendra Pancholi

Partner

Membership No.: 041254

Place: Vadodara

Date: 14^th May, 2025

UDIN: 25041254BMNTGK4368

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Mar 31, 2024

We have audited the standalone financial statements of Arunis Abode Limited (formerly known as M. B. Parikh

Finstocks Limited) (“the Company”), which comprise the balance sheet as at 31^st March, 2024, and the statement of
profit and loss (including other comprehensive income), statement of changes in equity and statement of cash flows for
the year then ended, and notes to the standalone financial statements, including a summary of the significant accounting
policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Companies Act, 2013 (“Act”) in the manner so required and
give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs
of the Company as at 31^st March, 2024, and profit and other comprehensive income, changes in equity and its cash flows
for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act.
Our responsibilities under those SAs are further described in the Auditor''s Responsibilities for the Audit of the Financial
Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India together independent requirements that are relevant to our audit of the
standalone financial statements under the provisions of the Act and Rules their under, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and Code of Ethics. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.

The Key Audit Matters

Key audit matters (''KAM'') are those matters that, in our professional judgment, were of most significanc e in our audit of
the standalone financial statements of the current period. These matters were addressed in the context of our audit of
the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.

Revenue Recognition:

The Company has major income from consultancy to its clients relating to real estate business and other incomes.

The Company applies Ind AS 115 “Revenue from contracts with customers” for recognition of revenue from consultancy,
which is being recognised at a point in time upon the Company satisfying its performance obligation which is linked to
the informing customer of completion of service and receiving confirmation from customer regarding invoice
generation.

Since significant judgement is involved in identifying performance obligations and determining when ''confirmation'' of
the customer is received basis which revenue is recognised, we have considered revenue recognition as a key audit
matter.

Our audit procedures in respect of this area, among others, included the following:

• Read the company''s revenue recognition accounting policies and evaluated the appropriateness of the same with
respect to principles of Ind AS 115 and their application to the significant customer contracts;

• Obtained and understood the company''s process for revenue recognition including identification of performance
obligations and receipt of confirmation from customer for completion of service;

• Evaluated the design and implementation and verified, on a test check basis, the operating effectiveness of key
internal controls over revenue recognition including controls around provision of consultancy and receiving customer
confirmation;

•Verified the sample of revenue contract for consultancy to identify the performance obligations of the company under
these contracts and assessed whether these performance obligations are satisfied over time or at a point in time based
on the criteria specified under Ind AS 115;

•Assessed the adequacy and appropriateness of the disclosures made in standalone financial statements in compliance
with the requirements of Ind AS 115 - ''Revenue from contracts with customer''.

Information Other than the standalone Financial Statements and Auditors'' Report Thereon

The Company''s management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company''s Annual Report, but does not include the standalone financial
statements and our auditors'' report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the standalone financial
statements or our knowledge obtained during the course of the audit or otherwise appears to be materially misstated. If,
based on the work we have performed, we conclude that there is a material misstatement of this other information; we
are required to report that fact. We have nothing to report in this regard.

Management''s Responsibility for the Standalone Financial Statements

The Company''s management and Board of Directors are responsible for the matters stated in section 134(5) of the Act
with respect to the preparation of these standalone financial statements that give a true and fair view of the state of
affairs, profit and other comprehensive income, changes in equity and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under
section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and
other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the standalone financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

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

Board of Directors is also responsible for overseeing the Company''s standalone financial reporting process.

Auditor''s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these standalone financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is

sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls with reference to
standalone financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.

• Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the
disclosures, and whether standalone the financial statements represent the underlying transactions and events
in a manner that achieves fair presentation.

• Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements
may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our
audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified
misstatements in the standalone financial statements.

• We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.

• We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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

Report on Other Legal and Regulatory Requirements

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

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

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

c) The balance sheet, the Statement of Profit and Loss (including other comprehensive income), the
Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in
agreement with the books of account.

d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of
the Act.

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

f) With respect to the adequacy of the internal financial controls with reference to standalone financial
statements of the Company and the operating effectiveness of such controls, refer to our separate Report
in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness
of the Company''s internal financial controls with reference to standalone financial statements.

g) With respect to the matter to be included in the Auditors'' Report under Section 197(16) of the Act as
amended:

In our opinion and according to the information and explanations given to us, the remuneration paid by
the company which are incorporated in India to its directors during the current year is in accordance
with the provisions of Section 197 of the Act.

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

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

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

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

iv. (a) The Management has represented that, to the best of its knowledge and belief, other than disclosed
in notes, to the Standalone Financial Statements, no funds (which are material either individually or in
the aggregate) have been advanced or loaned or invested (either from borrowed funds or share
premium or any other sources or kind of funds) by the Company to or in any other person or entity,
including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (b)
The Management has represented, that, other than disclosed in notes, to the best of its knowledge and
belief, no funds (which are material either individually or in the aggregate) have been received by the
Company from any person or entity, including foreign entity (“Funding Parties”), with the
understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or
indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries; (c) Based on the audit procedures that have been considered
reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to
believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and
(b) above, contain any material misstatement.

v. Based on our examination which included test checks, the Company has used accounting software
“Tally Prime (Edit Log)” for maintaining its books of account which have a feature of recording audit
trail (edit log) facility and the same has operated throughout the year for all relevant transactions
recorded in the software. Further, where audit trail (edit log) facility was enabled and operated, we
did not come across any instance of the audit trail feature being tampered with.

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

For : A R P A N & Associates LLP
(Formerly known as A Yadav & Associates LLP)

Chartered Accountants
FRN: 129725W/W100686

CA Arvind K. Yadav, Partner
Membership No: 047422
Place: Vadodara,
Date: 24-May-2024,
UDIN: 24047422BKBLKA7940

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Mar 31, 2015

We have audited the accompanying financial statements of M.B. Parikh Finstocks Limited ("the Company"), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies(Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors' Responsibility

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

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

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

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the 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 31st March, 2015, and its profit and its cash flow 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 in terms of Section 143(11) 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 sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

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

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(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 the written representations received from the directors as on 31st March, 2015taken on record by the Board of Directors, none of the directors is disqualified as on31st March, 2015 from being appointed as a director in terms of Section 164 (2) of the Act.

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 21 to the financial statements.

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

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

For B. R. Pancholi & Co.,

Chartered Accountants

Firm's Registration No.: 107285W

CA.Bhupendra Pancholi Partner

Membership No.: 041254

Place of Signature: Mumbai

Date:22nd May, 2015

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Mar 31, 2014

We have audited the accompanying financial statements of M B Parikh Finstocks Limited ("the Company"), which comprise the Balance Sheet as at 31stMarch, 2014, 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 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 notified under the Companies Act, 1956 ("the Act")(which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13 th September, 2013 of the Ministry of Corporate Affairs) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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 withethical 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 and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of the 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 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:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 stMarch, 2014;

(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, 2003("the Order") issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

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

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs).

(e) On the basis of the written representations received from the directors as on 31 stMarch, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in terms of Section 274(1)(g) of the Act.

Annexure to the Auditors'' Report

The Annexure referred to in our report to the members of M.B. Parikh Finstock Limited ("the Company") for the year ended 31 March 2014, we report that:

(i) Having regard to the nature of the Company''s business/activities/results during the year, clauses (ii), (vi), (viii), (xii), (xiii), (xvi), (xix) and (xx) of paragraph 4 of the Order are not applicable to the Company.

(ii) In respect of its fixed assets:

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

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

(c) In our opinion, the Company has not disposed of a substantial part of its fixed assets during the year and the going concern status ofthe Company is not affected.

(iii) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act 1956, according to the information and explanations given to us:

(a) The Company has granted loans aggregating Rs. 447200 to three parties during the year. At the year- end, the outstanding balances of such loans granted aggregated Rs. 15612 and the maximum amount involved during the year was Rs. 352625 (no. of parties involved are 3).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interest of the Company.

(c) In the absence of stipulations, the regularity of the receipts of principal amounts and interest has not been commented upon.

(d) There is no overdue amount in excess of Rs. 1 lakh remaining outstanding as at the year-end.

In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the Register maintained under Section 301 ofthe Companies Act, 1956, according to the information and explanations given to us:

(a) The Company has taken loans aggregating Rs. 667500 from two parties during the year. At the year- end, the outstanding balances of such loans taken aggregated Rs. 2336 and the maximum amount involved during the year was Rs. 615500 (number of parties involved are 2).

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interest ofthe Company.

(c) In the absence of stipulations, the regularity of the payments of principal amounts and interest has not been commented upon.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, with regard to purchase of securities and fixed assets and for the sale of securities and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

(v) To the best of our knowledge and belief and according to the information and explanations given to us, there are no contracts or arrangements that needed to be entered in the Register maintained in pursuance of Section 301 of the Companies Act, 1956.

(vi) In our opinion and according to the information and explanations given to us, the company has an internal audit system commensurate with the size of the company and nature of its business.

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

a. The company has generally been regular in depositing undisputed statutory dues, including Income Tax, Service tax and other material statutory dues applicable to it with the appropriate authorities.

b. There were no undisputed amounts payables in respect of Income Tax, Service tax and other material statutory dues in arrears as at March 31, 2014 for a period of more than six months from the date they became payable.

c. There are no dues of Income-Tax, Service Tax and other material statutory dues which have not been deposited as on March 31,2014 on account of disputes.

(viii) The Company does not have accumulated losses at the end of the Financial Year and the company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding Financial Year.

(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 and banks. The company has not issued any debentures.

(x) The Company has maintained proper records of the transactions and contracts in respect of dealing in or trading in shares, securities, debentures and other investments and timely entries have been made there in. All shares, securities, debentures and other investments have been held by the company in its own name.

(xi) 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 during the year.

(xii) In our opinion and according to the information and explanations given to us, and on an overall examination of the Balance Sheet of the Company, we report thatfunds raised on short-term basis have, prima facie , not been used during the year for Long Term Investments.

(xiii) During the year the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 ofthe Companies Act, 1956.

(xiv) 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.

For B. R. Pancholi& Co. Chartered Accountants (Firm''s Registration No. 107285W)

Bhupendra Pancholi (Partner) MUMBAI, May 24,2014 (Membership NO. 041254)

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Mar 31, 2012

1. I have audited the attached Balance Sheet of M. B. Parikh Fin stocks Ltd ("the Company ") as at 31st March, 2012, the Statement of Profit and Loss and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit.

2. I conducted my audit in accordance with the Auditing Standards generally accepted in India. Those Standards require that I 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. I believe that my audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4 A) of section 227 of the Companies Act, 1956,1 enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to my comments in the Annexure referred to in paragraph 3 above, I report that:

(i) I have obtained all the information and explanations, which to the best of my knowledge and belief were necessary for the purposes of our audit;

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

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

(iv) In my opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in sub- section (3C) of Section 211 of the Companies Act, 1956;

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

(vi) In my opinion, and to the best of my information and according to the explanations given to me, they said accounts read together with the Significant Accounting Policies and 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:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March, 2012;

(b) in the case of the Statement of Profit & Loss, of the loss of the Company 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.

Referred to in paragraph 3 of my report of even date,

(I) In respect of its fixed assets:

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

(b) As explained to me, all the fixed assets have been physically verified by the management during the year, which in my 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.

(c) In my opinion, the Company has not disposed of a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

(ii) The Company is a member of National Stock Exchange, a Deposit based trading member of BSE and a Depository Participant of CDSL. Stock in trade of securities in DMAT Account, held in the name of the Company is treated as current investment is verified by the management during the year. No major discrepancy is noticed on verification. In my opinion, the frequency of verification is reasonable.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms, other parties covered in the Register under section 301 of the Companies Act, 1956:

The company has neither granted nor taken any loans, secured or unsecured, to/from companies, firms, other parties covered in the Register under section 301 of the Companies Act, 1956:

(iv) In my opinion and according to the information and explanations given to me, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, with regard to purchase of securities and fixed assets and for the sale of Investments and services. During the course of our audit, I have not observed any continuing failure to correct major weaknesses in internal control system.

(v) (a) According to the information and explanations given to me, I am of the opinion that the particulars of all contracts or arrangements that need to be entered into the register maintained under section 301 ofthe Companies Act, 1956 have been so entered.

(b) In my opinion and according to the information and explanations given to me, there are no transactions made in pursuance of contracts or arrangements referred to under section 301 of the Companies Act, 1956.

(vi) In my opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

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

Internal Audit of the Company for NSE Cash and Derivative segment prescribed vide Circulars dated 22nd August, 2008 and 21st October, 2008 issued by SEBI is carried out an independent Chartered Accountants.

(viii) The Company, being a Stock Broker and Depository Participant is not prescribed by the Central Government under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 for maintaining cost records.

(ix) In respect of statutory dues:

(a) According to the records of the company, it has generally been regular in depositing with appropriate authorities undisputed statutory dues including service tax, stamp duty and other

statutory dues with the appropriate authorities.

(b) According to the information and explanations given to me, no undisputed amounts payables in respect of service tax, stamp duty and other statutory dues were in arrears, as at 31.03.2012 for a period of more than six months from the date they became payable, (c) According to the information and explanations given to me, there are no dues of service tax, stamp duty and other statutory dues which have not been deposited on account of any dispute.

(x) According to the records of the Company, there are no accumulated losses. Further, the Company has not incurred cash losses during the financial year covered by my audit.

(xi) Based on my audit procedures and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank.

(xii) In my opinion and according to the information and explanations given to me and based on the information available 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.

(xiii) In my opinion, the Company is not a chit fund / nidhi/ mutual benefit fund/society. Therefore the provisions of clause 4(xiii) of the Order are not applicable to the company.

(xiv) The Company has maintained proper records of the transactions and contracts in respect of trading in shares, securities and timely entries have been made there in. All shares, securities and other investments are held by the company in its own name.

(xv) The Company has not given guarantees for any loans taken by others from banks or financial institutions.

(xvi) The Company has taken term loan for Vehicle from banks or financial institutions.

(xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, I am of the opinion that the Company has not raised funds on short-term basis during the year.

(xviii) According to the information and explanations given to me, the Company has not made preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

(xix) According to the information and explanations given to me during the period covered by my audit report, the Company has not issued any debentures.

(xx) The Company has not raised any monies through public issues during the year.

(xxi) According to the information and explanations given to me, no material fraud on or by the Company has been noticed or reported during the course of our audit.

For B. R. Pancholi & Co.,

Chartered Accountants

Place: Mumbai CA. B R Pancholi

Date: 30.05.2012 Proprietor

Membership Number: 041254

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Mar 31, 2011

1. We have audited the attached Balance Sheet of M. B. Parikh Finstocks Ltd.,("The Company") as at 31st March, 2011, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's Management. Our responsibility is 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 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.

3. As required by the Companies (Auditor's 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 a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Considering the nature of the business of the Company, the net gain or loss is considered as turnover of the Company for the year as it is not possible for us to come to verify the turnover from delivery based transactions and transactions which are squared up the same day they are entered into, in view of non-availability of information at hand.

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 purposes of our audit;

(ii) 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;

(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;

(v) On the basis of written representations received from the directors, as on 31st March, 2011 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2011 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 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 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, 2011;

(b) in the case of the Profit & Loss Account, of the loss 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.

ANNEXURE TO THE AUDITORS' REPORT

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

(i) (a) The Company is maintaining 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 program 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.

(c) The Company has not disposed of a substantial part of fixed assets during the year and such disposal has, in our opinion, not affected the Going Concern status of the Company.

(ii) The Company is a member of National Stock Exchange, a Deposit based trading member of BSE and a Depository Participant of CDSL. All the inventories are held under DEMAT form and are verified by the management time-to-time. No major discrepancy is noticed on verification. In our opinion, the frequency of verification is appropriate in view of the size and nature of operation of the Company.

(iii) According to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured, to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and therefore, the provisions of Clause (iii) of the Order are not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, with regard to purchase of securities, fixed assets and rendering of broking services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system of the Company.

(v) (a) According to the information and explanations given to us, we are of the opinion that the particulars of all contracts or 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, there are no transactions made in pursuance of contracts or arrangements referred to under section 301 of the Companies Act, 1956.

(vi) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. The major source of income is brokerage from NSE Cash and Futures & Options segments. Internal audit of the said segment activities is performed by "Mehta Sanghvi & Associates, Chartered Accountants, Mumbai in view of prescription of SEBI vide Circulars dated 22nd August, 2008 and 21st October, 2008.

(viii) The Company being a Stock Broker and Depository Participant is not prescribed by the Central Government under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 for maintaining cost records.

(ix) (a) The Company has generally been regular in depositing with appropriate authorities undisputed statutory dues including service tax, stamp duty and other material statutory dues. Further, since the Central Government has till date not prescribed the amount of cess payable under section 441A of the Companies Act, 1956, we are not in a position to comment upon the regularity or otherwise of the Company in depositing the same.

(b) According to the information and explanations given to us, no undisputed amounts payables in respect of service tax, stamp duty and other material statutory dues were in arrears, as at 31.03.2011 for a period of more than six months from the date they became payable.

(c) According to the information and explanations given to us, there are no dues of service tax, stamp duty and other material statutory dues which have not been deposited on account of any dispute.

(x) In our opinion, there are no accumulated losses. Further, the Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xi) 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 debentures holders.

(xii) We are of the opinion that the Company has not granted loans and advances on the basis of security by way of pledge 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 (Auditor's Report) Order, 2003 are not applicable to the Company.

(xiv) In our opinion, the Company has maintained proper records of the transactions and contracts and timely entries of the same have been made in the books of accounts. Also the shares, securities, debentures and other investments are held by the Company in its own name.

(xv) In our opinion, the Company has not given guarantees for any loans taken by others from banks or financial institutions.

(xvi) The Company has not taken any term loans from banks or financial institutions.

(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 the no funds were raised on short-term basis during the year.

(xviii) According to the information and 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.

(xix) According to the information and explanations given to us during the period covered by our audit report, the Company has not issued any debentures.

(xx) No money has been raised through public issues during the year.

(xxi) 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 B. R. Pancholi & Co., Chartered Accountants

Place: Mumbai CA. B R Pancholi

Date : 29th June, 2011 Proprietor

Membership Number: 041254

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Mar 31, 2010

1. We have audited the attached Balance Sheet of M. B. Parikh Finstocks Limited ("the company") as at March 31, 2010, the Profit and Loss Account and the Cash Flow Statement of the Company for 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 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 the 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.

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, a statement on the matters specified in paragraph 4 & 5 of the said Order.

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

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;

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;

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

In our opinion, the Balance Sheet, the 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;

On the basis of written representations received from the directors as on March 31, 2010, and taken on record by the Board of Directors, we report that nne of the directors is disqualified as on March 31, 2010 from being appointed as a director in terms of section 274 (1) (g) of the Companies Act, 1956; and 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 significant Accounting policies and 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 March 31, 2010; (ii) in the case of the Profit and Loss Account of the Profit 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.

ANNEXURE TO THE AUDITORS REPORT

Referred to in Paragraph 3 of our Report of even date:

1. The nature of Companys business activities during the year is such that clauses (ii),(iv) with regard to purchase of inventory and sale of goods, (vi), (viii),(x),(xii),(xiii) ,(xv), (xvi), (xix) and(xx) of paragraph 4 of the Companies (Auditors Report) Order, 2003 are not applicable to the company for the year ended on march 31st,2010.

2. In respect of its fixed assets:

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

(b) As explained to us, all the fixed assets have been physically verified by the management during the year. In our opinion, the frequency of verification of the fixed assets is reasonable having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) In our opinion, the Company has not disposed off a substantial part of its fixed assets during the year and the going concern status of the company is not affected.

3. In our opinion and according to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured, to/ from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to the purchase fixed assets and sale of services .During the course of our audit, we have not observed any continuing failure to correct major weaknesses in the internal control system.

5 In respect of the contracts or arrangements referred to in section 301 of the companies act, 1956: In our opinion and according to the information and explanations given to us, there are no transactions that needed to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public during the year. Therefore, the provisions of clause 4(vi) of the Order 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, the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of 209 of the Companies Act, 1956 for any of the services rendered by the company.

9. In respect of statutory dues:

According to the records of the company, the company has generally been regular in depositing with appropriate authorities undisputed statutory dues including investor education and protection fund income-tax, service tax, stamp duty and any other statutory dues applicable to it.

According to information and explanations given to us, no undisputed dues payable in respect of income tax, service tax and other statutory dues were in arrears as at March 31, 2010 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 of Income tax and Service tax, which have not been deposited with the appropriate authorities on account of any dispute.

10. The Company does not have accumulated losses. The company has not incurred cash losses in the financial year. The company has not incurred cash losses during the financial year covered by the audit and in the immediately preceeding financial year.

11. Based on our audit procedure and on the information and explanations given by the Management, the company has not defaulted in repayment of dues to a financial institution or bank from which working capital facilities have been availed.

12. In our opinion and according to the explanations given to us, the Company has maintained proper records for its transaction of dealing/ trading in shares and securities and timely entries have been made. The Shares, securities and other investments are held by the company in its own name.

13. In our opinion and according to the information and explanations given to us, and based on the information available, 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

14. In our opinion and according to information and explanations given to us, the Company is not a chit fund or a nidhi / mutual benefit fund / society.

15. Based on examination and according to the information and explanations given to us, during the year the Company has done financial consultancy, stock broking services and dealing or trading in shares. Proper records have been maintained of the transactions and contracts and timely entries have been made there in. The shares have been held by the Company in its own name except to the extent to the exemption, if any, granted under section 49 of the SEBI Act.

16. 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.

17. The company did not have any term loans outstanding during the year.

18. In our opinion and according to the information and explanations given to us, and on an over all examination of the Balance Sheet of the Company, we report that funds raised on short-term basis have, prima facie, not been used for long -term investment.

19. The Company has not made any preferential allotment of shares to companies / firms / parties covered in the register maintained under section 301 of the Companies Act, 1956.

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

21. Based on the audit procedure performed and the representation obtained from the management, no case of fraud on or by the Company has been noticed or reported during the year.

For B. R. Pancholi & Co.,

Chartered Accountants

FRN: 107285W

Place : Mumbai CA. B. R. Pancholi

Date : June 10, 2010 Proprietor

Mem. No. 041254