Auditor Report of Standard Capital Markets Ltd.

Mar 31, 2023

STANDARD CAPITAL MARKETS LIMITED

Report on the Audit of the Standalone Financial Statements

We have audited the accompanying standalone financial statements of M/S Standard Capital Markets Limited (''the Company''), which comprise the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss, including the Statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity 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 "standalone financial statements").

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 (''the Act''), as amended in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, Its profit including other comprehensive income, its cash flows and the changes In equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ''Auditor''s responsibilities for the audit of the standalone 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 standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI''s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Responsibility of Management’s for the Standalone 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 standalone 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 Ind AS and other accounting principles generally accepted in India. 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 implementation and maintenance of 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 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of directors are also responsible for overseeing the Company''s financial reporting process.

Auditor''s Responsibility for the Audit of the 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 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 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:

(a) Identify and assess the risks of material misstatement of the standalone 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.

(b) Obtain an understanding of internal control relevant to the audit In order to design audit procedures that are appropriate in the circumstances. Linder 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.

(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.

(d) 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.

(e) Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone 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 standalone financial statements for the financial year ended 31 March 2023 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 (Auditor’s Report) Order, 2020 issued by the Central Government of India in terms of subsection (11) of Section 143 of the Act (hereinafter referred to as the “Order”), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us we give in the “Annexure-I” 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) V\fe 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 the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity 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 Companies (Indian Accounting Standards) Rules, 2015, as amended:

(e) On the basis of the written representations received from the directors as on March 31,2023 taken on record by the Board of Directors none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) In our opinion, the company has, in all material respects reasonably adequate internal financial controls system over financial reporting keeping in view the size of the company, and nature if its business. Such Internal financial controls over the financial reporting were operating effectively as on March 31, 2023, based on the internal control over financial reporting criteria established by the company considering the essential components of internal control stated in the Guidance Note “ Audit of Internal Financial Controls Over Financial Reporting “ issued by The institute of Chartered accountants of India.

(g) 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 does not have any pending litigations on its financial position in its financial statements.

ii According to the information and explanations provided to us. 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.

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, directiy 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 As per the representation received and to the best of its knowledge and belief, the company has not declared or paid dividend either final or interim in nature during the year.

For Krishan Rakesh & Co. Chartered Accountants Firm Regn No. 009088N

Place : Delhi K.K. Gupta

Dated: 29-05-2023 (Partner)

UDIN : 23087891BGXMBQ6574 M.No. 087891

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Mar 31, 2014

We have audited the accompanying financial statements of STANDARD CAPITAL MARKETS LIMITED (the ''Company'') which comprise the Balance Sheet as at March 31,2014, the Statement of Profit & Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report.

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 referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 of India (the "Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with 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 auditors'' judgment, including the assessment of risk of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the Company''s preparation and fair presentation of the financial statement in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit 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 explanation given to us, the accompanying 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 March 31,2014;

b) In the case of Statement of Profit & Loss, of the Profit for the year ended on that date; and iii)

c) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by ''the Companies (Auditor''s Report) Order, 2003'', as amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'', issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Act (hereinafter referred to as the ''Order''), and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Orders.

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 the law have been kept by the Company so far as appears from our examination of those books;

c) The Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

d) In our opinion, the Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in the sub-section (3C) of section 211 of the Act;

e) On the basis of written representation 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 Act.

RE.: STANDARD CAPITAL MARKETS LTD. NEW DELHI

ENCLOSURE TO AUDITORS'' REPORT PURSUANT TO THE COMPANIES (AUDITOR''S REPORT) ORDER'' 2003 UNDER SECTION 227 (4A) OF COMPANIES ACT.

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 no material discrepancies were identified on such verification.

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

2. a) The management has conducted physical verification of inventory at reasonable intervals during the year.

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 the business.

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

3. a) As per information and explanations given to us and the records produced before us, the company has granted loans to five parties, covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved is Rs. 36.30 Lacs and balance outstanding is Rs 26.30 Lacs.

b) In our opinion and according to the information and explanations given to us, the rate of interest wherever applicable and other terms and conditions of loans given by the company are not prima facie prejudicial to the interest of the company.

c) In respect of the loan given by the company, the same is repayable on demand and therefore the question of overdue amount does not arise.

d) hr our opinion and according to the information and explanations given to us, the company has not taken any loans from parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, para (iii) (e)(f)(g) of the Order are not applicable.

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 observed in the internal controls.

5. In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act'' 1956 and aggregating during the year to Rs. 5 Lac or more in respect of any party.

6. According to the information and explanations given to us, the company has not accepted any deposits from the public. Hence, the provisions of Clause (vi) of the Companies (Auditor''s Report) order 2003 are not applicable to the Company.

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

8. The Central Govt. has not prescribed for the maintenance of cost records under section 209 (1) (d) of the Companies Act for this Company.

9. a) According to the records examined by us the company, undisputed statutory dues including Income Tax, Sales Tax, Custom duty ESI, Provident fund and other statutory dues as applicable have been generally regularly deposited by the company during the year with the appropriate authorities.

b) According to the information and explanations given to us, no undisputed amount payable in respect of any statutory dues, applicable to the company, were outstanding at the year end for a period of more than six months for the date they became payable.

c) According to the information and explanations given to us, there are no dues of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty, ESI, Provident Fund, Cess etc. that have not deposited on account of any dispute.

10. The company has accumulated losses at the end of the financial year, but it is less than 50% of the net worth of the company. The company has not incurred cash losses in such financial year and immediately preceding financial year.

11. Based on our audit procedures and the information and explanations given by the management, the company has not defaulted in repayment of dues to any financial institution, bank or debenture holders.

12. According to the information and explanation given to us and based on the documents and 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 and according to the information and explanations given to us, the nature of activities of the company does not attract any special statute applicable to Chit Fund and Nidhi/Mutual benefit Fund/Societies.

14. The company has maintained proper records of the transactions and contacts in respect of dealing or trading in Shares, Securities, Debentures and other Investments and timely entries have been made therein, All shares, Securities, Debentures and other Investments have been held by the Company in its own name.

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

16. According to the information and explanations given to us, the company has not taken any term loan.

17. According to the information and explanation given to us and on an overall examination of the Balance sheet, we report than no funds raised on short-term basis have been used for long term investment.

18. There was no any allotment of shares during the year. Thus there was no any preferential allotment to persons covered in the Register maintained under section 301 of the Act.

19. The company has not issued any debentures during the year

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

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

Place : New Delhi For TIWARI & ASSOCIATES Dated: 30.05.2014 Chartered Accountants (FRN-002870N) (KRISHAN KUMAR) Partner (M. No. 085415)

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Mar 31, 2013

Report on the Financial Statements

1. We have audited the accompanying financial statements of STANDARD CAPITAL MARKETS LIMITED (the ''Company'') which comprise the Balance Sheet as at March 31, 2013, the Statement of Profit & Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report. Management''s Responsibility for the Financial Statements

2. 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 referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 of India (the "Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation 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

3. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

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

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

6. In our opinion and to the best of our information and according to the explanation given to us, the accompanying 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:

i) In the case of Balance Sheet, of the state of affairs of the company as at March 31,2013; ii) In the case of Statement of Profit & Loss, 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. Report on Other Legal and Regulatory Requirements

7. As required by ''the Companies (Auditor''s Report) Order, 2003'', as amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'', issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Act (hereinafter referred to as the ''Order''), and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Orders.

8. 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 the law have been kept by the Company so far as appears from our examination of those books;

c) The Balance Sheet, Statement of Profit & Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

d) In our opinion, the Balance Sheet , Statement of Profit & Loss and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in the sub-section (3C) of section 211 of the Act;

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

RE.: STANDARD CAPITAL MARKETS LTD. NEW DELHI

ENCLOSURE TO AUDITORS'' REPORT PURSUANT TO THECOMPANIES (AUDITORS REPORT) ORDER''2003 UNDER SECTION 227 (4A) OF COMPANIES ACT.

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 no material discrepancies were identified on such verification.

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

2. a) The management has conducted physical verification of inventory at reasonable intervals during the year.

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 the business.

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

3. a) As per information and explanations given to us and the records produced before us, the company has granted loans to four parties, covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved is Rs. 50.23 Lacs and balance outstanding is Rs 24.06 Lacs.

b) In our opinion and according to the information and explanations given to us, the rate of interest wherever applicable and other terms and conditions of loans given by the company are not prima facie prejudicial to the interest of the company.

c) In respect of the loan given by the company, the same is repayable on demand and therefore the question of overdue amount does not arise.

d) In our opinion and according to the information and explanations given to us, the rate of interest wherever applicable and other terms and conditions of loans taken by the company 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 observed in the internal controls.

5. In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act'' 1956 and aggregating during the year to Rs. 5 Lakh or more in respect of any party.

6. According to the information and explanations given to us, the company has not accepted any deposits from the public. Therefore the provisions of Clause (vi) of the Companies (Auditor''s Report) order 2003 are not applicable to the Company.

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

8. The Central Govt, has not prescribed for the maintenance of cost records under section 209 (1) (d) of the Companies Act for this Company.

9. a) According to the records examined by us the company, undisputed statutory dues including Income Tax, Sales Tax,

Custom duty ESI, Provident fund and other statutory dues as applicable have been generally regularly deposited by the company during the year with the appropriate authorities.

b) According to the information and explanations given to us, no undisputed amount payable in respect of any statutory dues, applicable to the company, were outstanding at the year end for a period of more than six months for the date they became payable.

c) According to the information and explanations given to us, there are no dues of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty, ESI, Provident Fund, Cess etc. that have not deposited on account of any dispute.

10. The company has accumulated losses at the end of the financial year, but it is less than 50% of the net worth of the company. The company has not incurred cash losses in such financial year and immediately preceding financial year.

11. Based on our audit procedures and the information and explanations given by the management, the company has not defaulted in repayment of dues to any financial institution, bank or debenture holders.

12. According to the information and explanation given to us and based on the documents and 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 and according to the information and explanations given to us, the nature of activities of the company does not attract any special statute applicable to Chit Fund and Nidhi/Mutual benefit Fund/Societies.

14. The company has maintained proper records of the transactions and contacts in respect of dealing or trading in Shares, Securities, Debentures and other Investments and timely entries have been made therein, All shares, Securities, Debentures avd othev Irwrestemerrts name.

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

16. According to the information and explanations given to us, the company has not taken any term loans.

17. According to the information and explanation given to us and on an overall examination of the Balance sheet, we report than no funds raised on short-term basis have been used for long-term investment.

18. There was no any allotment of shares during the year. Thus there was no any preferential allotment to persons covered in the Register maintained under section 301 of the Act.

19. The company has not issued any debentures during the year

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

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

Place : New Delhi For TIWARI& ASSOCIATES

Dated : 30.05.2013 Chartered Accountants

(FRN-002870N)

(KRISHAN KUMAR)

Partner

(M.No. 085415)

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Mar 31, 2010

1. We have audited the attached Balance Sheet of STANDARD CAPITAL MARKETS LIMITED as at March 31, 2010 and the Profit and Loss account 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. These 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 (Auditors Report) Order, 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, (hereinafter referred to as the Acf) we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

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

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

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

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

d) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report are in compliance with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956;

a) 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 none of the Directors is disqualified as on March 31, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

b) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with Significant Accounting Policies and notes on the accounts give the information required by the Companies Act, 1956, in the manner so required and give true and fair view in conformity with 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 Loss for the year ended on that date;

iii) in the case of the Cash Flow Statement of the Cash Flows of the company for the period ended on that date.

ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 3 of our report of even date)

i) In respect of its fixed assets:

(a) The Company has maintained reasonable 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 in a phased periodical manner, which in our opinion 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 of a substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

ii) In respect of its Inventories:

(a) As explained to us, inventories were physically verified during the year by the management. In our opinion frequency of verification is reasonable.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the company and the nature of its business.

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

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

(a) The company has not granted any fresh loans during the year. However, the company has granted loans in the past and maximum amount outstanding at any time during the year was Rs. 25.82 Lacs and balance at the close of the year was Rs. 22.76 Lacs.

(b) In our opinion and according to the information and explanations given to us, the other terms and conditions in respect of aforesaid loan are not prima facie prejudicial to the interest of the Company.

(c) The said loan along with interest due is repayable on demand and there is no repayment schedule.

(d) In respect of the loan given by the company, the same is repayable on demand and therefore the question of overdue amount does not arise.

(e) 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 Companies Act, 1956.

(f) As no loans have been taken, the clause on rate of interest and other terms and conditions is not applicable.

(g) As no loans have been taken, the clause on repayment of principal and interest is not applicable.

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 nature of its business for purchase of inventory and fixed assets and also for the sale of the goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

v). In respect of particulars of contracts or arrangements and transactions entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

(a) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered in 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 transactions in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 aggregation during the year to Rs. 5,00,000/ - (Rupees Five Lacs only) or more in respect of any party in the said financial year.

vi). According to the information and explanations given to us, the company has not accepted any deposits from the public. Therefore the provisions of Clause (vi) of the Companies (Auditors Report) order 2003 are not applicable to the Company.

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

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 nature of its business for purchase of inventory and fixed assets and also for the sale of the goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

v). In respect of particulars of contracts or arrangements and transactions entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

(a) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered in 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 transactions in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 aggregation during the year to Rs. 5,00,000/- (Rupees Five Lacs only) or more in respect of any party in the said financial year.

vi). According to the information and explanations given to us, the company has not accepted any deposits from the public. Therefore the provisions of Clause (vi) of the Companies (Auditors Report) order 2003 are not applicable to the Company.

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

viii). The nature of the companys business/activities is such that clause 4 (viii) of the Companies (Auditors Report) Order 2003 regarding maintenance of cost records is not applicable to the company.

ix) In respect of Statutory dues:

(a) According to the records of the company and information and explanation given to us, the company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise duty, Cess, and any other material Statutory Dues with the appropriate authorities during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were outstanding as at 31st March 2010 for a period of more than six months from the date they become payable.

(b) According to the records of the company and information & explanations given to us, there are dues under income tax amounting to Rs. 1.28 lacs pending litigation with the department which were outstanding as on date. There are no dues in respect of Sales tax, Customs duty, Excise duty cess that have not been deposited with the appropriate authorities on account of any dispute.

x) According to the records of the company the companyhave accumulated losses Rs73.40 Lacs at the end of the financial year. The company has incurred cash loss during the financial year covered by the audit.

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

xii) According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities and hence the question of maintenance of adequate records for this purpose does not arise.

xiii) In cur opinion and according to the information and explanations given to us, the company is not a chit fund or a Nidhi / Mutual Benefit Fund / Society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable to the company.

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

xv) 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.

xvi) According to the information and explanations given to us, the company has not taken any term loans.

xvii) According to the Information and explanations given to us and on an overall examination of the balance sheet of the company, we are of the opinion that the company has not raised any funds during the year on long term or short term basis.

xviii) The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year and question of whether the price at which the shares have been issued is prejudicial to the interest of the company does not arise.

xix) The company has neither issued any debentures during the year nor there are any old debentures outstanding, and hence the question of Creating Securities in respect thereof does not arise.

xx) The Company has not raised money by any public issues during the year and hence the question of disclosure and verification of end use of such money does not arise.

xxi) To the best of our knowledge and belief and according to the information and explanation given to us, we have place reliance, no fraud on or by the company was noticed or reported during the year.

For TIWARI & ASSOCIATES

(Firm Registration No. 002870N)

Chartered Accountants

(KRISHAN KUMAR) PARTNER

PLACE : NEW DELHI MEMBERSHIP NO. 085415

DATE : 25.08.2010