Auditor Report of MPS Pharma Ltd.

Mar 31, 2024

We have audited the accompanying financial statements of MPS Pharmaa Limited(formerly Advik Laboratories Ltd) ("the Company"),
which comprise the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss (including Other Comprehensive Income),
the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the financial
statements").

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 ("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 March 31, 2024, and its LOSS
including other comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

a) The company had recorded the cost of the investment of Rs. 53.80 lac at the face value of the equity shares issued and had
not determined the fair value as required by Ind AS. The shares were not made available for physical verification. Hence, we
are unable to comment upon the physical existence and express an opinion on the value of investment recorded.

b) The Capital work in Progress of Rs. 3.26 Crore has been stalled. The physical conditions of these assets under construction
require technical evaluation to determine impairments or write offs, if any. However in view of the management the
suspension is temporary in nature and assets under construction are not obsolete, and the company will be able to resume
construction activities in near future and accordingly no provision is required.

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10)
of the Act. Our responsibilities under those Standards are further described in the Auditors'' 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 (ICAI) together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Act and the Rules made 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.

Emphasis of Matter

We draw attention to note no. 37 of Financial Statement for the year ended March 31, 2023 regarding no revenue from
Operations during the year.

Our opinion is not modified with the above.

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

The Company''s Board of Directors is responsible for the preparation of the other information. The other information comprises the
information included in the Annual Report, but does not include the financial statements and our auditors'' report thereon. The Annual
Report is expected to be made available to us after the date of this auditors'' report.

Our opinion on the financial statements does not cover the other information and we will 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 identified above when it
becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained during the course of our audit, or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the
matter to those charged with governance.

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 Act with respect to the preparation of
these financial statements that give a true and fair view of the financial position, financial performance (including 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 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, the management is 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 the
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.

Auditors'' 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 auditors'' 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 risk 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 controls 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 system 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 auditors'' 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 auditors''
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.

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 financial statements of the current period and are therefore the key audit matters. We describe these matters in our
auditors'' 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 the Companies (Auditors'' 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,
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 including Other Comprehensive Income, the Statement of Changes in
Equity and the Statement of Cash Flow 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 the Companies (Indian Accounting Standards) Rules, 2015, as amended.

e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the Board
of Directors, none of the directors is disqualified as on March 31, 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 the financial statements of the Company
and the operating effectiveness of such controls, refer to our separate Report in "Annexure B" to this report.

g) In our opinion and to the best of our information and according to the 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.

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, as amended 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 No. 26 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 the amounts, which was 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, 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, 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)ofRule11(e),as provided under (a) and(b)above, contain any material misstatement.

(d) The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1st April 2023
Based on our examination which included test check, the Company has used accounting software for maintaining
its books of accounts 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 respective software.

Further for the periods where audit trail (edit log) facility was enabled and operated throughout the year for the
respective accounting software, we did not come across any instances of the audit trail feature being tempered
with.

V. The company has not declared or proposed dividend during the year.

For Nemani Garg Agarwal & Co.

Chartered Accountants
Firm''s Registration Number: 010192N

Sd/-

(J.M.Khandelwal)

Partner

Membership Number: 074267
UDIN:24074267BKHGUW6380

Place: New Delhi
Date: 30^th May, 2024

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Mar 31, 2015

We have audited the accompanying financial statements of ADVIK LABORATORIES LIMITED New Delhi ("the Company"), which comprise the Balance Sheet as at March 31, 2015 and the Statement of Profit and Loss and 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 in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position and financial performance and Cash Flow Statement 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 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 taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

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

An audit involves performing procedures to obtain audit evidence about the amounts and 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 31st March, 2015, and its profit 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 ("the Order") Issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act,2015 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 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) With respect to the other matters included in the Auditor's Report 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 no. 22 to the financial statements.

II. As per information furnished to us, the Company does not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

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

The Annexure referred to in our independent Auditors Report to the members of the Company on the financial statements for the year ended 31st March, 2015, we report that

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

2. (a) The Management has conducted physical verification of inventory at reasonable intervals during the year. In our opinion, the frequency of such verification is reasonable.

(b) The procedures of physical verification of inventory 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 during the physical verification of inventories as compared to book records were not material and have been dealt with in the books of account.

3. Accordingly to the information and explanations given to us, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 189 of the Act. Accordingly, paragraph 3 (iii) of the order is not applicable.

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

5. The Company has not accepted any deposits from the public within the meaning of Section 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposits) Rules, 2014(as amended)

6. As per notification no. F.No.1/40/2013-CL-V dated 31.12.2014 maintenance of cost records has not been prescribed by the Central Government U/s. 148(1) of the Companies Act, 2013.

7. (a) According to the information and explanations given to us and on the basis of our examination of the books of account of Company, the company is generally regular in depositing undisputed statutory dues including provident fund, employees state insurance, income-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable with the appropriate authorities.

In our opinion and accordingly to the information and explanation given to us, undisputed dues in respect of Income Tax which was outstanding at the year-end for a period of more than six months from the date that become payable is as follow:-

Nature of Nature of Dues Amount Period to Due date Statue (Rs.In which the lacs) amounts relates

Income Tax Income Tax 18.33 FY 2013-14 30.11.2014 Act, 1961

Nature of Date of Statue payment

Income Tax Not yet paid Act, 1961

(b) According to the information and explanation given to us, no other undisputed amounts except above, are payable on account of provident fund, employees state insurance, income-tax, service tax, duty of customs, duty of excise, value added tax, as at 31.03.2015 for a period of more than six months from the date they become payable.

(c) According to the informations and explanations given to us there are no no amount required to be transferred to investor education and protection fund in accordance with the relevant provisions of the companies Act, 1956 (1of 1956) and rules made there under.

8. In our opinion and according to information and explanation given to us, company does not have any accumulated losses at the end of the financial year. Further, the company has incurred cash losses of Rs. 26.52 lacs during the financial year covered under audit.

9. According to information & explanation given to us the company has defaulted in payment of dues to bank. The details of default are as under:-

Sno. Name of Bank Amount Nature of dues (Rs. In lacs)

1. Indian Overseas Bank 40.69 Interest(Term loan) 78.80 Principal

2. Indian Overseas Bank 20.88 Interest (Working Capital)

Sno. Name of Bank Period of default of repayment

1. Indian Overseas Bank 01.06.2014 to 31.03.2015 (10 months)

2. Indian Overseas Bank 01.10.2014 to 31.03.2015 (6 months)

10. As per information furnished to us, the company has not given any guarantee for loans taken by others from bank or financial institution.

11. According to the information & explanation given to us, during the year company has not raised any term loan.

12. 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 M/s. RMA & Associates Chartered Accountants Firm Regn. No. 000978N

Sd/-

Place: New Delhi Pankaj Chander Dated : 30th May, 2015 Partner M. No.89065

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Mar 31, 2014

We have audited the accompanying financial statements of Advik Laboratories Limited (the Company''), which comprise the Balance Sheet as at 31st March, 2014 the Statement of Profit and Loss and 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

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act") read with the general circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the companies Act, 2013. 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 Accounts of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

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

(a) In the case of Balance Sheet of the state of affairs of the Company as at 31st March 2014:

(b) In the case of the Statement of Profit and Loss, of the profit of the Company for the year

(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 of India in terms of sub –section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books [and proper returns adequate for the purposes of our audit have been received from branches not visited by us];

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

d. in our opinion, the Balance Sheet, Statement of Profit and Loss comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956, read with the general circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the companies Act, 2013.

e. on the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

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

ANNEXURE TO THE AUDITOR''S REPORT

(Referred to in paragraph 3 of the Auditor''s Report of even date to the members of Advik Laboratories Limited on the financial statements for the year ended March 31, 2014)

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

(b) As explained to us, fixed assets have been physically verified by the management in a phased periodic manner, 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) In our opinion and according to the information and explanations given to us, there was no substantial disposal of fixed assets during the year.

2. (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedure 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) On the basis of our examination of the records of inventory, we are of the opinion that the company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3.(a) The company has not granted any loans, secured or unsecured to companies firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of clause (iiib), (iiic) and (iiid) of paragraph 4 of the order are not applicable.

(b) The company has not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register maintained under section 301 of the Act.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of Inventory and fixed assets and for the sale of goods . During the course of our audit, no major weakness has been noticed in the internal control systems in respect of these areas.

5. In respect of the contract or arrangements entered in the register maintained in pursuance of section 301 of the Companies Act, 1956 to the best of our knowledge and belief and according to the information and explanation given to us:

a) The particulars of contracts or arrangements referred to in Section 301 that need to be entered in the register maintained under the said section have been so entered.

b) Where each of such transaction is in excess of Rs. 5.00 lacs in respect of any party and having regard to our comments in paragraph (iv) above, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits during the year from the public within the meaning of the provisions of Section 58A and 58AA or any other relevant provisions of the of the Companies Act, 1956 and rules made there under.

7. The company has an internal audit system, the scope and coverage of which, in our opinion, requires to be enlarged to commensurate with the size and nature of its business.

8. We have broadly reviewed the books of accounts maintained by the company pursuant to rule made by Central Government under section 209(1)(d) of the Companies Act, 1956 for maintenance of Cost records and are of the opinion that, prima facie, the prescribed accounts and records have been maintained. However, we have not carried out any detailed examination of such accounts and records.

9. (a) According to the records of the company, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax, Service tax custom duty, excise duty, cess and other statutory dues applicable to it, except slight delay in few cases.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, Sales tax, wealth tax, Service tax, customs duty and excise duty were outstanding, as at March 31, 2014 for a period of more than six months from the date they became payable.

(c) According to the records of the company, there are no dues of sales tax, Income Tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10. The company does not have any accumulated losses at the end of the financial year and has not incurred any cash losses in the financial year and in the immediately preceding financial year.

11. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any bank or financial institution and it has not issued any debentures & other securities.

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

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

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

15. According to information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In our opinion, on the basis of information and explanations given to us, on an overall basis, the term loans have been applied for the purposes for which they were raised.

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

18. According to the information and explanations given to us, the company has made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. In our opinion, the price at which shares have been issued is not prejudicial to the interest of the company.

19. During the period covered by our audit report, the company has not issued any debentures. The question of creation of any security does not arise.

20 The company has not raised any money by way of public issues during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For M/s. RMA & Associates Chartered Accountants Firm Regn. No. 000978N

Sd/- Place: New Delhi Pankaj Chander Dated : 30th May, 2014 Partner M. No. 89065

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Mar 31, 2013

Report on the financial statements

We have audited the accompanying financial statements of Advik Laboratories Limited (the Company''), which comprise the Balance Sheet as at 31st March, 2013 the Statement of Profit and Loss and 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 Management is responsible for the preparation of theses financial statements that tives a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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 Accounts of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

Opinion

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

(a) In the case of Balance Sheet of the state of affairs of the Company as at 31st March 2013:

(b) In the case of the Statement of Profit and Loss, of the profit of the Company for the year

(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 of India in terms of sub –section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

(b) In our opinion , proper books of account as required by law have been kept by the Company so far as appears from our examinations 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 referred to in sub- section (3c) of section 211 of the Act; as referred in Emphasis of Matter paragraph above, the company has exercised the option available as per the Court Order which overrides the relevant provisions of the Accounting Standard 5 (AS 5) and

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

ANNEXURE TO THE AUDITOR''S REPORT

(Referred to in paragraph 3 of the Auditor''s Report of even date to the members of Advik Laboratories Limited on the financial statements for the year ended March 31, 2012)

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

(b) As explained to us, fixed assets have been physically verified by the management in a phased periodic manner, 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) In our opinion and according to the information and explanations given to us, there was no substantial disposal of fixed assets during the year.

2. (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedure 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) On the basis of our examination of the records of inventory, we are of the opinion that the company has maintained proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3.(a) The company has not granted any loans, secured or unsecured to companies firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of clause (iiib), (iiic) and (iiid) of paragraph 4 of the order are not applicable.

(b) The company has taken interest free unsecured loans from two companies and one other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year under audit was Rs.445.00 lacs and the yearend balance was Rs.445.00 lacs.

(c) In our terms and conditions on which these unsecured loans are taken are not, prima facie, prejudicial to the interest of the company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of Inventory and fixed assets and for the sale of goods . During the course of our audit, no major weakness has been noticed in the internal control systems in respect of these areas.

5. In respect of the contract or arrangements entered in the register maintained in pursuance of section 301 of the Companies Act, 1956 to the best of our knowledge and belief and according to the information and explanation given to us:

a) The particulars of contracts or arrangements referred to in Section 301 that need to be entered in the register maintained under the said section have been so entered.

b) Where each of such transaction is in excess of Rs. 5.00 lacs in respect of any party and having regard to our comments in paragraph (iv) above, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time.

6. The Company has not accepted any deposits during the year from the public within the meaning of the provisions of Section 58A and 58AA or any other relevant provisions of the of the Companies Act, 1956 and rules made there under.

7. The company has an internal audit system, the scope and coverage of which, in our opinion, requires to be enlarged to commensurate with the size and nature of its business.

8. We have broadly reviewed the books of accounts maintained by the company pursuant to rule made by Central Government under section 209(1)(d) of the Companies Act, 1956 for maintenance of Cost records and are of the opinion that, prima facie, the prescribed accounts and records have been maintained. However, we have not carried out any detailed examination of such accounts and records.

9. (a) According to the records of the company, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax, Service tax custom duty, excise duty, cess and other statutory dues applicable to it, except slight delay in few cases.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, Sales tax, wealth tax, Service tax, customs duty and excise duty were outstanding, as at March 31, 2013 for a period of more than six months from the date they became payable.

(c) According to the records of the company, there are no dues of sales tax, Income Tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10. The company does not have any accumulated losses at the end of the financial year and has not incurred any cash losses in the financial year and in the immediately preceding financial year.

11. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any bank or financial institution and it has not issued any debentures & other securities.

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

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

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable.

15. According to information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In our opinion, on the basis of information and explanations given to us, on an overall basis, the term loans have been applied for the purposes for which they were raised.

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

18. Based on our examination of records and the information provided to us by management we report that the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. During the period covered by our audit report, the company has not issued any debentures. The question of creation of any security does not arise.

20 The company has not raised any money by way of public issues during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For VBR & ASSOCIATES

Firm Regn. No. 013174N

Chartered Accountants

Sd/-

(VIJAY BANSAL)

Place : New Delhi Partner

Dated :30th May, 2013 M. No. 88744

---

Mar 31, 2012

1. We have audited the attached Balance Sheet of ADVIK LABORATORIES LIMITED as at 31st March, 2012, and the related Profit and Loss Account and Cash Flow Statement of the Company for the year ended on that date annexed thereto, which we have signed under reference to this. 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 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 include examining, on test basis, evidence supporting the amount 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 reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order 2004(together the Order) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 and on the basis of such checks of the books and records of the Company as we considered appropriate & according to the information and explanations given to us, we give in the Annexure, a statement on the matters specified in paragraphs 4 & 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph 3 above read together with notes on accounts, we report that: -

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

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

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

d. In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement comply with the mandatory Accounting Standards referred in Section 211(3C) of the Companies Act, 1956;

e. On the basis of the written representations received from the Directors as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2012 from being appointed as a Director in term of clause (g) of Sub -section (1) of Section 274 of the Companies Act,1956.

f. In our opinion and to the best of our information and according to the explanations

given to us, the said financial statements together with the notes thereon and attached thereto give in the prescribed manner the information required by the Act and give a true & 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, 2012;

b) in the case of the Profit & Loss Account of the Profit for the year ended on that date; and

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

ANNEXURE TO THE AUDITOR'S REPORT

(Referred to in paragraph 3 of the Auditor's Report of even date to the members of Advik Laboratories Limited on the financial statements for the year ended March 31, 2012)

1. (a) The Company is maintaining proper records showing full particulars including quantitative

details and situation of fixed assets.

b) Fixed assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies between the book records and the physical inventory have been noticed.

(c) In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not been disposed of by Company during the year.

2. (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedure 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) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3.(a) The company has not granted any loans, secured or unsecured to companies firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of clause (iiib), (iiic) and (iiid) of paragraph 4 of the order are not applicable.

(b) The company has taken interest free unsecured loans from one company and six other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.199.66 lacs and the yearend balance was Rs.198.59 lacs.

(c) In our terms and conditions on which these unsecured loans are taken are not, prima facie, prejudicial to the interest of the company.

4. In our opinion and according to the information and explanations given to us there is an adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of Inventory and fixed assets and for the sale of goods and services. There is no continuing failure to correct major weakness in internal control system.

5. According to information and explanations given to us, we are of the opinion that during the year, particulars of contracts or arrangements referred to in section 301 of the Companies Act have been entered in the register required to maintain under that section.

6. In our opinion & according to the information and explanations given to us, the Company did not accept any deposits from the public as envisaged under Section 58A and 58AA or any other relevant provisions of the of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules,1975.

7. In our opinion, the company has the adequate internal audit system, but it need to be strengthen with the size & nature of its business.

8. We have broadly reviewed the books of accounts maintained by the company pursuant to rule made by Central Government under section 209(1)(d) of the Companies Act, 1956 for maintenance of Cost records and are of the opinion that, prima facie, the prescribed accounts and records have been maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.

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

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, Sales tax, wealth tax, Service tax, customs duty and excise duty were outstanding, as at March 31, 2012 for a period of more than six months from the date they became payable.

(c) According to the records of the company, there are no dues of sales tax, Income Tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

10. The company does not have any accumulated losses as at the end of the year. The Company has not incurred any cash losses during the Current Financial Year. In the immediately preceding financial year the company has incurred cash losses of Rs. 9.00 lacs.

11. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institution or bank as at the balance sheet date.

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

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 (as amended) are not applicable.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 (as amended) are not applicable.

15. According to information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In our opinion, on the basis of information and explanations given to us, on an overall basis, the term loans have been applied for the purposes for which they were obtained.

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

18. Based on our examination of records and the information provided to us by management we report that the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. During the period covered by our audit report, the company has not issued any debentures. The question of creation of any security does not arise.

20. The company has not made any public issue during the year.

21. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the Management.

For VBR & ASSOCIATES Firm Regn. No. 013174N Chartered Accountants

Sd/- (VIJAY BANSAL) Place : New Delhi Partner

Dated :03.09.2012 M. No. 88744

---

Mar 31, 2010

1. We have audited the attached Balance Sheet of ADVIK LABORATORIES LIMITED as at 31st March, 2010, and the related Profit and Loss Account and Cash Flow Statement of the Company for the year ended on that date annexed thereto, which we have signed under reference to this. 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 include examining, on test basis, evidence supporting the amount 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 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(together the Order) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 and on the basis of such checks of the books and records of the Company as we considered appropriate & according to the information and explanations given to us, we give in the Annexure, a statement on the matters specified in paragraphs 4 & 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph 3 above read together with notes on accounts, we report that: -

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

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

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

d. In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement complies with the mandatory Accounting Standards referred in Section 211(3C) of the Companies Act, 1956;

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

f. In our opinion and to the best of our information and according to the explanations given to us, the said financial statements together with the notes thereon and attached thereto give in the prescribed manner the information required by the Act and give a true & 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, 2010;

b) in the case of the Profit & Loss Account of the Profit for the year ended on that date; and

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

ANNEXURE TO THE AUDITORS REPORT

(Referred to in paragraph 3 of the Auditors Report of even date to the members of Advik Laboratories Limited on the financial statements for the year ended March 31, 2010)

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

b) Fixed assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies between the book records and the physical inventory have been noticed.

(c) In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not been disposed of by Company during the year.

2.(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedure 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) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3.(a) The company has not granted any loans, secured or unsecured to companies firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of clause (iiib), (iiic) and (iiid) of paragraph 4 of the order are not applicable.

(b) The company has taken interest free unsecured loans from one company and six other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.103.22 lacs and the year end balance was Rs.82.68 lacs.

(c) In our terms and conditions on which these unsecured loans are taken are not, prima facie, prejudicial to the interest of the company.

4. In our opinion and according to the information and explanations given to us there is an adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of Inventory and fixed assets and for the sale of goods and services. There is no continuing failure to correct major weakness in internal control system.

5. According to information and explanations given to us, we are of the opinion that during the year, particulars of contracts or arrangements referred to in section 301 of the Companies Act have been entered in the register required to maintain under that section.

6. In our opinion & according to the information and explanations given to us, the Company did not accept any deposits from the public as envisaged under Section 58A and 58AA or any other relevant provisions of the of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules,1975.

7. In our opinion, the company has the adequate internal audit system, but it need to be strengthen with the size & nature of its business.

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

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

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

(c) According to the records of the company, there are no dues of sales tax, Income Tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

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

11. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institution or bank as at the balance sheet date.

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

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

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 (as amended) are not applicable.

15. According to information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In our opinion, on the basis of information and explanations given to us, on an overall basis, the term loans have been applied for the purposes for which they were obtained.

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

18. Based on our examination of records and the information provided to us by management we report that the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. During the period covered by our audit report, the company has not issued any debentures. The question of creation of any security does not arise.

20 The company has not made any public issue during the year.

21. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the Management.

For VBR & ASSOCIATES

Firm Regn. No. 013174N

Chartered Accountants

Sd/-

(VIJAY BANSAL)

Place : Delhi Partner

Dated :04.09.2010 M. No. 88744

---

Mar 31, 2009

1. We have audited the attached Balance Sheet of ADVIK LABORATORIES LIMITED as at 31st March, 2009, and also 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. Except as discussed in the following paragraph, 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 include examining, on test basis, evidence supporting the amount 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 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 paragraphs 4 & 5 of the said order.

4. As more fully discussed in Accounting Policy VII of Schedule 18 to the financial statements, the Company records gratuity benefit payable to the employees under the Payments of Gratuity Act, 1972 on a cash basis of accounting in its books of accounts and has not accrued for any liability as at March 31, 2009. Also the Company is following a cash basis of accounting for leave encashment. This accounting policy is not in accordance with the AS-15 on Retirement Benefits issued by Institute of Chartered Accountants of India and does not meet the requirement of following the accrual basis of accounting prescribed under Section 209 of the Companies Act, 1956. Presently, the Company is in process of estimating these liabilities hence, the impact on account of these on the Company’s profits for the year are not ascertainable.

5. Further to our comments in the Annexure referred to in paragraph 3 above read together with notes on accounts, we report that: -

a. We have obtained all the information an explanations which to the best of our knowledge and belief were necessary for the purpose of our audit except for the matters stated in para 4 above.

b. In our opinion, proper books of account as required by law have been kept by the Company, so far as appears from our examination of such books audit except for the matters stated in para 4 above.

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

d. In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement complies with the mandatory Accounting Standards referred in Section 211(3C) of the Companies Act, 1956 except for Accounting Standard 15, ‘Employee Benefits’ as stated in para 4 above.

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

f. In our opinion and to the best of our information and according to the explanations given to us, the said accounts, subject to the effects of such adjustments, if any, as might have been determined to be necessary regarding the effect of the matter stated in Para 4 above, 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, 2009;

b) in the case of the Profit & 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 THE AUDITOR’S REPORT

(Referred to in paragraph 3 of our report of even date)

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

b) Fixed assets have been physically verified by the management during the year and there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were notice on such verification.

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

2.(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

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

(c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3.(a) The company has not granted any loans, secured or unsecured to companies firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the requirements of clause (iiib), (iiic) and (iiid) of paragraph 4 of the order are not applicable.

(b) The company has taken interest free unsecured loans from one company and six other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs.109.61 lacs and the year end balance was Rs.95.44 lacs.

(c) In our terms and conditions on which these unsecured loans are taken are not, prima facie, prejudicial to the interest of the company.

4. In our opinion and according to the information and explanations given to us there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of Inventory and fixed assets and for the sale of goods and services. There is no continuing failure to correct major weakness in internal control system.

5. According to information and explanations given to us, we are of the opinion that during the year, particulars of contracts or arrangements referred to in section 301 of the Companies Act have been entered in the register required to maintain under that section.

6. The Company did not accept any deposits from the public as envisaged under Section 58A and 58AA or any other relevant provisions of the of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules,1975.

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

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

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

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, Sales tax, wealth tax, Service tax, customs duty and excise duty were outstanding, as at March 31, 2009 for a period of more than six months from the date they became payable.

(c) According to the records of the company, there are no dues of sales tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute. The particulars of disputed dues on account of Income-tax matters that have not been deposited by the Company are as follows:

Name of Statute Nature of dues Amount Period to which Forum where (Rs.) the amt. relates dispute pending ---- ------------------ ----------- ------------------ -----------------

Income-tax Act Income-tax 15,59,084/- A/Y 2003-04 ITAT

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

11. Based on our audit procedures and on the information explanations given to us , we are of the opinion that the company has not defaulted in repayment of dues to banks, financial institutions or debenture holders.

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

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable.

15. According to information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

16. In our opinion, on the basis of information and explanations given to us, the term loans were applied for the purpose for which the loans were obtained.

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

18. Based on our examination of records and the information provided to us by management we report that the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

19. During the period covered by our audit report, the company has not issued any debentures. The question of creation of any security does not arise.

20 The company has not made any public issue during the year.

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

For VBR & Associates Chartered Accountants

Sd/- (Vijay Bansal) Place: Delhi Partner

Dated: 03.09.2009. M.No. 88744