Auditor Report of Vishvas Projects Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of VISHVAS PROJECTS LIMITED (CIN: L65921DL1983PLC016382) ("the company"),which comprise the Balance Sheet as at 31 March 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters 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, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of 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 there under.

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

An audit involves performing procedures to obtain audit evidence about the amounts and 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;

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

b) In the case of the Statement of Profit and Loss, 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.

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) Company does not have any branch office accordingly reports on the accounts of the branch offices of the Company audited under Section 143(8) of the Act are not applicable.

d) 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.

e) 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.

f) 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.

Annexure to the Auditors' Report

Companies (Auditor's Report) Order, 2015 ("the Order")

The Annexure referred to in our report to the members of VISHVAS PROJECTS LIMITED for the year Ended on 31st March 2015. We report that:

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

(b) As explained to us, the management has physically verified the fixed assets during the year and there is a regular programme of verification which, in our opinion, is reasonable having regards to the size of the company and the nature of the assets. No discrepancies were noticed on such verification.

2. (a) Company does not have any inventory at the end of the year.

(b) In view of our comment in paragraph (a) above, clause (ii) (a) (b) and (c) of paragraph 2 of the aforesaid order are not applicable to the company.

3. (a) 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 Companies Act.

(b) in view of our comment in paragraph (a) above, clause (iii) (a) and (b) of paragraph 3 of the aforesaid order are not applicable to the company.

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

5. Company has not accepted deposits from public. Hence provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under, do not apply to this company.

6. The Central Government has not prescribed the maintenance of cost records under sub-section (1) of section 148 of the Companies Act for any of the products manufactured/services rendered by the Company.

7. (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of Wealth tax, Sales tax, Excise Duty, Cess, Employees' State Insurance and Investor Education and Protection Fund.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable.

(c) According to the records of the Company, there were no amount which were required to be transferred to investor education and protection fund. Therefore, the provision of clause 3 (viii) (c) of the Companies (Auditor's Report) Order, 2015 are not applicable to the Company.

8. The company has accumulated losses at the end of the financial year and which had not less than fifty per cent of its net worth. The company has not incurred cash losses in such financial year and in the immediately preceding financial year.

9. In our opinion and according to the information and explanation given to us, the company has not take any loan from financial institution and bank hence clause 9 of the CARO 2015 is not applicable.

10. The Company has not given any guarantee for the loans taken by others from bank & financial Institutions.

11. In Our Opinion and according to the information and explanations given to us, the term loans have been applied for the purpose for which they were obtained.

12. Based upon the audit procedures performed and according to the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year.

For Rupesh Mangal & Associates.. Chartered Accountants

Sd/- (CA. Rupesh Mangal) Proprietor FRN: 025449N M.No: 521854

Place: New Delhi Date: 30.05.2015

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Mar 31, 2014

We were engaged to audit the accompanying financial statements of Vishvas Projects Limited (“the Compan/’), which comprise the Balance Sheet as at March 31, 2014, and 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 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.

Auditor’s 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 accountant 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 statement 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 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 the management as well as evaluating the overall presentation of the financial statements.

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

OPINION

In our opinion, and to the best of our information and according to the explanation 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 , the state of affairs of the company as at March 31, 2014,

(b) the case of statement of profit and loss of the loss for the year ended on that date, and

(c) In the case of the cash flow statement, of the cash flows of the company for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government 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 Companies Act, 1956, we report that:

a. As described in the Basis for Disclaimer of Opinion paragraph, we were unable to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b. Due to the possible effects of the matter described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether 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, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. Due to the possible effects of the matter described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the accounting standards referred to in sub-section (3C) of section 211 of the Act;

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 Act.

ANNEXURE

(Referred to in paragraph 1 of our report of even date)

FIXED ASSETS:

(i) a) Proper records for fixed assets showing full particulars including quantitative details and situation have been maintained. Physical verification of fixed assets has been carried out by the management during the year which is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies have been noticed on such physical verification.

b) No substantial part of fixed assets has been disposed off during the year which has affected the going concern.

(ii) The stock of shares held in dematerialized form is confirmed on the basis of statement of holding from depository participants. The shares held in physical form have been verified by the management at reasonable intervals.

(iii) a) According to Information and explanations given to us, The Company has not granted Loan to parties covered in the register maintain under section 301 of the Companies act, 1956 during the year.

b) According to the information and explanation given to us, The Companies has taken Unsecured Loan aggregating Rs. 45 Lacs from own Companies covered in the register maintained under section 301 of The Companies Act, 1956. The Maximum amount outstanding during the year was Rs. 45 Lacs.

(iv) 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, fixed assets and with regard to sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control systems.

(v) In our opinion the particulars of contracts and arrangements that need to be entered into the registered maintained under section 301 have been so entered.

(vi) The company has not accepted any deposit during the year covered by Section 58 A and 58 AA or any other relevant provisions of the Companies Act 1956.

(vii) In our opinion the company does not have an internal audit system.

(viii) As per information and explanations given to us on which we have relied, the company is not required to maintain the cost records under section 209 (1)(d) of the companies Act, 1956.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees’ State Insurance, Income- tax, Sales tax, Wealth Tax, service tax, Custom Duty, Excise Duty, cess and any other statutory dues as applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31-03-2014 for a period of more than six months from the date they become payable. There are no dues of Sales tax, income tax, customs tax, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The accumulated losses of the Company at the end of the financial year are more then 50% of its Net Worth. It has incurred cash losses in the current financial year and in the immediate presiding financial year.

(xi) In our opinion the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has not issued any debenture.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provision of clause 4(XIII) of the Companies (Auditor’s Report) Order, 2003 are not applicable to the Company.

(xiv) Based on our examinations of records and evaluation related to internal control, we are of the opinion that proper records have been maintained of the transactions and contracts of dealing of trading of shares, securities and other investments and timely entries have been made in the records.

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

(xvi) The company did not have any terms loans outstanding during the year.

(xvii) In our opinion and according to information and explanations given to us by the management and on overall examination of Balance Sheet, we report that funds raised on short term basis have not been during the year for long term investments.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act.

(xix) The company has not issued debentures during the financial year covered by our audit report.

(xx) The company has not raised money by public issues during the financial year covered by our audit report.

(xxi) Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

For Rupesh Mangal & Associates.. Place: New Delhi Chartered Accountants Date: 28.05.2014 Sd/-

(CA. Rupesh Mangal) Proprietor FRN: 025449N M.No:521854

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Mar 31, 2013

Report on the Financial Statements

We were engaged to audit the accompanying financial statements of Vishvas Projects Limited ("the Company”), which comprise the Balance Sheet as at March 31, 2013, and 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 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.

Auditor''s 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 accountant 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 statement 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 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 the management as well as evaluating the overall presentation of the financial statements.

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

OPINION

In our opinion, and to the best of our information and according to the explanation 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 , the state of affairs of the company as at March 31, 2013,

(b) the case of statement of profit and loss of the loss for the year ended on that date, and

(c) In the case of the cash flow statement, of the cash flows of the company for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 (“the Order”) issued by the Central Government 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 Companies Act, 1956, we report that:

a. As described in the Basis for Disclaimer of Opinion paragraph, we were unable to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b. Due to the possible effects of the matter described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether 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, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. Due to the possible effects of the matter described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the accounting standards referred to in sub-section (3C) of section 211 of the Act;

e. On the basis of written representations 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.

For Rupesh Mangal & Associates.,

Chartered Accountant

Firm No. 025449N

Sd/-

Rupesh Mangal

Proprietor

M. No. : 521854

Place: New Delhi

Date: 29/05/2013

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Mar 31, 2012

We have audited the attached Balance Sheet of VISHVAS PROJECTS LTD as at 31st March, 2012, and also Statement of Profit & Loss and the Cash Flow Statement for the year ended in that date annexed thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion: -

1. As required by the Companies (Auditor''s Report) Order 2003 as amended) issued by the Central Government of India in terms of section 227 (4A) of the Companies Act, 1956 and on the basis of such checks of the books & records of the company as we considered appropriate and according to the information and explanations given to us during the course of audit, we report that in our opinion:- (i) a) Proper records for fixed assets showing full particulars including quantitative details and situation have been maintained. Physical verification of fixed assets has been carried out by the management during the year which is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies have been noticed on such physical verification.

b) No substantial part of fixed assets has been disposed off during the year which has affected the going concern.

(ii) The stock of shares held in dematerialized form is confirmed on the basis of statement of holding from depository participants. The shares held in physical form have been verified by the management at reasonable intervals.

(iii) The Company has not granted or taken any loan, secured or unsecured to/from Companies, Firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

(iv) 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, fixed assets and with regard to sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control systems.

(v) There were no contracts or arrangement referred to under section 301 of the Act requiring to be entered into the register maintained under section 301 of the Companies Act, 1956.

(vi) The company has not accepted any deposit during the year covered by Section 58 A and 58 AA or any other relevant provisions of the Companies Act 1956.

(vii) The company has an adequate internal audit system commensurate with its size and the nature of its business.

(viii) As per information and explanations given to us on which we have relied, the company is not required to maintain the cost records under section 209 (1)(d) of the companies Act, 1956.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income- tax, Sales tax, Wealth Tax, service tax, Custom Duty, Excise Duty, cess and any other statutory dues as applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31-03-2012 for a period of more than six months from the date they become payable. There are no dues of Sales tax, income tax, customs tax, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company has carried forward losses. However the company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has not issued any debenture.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provision of clause 4(XIII) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the Company.

(xiv) Based on our examinations of records and evaluation related to internal control, we are of the opinion that proper records have been maintained of the transactions and contracts of dealing of trading of shares, securities and other investments and timely entries have been made in the records.

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

(xvi) The company does not have any term loans and accordingly the clause is not applicable.

(xvii) The Company has not taken any loans during the year.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act.

(xix) The company has not issued debentures during the financial year covered by our audit report.

(xx) The company has not raised money by public issues during the financial year covered by our audit report.

(xxi) Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

2. We further report that:

(i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. In our opinion, proper books of account have been kept by the Company as required by law so far as appears from our examination of those books. The Balance Sheet and Statement of Profit and Loss dealt with by this report are in agreement with the books of account;

(ii) In our opinion, the Balance Sheet, Statement of Profit & Loss and the Cash flow statement, dealt with by this report comply with the Accounting Standards referred to in Subsection (3C) of Section 211 of the Companies Act, 1956;

(iii) On the basis of 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 terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) In our opinion and to the best of our information and according to the explanations given to us, they said accounts together with the notes and the accounting policies thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

a) In the case of Balance Sheet of the state of Companies Affairs as at 31st March, 2012;

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

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

For Gaurav Ashok Jain & Associates.

Chartered Accountants



Sd/-

Rupesh Mangal

Partner

M. No. - 521854

Firm Regd.No.023419N

Place: New Delhi

Dated: 05.09.2011

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Mar 31, 2010

We have audited the attached Balance Sheet of VISHVAS PROJECTS LTD as at 31st March, 2010, and also Profit & Loss Account and the Cash Flow Statement for the year ended in that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion: -

1. As required by the Companies (Auditor's Report) Order 2003 as amended) issued by the Central Government of India in terms of section 227 (4A) of the Companies Act, 1956 and on the basis of such checks of the books & records of the company as we considered appropriate and according to the information and explanations given to us during the course of audit, we report that in our opinion :-

(i) a) Proper records for fixed assets showing full particulars including quantitative details and situation have been maintained. Physical verification of fixed assets has been carried out by the management during the year which is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies have been noticed on such physical verification.

b) No substantial part of fixed assets has been disposed off during the year which has. affected the going concern.

(ii) The stock of shares held in dematerialized form is confirmed on the basis of statement of holding from depository participants. The shares held in physical form have been verified by the management at reasonable intervals.

(iii) The Company has not granted or taken any loan, secured or unsecured to/from Companies, Firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

(iv) 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, fixed assets and with regard to sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control systems.

(v) There were no contracts or arrangement referred to under section 301 of the Act requiring to be entered into the register maintained under section 301 of the Companies Act, 1956.

(vi) The company has not accepted any deposit during the year covered by Section 58 A and 58AA or any other relevant provisions of the Companies Act 1956.

(vii) The company has an adequate internal audit system commensurate with its size and the nature of its business.

(viii) As per information and explanations given to us on which we have relied, the company is not required to maintain the cost records under section 209 (1)(d) of the companies Act, 1956.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income- tax, Sales tax, Wealth Tax, service tax, Custom Duty, Excise Duty, cess and any other statutory dues as applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31-03-2010 for a period of more than six months from the date they become payable. There are no dues of Sales tax, income tax, customs tax, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company has carried forward losses. However the company has not incurred any cash losses during the financial year covered by our audit and the immediately proceeding financial year.

(xi) In our opinion the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has not issued any debenture.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provision of clause 4(XIII) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.

(xiv) Based on our examinations of records and evaluation related to internal control, we are of the opinion that proper records have been maintained of the transactions and contracts of dealing of trading of shares, securities and other investments and timely entries have been made in the records.

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

(xvi) The company does not have any term loans and accordingly the clause is not applicable.

(xvii) The Company has not taken any loans during the year.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act.

(xix) The company has not issued debentures during the financial year covered by our audit report.

(xx) The company has not raised money by public issues during the financial year covered by our audit report.

(xxi) Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

2. We further report that:

(i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. In our opinion, proper books of account have been kept by the Company as required by law so far as appears from our examination of those books. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account;

(ii) In our opinion, the Balance Sheet, Profit & Loss Account and the Cash flow statement, dealt with by this report comply with the Accounting Standards referred to in Subsection (3C) of Section 211 of the Companies Act, 1956;

(iii) On the basis of 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 terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes and the accounting policies thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

(a) In the case of Balance Sheet of the state of Companies Affairs 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 Cash How Statement, of the cash flows for the year ended on that date

For Mehra Goel & Co. Chartered Accountants

R. K. Mehra Partner M. No. -6102

Place: New Delhi Dated: 01-09-2010

---

Mar 31, 2009

We have audited the attached Balance Sheet of VISHVAS PROJECTS LTD as at 31 st March, 2009, and also Profit & Loss Account and the Cash Flow Statement for the year ended in 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. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion: -

1. As required by the Companies (Auditors Report) Order 2003 as amended) issued by the Central Government of India in terms of section 227 (4A) of the Companies Act, 1956 and on the basis of such checks of the books & records of the company as we considered appropriate and according to the information and explanations given to us during the course of audit, we report that in our opinion:-

(i) a) Proper records for fixed assets showing full particulars including quantitative details and situation have been maintained. Physical verification of fixed assets has been carried out by the management during the year which is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies have been noticed on such physical verification.

b) No substantial pan" of fixed assets has been disposed off during the year which has affected the going concern.

(ii) The stock of shares held in dematerialized form is confirmed on the basis of statement of holding from depository participants. The shares held in physical form have been verified by the management at reasonable intervals.

(iii) The Company has not granted or taken any loan, secured or unsecured to/from Companies, Firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

(iv) 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, fixed assets and with regard to sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control systems.

(v) There were no contracts or arrangement referred to under section 301 of the Act requiring to be entered into the register maintained under section 301 of the Companies Act, 1956.

(vi) The company has not accepted any deposit during the year covered by Section 58 A and 58 AA or any other relevant provisions of the Companies Act 1956.

(vii) The company has an adequate internal audit system commensurate with its size and the nature of its business.

(viii) As per information and explanations given to us on which we have relied, the company is not required to maintain the cost records under section 209 (1)(d) of the companies Act, 1956.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income- tax, Sales tax, Wealth Tax, service tax, Custom Duty, Excise Duty, cess and any other statutory dues as applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31 -03-2009 for a period of more than six months from the date they become payable. There are no dues of Sales tax, income tax, customs tax, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company has carried forward losses. However the company has not incurred any cash losses during the financial year covered by our audit and the immediately proceeding financial year.

(xi) In our opinion the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has not issued any debenture.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provision of clause 4(XIII) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

(xiv) Based on our examinations of records and evaluation related to internal control, we are of the opinion that proper records have been maintained of the transactions and contracts of dealing of trading of shares, securities and other investments and timely entries have been made in the records.

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

(xvi) The company does not have any term loans and accordingly the clause is not applicable.

(xvii) The Company has not taken any loans during the year.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act.

(xix) The company has not issued debentures during the financial year covered by our audit report.

(xx) The company has not raised money by public issues during the financial year covered by our audit report.

(xxi) Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

2. We further report that:

(i) We have obtained all the information and explanations which to the best of our knowledgeand belief were necessary for the purposes of our audit. In our opinion, proper books ofaccount have been kept by the Company as required by law so far as appears from our examination of those books. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account;

(ii) In our opinion, the Balance Sheet, Profit & Loss Account and the Cash flow statement, dealt with by this report comply with the Accounting Standards referred to in Subsection (3C) of Section 211 of the Companies Act, 1956;

(iii) On the basis of written representations received from the directors, as on 31 st 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 terms of clause

(g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes and the accounting policies thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

(a) In the case of Balance Sheet of the state of Companies Affairs as at 31 st March, 2009;

(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 Cash Flow Statement, of the cash flows for the year ended on that date



ForMehraGoel&Co. Chartered Accountants

R. K. Mehra Partner M. No.-6102

Place : New Delhi Dated : 30th June 2009

---

Mar 31, 2008

We have audited the attached Balance Sheet of VISHVAS PROJECTS LTD as at 31st March, 2008,and also Profit & Loss Account and the Cash Flow Statement for the year ended in 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. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion: -

1. As required by the Companies (Auditors Report) Order 2003 as amended) issued by the Central Government of India in terms of section 227 (4A) of the Companies Act, 1956 and on the basis of such checks of the books & records of the company as we considered appropriate and according to the information and explanations given to us during the course of audit, we reportthat in our opinion:-

(i) a) Proper records for fixed assets showing full particulars including quantitative details and situation have been maintained. Physical verification of fixed asseis have been carried out by the management during the year which is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies have been noticed on such physical verification.

b) No substantial part of fixed assets have been disposed off during the year which have affected the going concern.

(ii) The stock of shares held in dematerialized form are confirmed on the basis of statement of holding from depository participants. The shares held in physical form have been verified by the management at reasonable intervals.

(iii) The Company has not granted or taken any loan, secured or unsecured to/from Companies, Firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956.

(iv) 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, fixed assets and with regard to sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control systems.

(v) There were no contracts or arrangement referred to under section 301 of the Act requiring to be entered into the register maintained under section 301 of the Companies Act, 1956.

(vi) The company has not accepted any deposit during the year covered by Section 58 A and 58 AA or any other relevant provisions of the Companies Act 1956.

(vii) The company has an adequate internal audit system commensurate with its size and the nature of its business.

(viii) As per information and explanations given to us on which we have relied, the company is not required to maintain the cost records under section 209 (1)(d) of the companies Act, 1956.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income- tax, Sales tax, Wealth Tax, service tax, Custom Duty, Excise Duty, cess and any other statutory dues as applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31-03-2008 for a period of more than six months from the date they become payable. There are no dues of Sales tax, income tax, customs tax, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company has carried forward losses. However the company has not incurred any cash losses during the financial year covered by our audit and the immediately proceeding financial year.

(xi) In our opinion the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has not issued any debenture.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provision of clause 4(XIU) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

(xiv) Based on our examinations of records and evaluation related to internal control, we are of the opinion that proper records have been maintained of the transactions and contracts of dealing of trading of shares, securities and other investments and timely entries have been made in the records.

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

(xvi) The company does not have any term loans and accordingly the clause is not applicable.

(xvii) The Company has not taken any loans during the year.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s 301 of the Act.

(xix) The company has not issued debentures during the financial year covered by our audit report.

(xx) The company has not raised money by public issues during the financial year covered by our audit report.

(xxi) Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the year.

2. We further report that:

(i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. In our opinion, proper books of account have been kept by the Company as required by law so far as appears from our examination of those books. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account;

(ii) In our opinion, the Balance Sheet, Profit & Loss Account and the Cash flow statement, dealt with by this report comply with the Accounting Standards referred to in Subsection (3C) of Section 211 of the Companies Act, 1956;

(iii) On the basis of written representations received from the directors, as on 31st March, 2008 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March, 2008 from being appointed as a director in terms of clause (g)ofsub-section(l) of section 274of the CompaniesAct, 1956;

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with the notes and the accounting policies thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

a) In the case of Balance Sheet of the state of Companies Affairs as at 31st March, 2008;

b) Inthe case of the Profit & Loss Account, of the profit for the year ended on that date, and

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

For Mehra Goel & Co.

Chartered Accountants

R. K. Mehra

Partner

M.No.-6102

Place: New Delhi

Dated: 30/06/2008