Auditor Report of 52 Weeks Entertainment Ltd.

Mar 31, 2024

We have audited the financial statements of 52 WEEKS ENTERTAINMENT LIMITED ("the
Company"), which comprise the balance sheet as at 31st March 2024, the statement of Profit and
Loss, statement of changes in equity and statement of cash flows for the year then ended, and
notes to the financial statements, including a summary of significant accounting policies and other
explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid financial statements give the information required by the Act in the manner so required
and give a true and fair view in conformity with the accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31,2024, and profit, changes in equityand
its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are
further described in the Auditor''s Responsibilities for the Audit of the Financial Statements section
of our report. We are independent of the Company in accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India together with the ethical requirements that are
relevant to our audit of the financial statements under the provisions of the Companies Act, 2013
and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

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

We have determined that there are no key audit matters to communicate in our report.

Auditor''s Response

Our audit procedures included understanding and evaluating processes and controls designed
and implemented by the management for assessment of said transaction and testing their
operating effectiveness; obtaining the list of documents and communications, inspecting the
supporting evidence, the prevailing market valuation as per the Valuation reports submitted to us
and critically assessing management''s evaluation through discussions with management on the
said transaction.

In light of the above, we did not identify any material exceptions as a result of above procedures.
Other Information

The Company''s Board of Directors is responsible for the other information. The other information
comprises the Director''s Report, Management Discussion and Analysis and Business
Responsibility Report but does not include the financial statements and our auditor''s report
thereon. The other information is expected to be made available to us after the date of this auditor''s
report. Our opinion on the financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon. In connection with our audit of the financial
statements, our responsibility is to read the other information identified above when it becomes
available and, in doing so, consider whether such other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated.

Responsibilities of Management and Those Charged with Governance for the Financial
Statements

The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that
give a true and fair view of the financial position, financial performance, changes in equity 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. This responsibility also
includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.

In preparing the financial statements, management 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.

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

Auditor’s Responsibilities for the Audit of the Financial Statements

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

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

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

o Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the
Companies Act, 2013, 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.

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

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

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order"), issued by the
Central Government of India in terms of sub-section (11) of section 143 of the Companies
Act, 2013, we give in "Annexure A"a statement on the matters specified in paragraphs 3 and
4 of the Order, to the extent applicable.

2. As required bySection 143(3) of the Act, wereportthat:

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

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

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

(d) In our opinion, the aforesaid financial statements comply with the Indian Accounting
Standards (Ind AS) 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 31st
March, 2023 taken on record by the Board of Directors, none of the directors is
disqualified as on 31st March, 2023 from being appointed as a director in terms of
Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting
of the Company and the operating effectiveness of such controls, refer to our separate
Report in "Annexure B".

(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 has disclosed the impact of pending litigations on its financial
position in its financial statements.

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

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

iv. a) The management has represented that, to the best of its knowledge and

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

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

c) Based on such audit procedures that were 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 (a) and
(b) contain any material misstatement.

v. During the year, the Company has not declared any dividend.

vi. Based on our examination in accordance with the Implementation Guidance on
Reporting on Audit Trail under Rule 11(g) of the Companies (Audit and Auditors)
Rules,2014 issued by the Institute of Chartered Accountants of India, which
included test checks, the Company has not used accounting software''s for
maintaining its books of account for the financial year ended March 31, 2024
which has a feature of recording audit trail (edit log) facility and the same has
not been operated throughout the year for all relevant transactions recorded in
the software''s.

Further, during the course of our audit we were unable to check any instance of
the audit trail feature being tampered with since there was no Audit Trail
maintained. Our examination of the audit trail was in the context of an audit of
financial statements carried out in accordance with the Standard of Auditing
and only to the extent required by Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014.

We have not carried out any audit or examination of the audit trail beyond the
matters required by the aforesaid Rule 11(g) nor have we carried out any
standalone audit or examination of the audit trail."

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable
from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014 on preservation of audit trail as per the statutory
requirements for record retention is not applicable for the financial year ended
March 31,2024.

for B.M. Gattani& Co.

Chartered Accountants

ICAI FRN:113536W

Balmukund N Gattani

Proprietor

Membership No. 047066

Place :Mumbai

Date :29/05/2024

UDIN: 24047066BKABII5870

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Mar 31, 2015

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of 52 Weeks Entertainment Limited ('the Company'), which comprise the balance sheet as at 31st March 2015, 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 Standalone Financial Statements

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

Auditor's Responsibility

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

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

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

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

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

Opinion

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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2015 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

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

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

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

(c) the balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are in agreement with the books of account;

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

(e) Account has been drawn under going concern concept.

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

(g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls.

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements , if any.

ii. the Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts, if any; and

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

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

(I)

a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;

b) The Company has regular programme of physically verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(II) The company is a service company, primarily rendering Production house and creative consultancy services. Accordingly, it does not hold any physical inventories. Thus, Para 3(ii) of the order is not applicable.

(III) According to the information and explanation given to us, company has granted loan to a associate company and two other company covered in register maintained under section 189 of the Companies Act, 2013, the outstanding balance of such loans given aggregate Rs.16,74,77,000 and maximum amount outstanding during the year was Rs. 19,17,50,000, no interest has been provided on two of these company.

(IV) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of fixed assets and sale of services. The activities of the Company do not involve purchase of inventory and the sale of goods. We have not observed any major weakness in the internal control system during the course of the audit.

(V) The Company has not accepted any deposits from the public.

(VI) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

(VII)

(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 including provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material 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 employees' state insurance and duty of excise.

(b) According to the information and explanations given to us, there are no dues of Income Tax, wealth tax, duty of customs and cess which have not been deposited with the appropriate authorities on account of any dispute.

According to the information and explanations given to us the no amount was required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956).

(VIII) The Company has accumulated loss of Rs. 1,894.40 Lacs which is more than 50% of net worth of the Company. The company has not incurred cash losses in the current financial year under review and has incurred cash losses of approximately Rs.852.7 Lacs in the immediate preceding financial year.

(IX) The company has defaulted in repayment of dues to the financial institution and banks and as on balance sheet date total amount outstanding is Rs. 11.305 crores, meanwhile, no provision of interest has been made for the year under review. The Company has not issued any debentures during the year.

(X) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(XI) The Company has not taken any term loan during the year.

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

For Motilal & Associates

Chartered Accountants

Registration No.:106584W

Sd/-

(Motilal Jain)

(Partner)

M. No. 036811

Place : Mumbai

Date : 30/05/2015

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Mar 31, 2014

We have audited the accompanying financial statements of 52 WEEKS ENTERTAINMENT LTD., which comprises the Balance Sheet as at March 31st 2014, the Statement of Profit and Loss and the Cash Flow Statement of the company for the year 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 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 auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the 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:

1. in the case of the Balance Sheet, of the state of affairs of the Company as at March 31st 2014;

2. in the case of the Profit and Loss Account, of the loss for the year ended on that date; and

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

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. The Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of sub- section (4A) of Section 227 of the Companies Act, 1956, apply to the Company.

2. In our opinion, the Balance sheet and the Profit and loss Account dealt with by this report comply with the Accounting Standard (AS) referred to in sub-section of Section 211 of the Companies Act, 1956.

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

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

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

C the Balance Sheet and Statement of Profit and Loss, dealt with by this Report are in agreement with the books of account;

D. in our opinion, the Balance Sheet and Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

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

52 WEEKS ENTERTAINMENT LIMITED

ANNEXURE TO THE AUDITOR''S REPORT FOR THE YEAR ENDED ON 3IST MARCH. 2014

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

(i) (a) The company has maintained proper records showing full particulars, including quantities details and situation of assets.

(b) The management has carried out physical verification of its assets during the year, the frequency of verification is reasonable having regard to the nature of fixed assets. No material discrepancies were noticed on such physical verification.

(c) During the year, the company has not disposed off substantial part of its fixed assets and therefore, going concern status of the company is not affected.

(ii) In respect of inventories:

As informed, the Company does not have any inventory and such, clause 4(ii) (a) to 4(ii) (c) of the Order are not applicable.

(iii) (a) The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, paragraph 4 (iii) (b) (c) & (d) of the Order are not applicable.

(b) The Company has taken unsecured loans from two parties and a company maintained under section 301, as at the year end, the outstanding balance of such loans taken aggregate Rs. 53,91,133.38/- and the maximum amount outstanding during tlievear was Rs. 57,91,133.38/-

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

(iv) In our opinion and according to the information and explanation given to us, there is an adequate internal control system commensurate with the size and nature of its business with regard to purchase of inventory, fixed assets and for the sale of goods and services. We have not observed any major weaknesses in the internal control system during the course of the audit.

(v) According to the information and explanation given to us, during the year there were no transactions that need to be entered into to the register maintained under the section 301 of the Companies Act, 1956. Accordingly the paragraph (v) (a) & (b) of the Order are not applicable.

(vi) In our opinion and according to the information and explanation given to us, the company has not accepted any deposits from public within the meaning of section 58-A and 58AA of the Companies Act, 1956 and the rules framed there under.

(vii) We are informed by the company that they are in the process of appointing a suitable Internal Auditor''s firm, meanwhile since the last year and the year under review the position remains same for appoint of Internal Auditor.

(viii) According to the information and explanation given to us the Central government of India has not prescribed the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 for any product of the company.

(ix) The Company is regular in depositing 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 statutory dues with the appropriate authorities, there is no other undisputed statutory demand outstanding for more than six months except the following-

Name of the Nature of Amount Period to Due Date Date of statue the dues which amount Payment relates

Maharashtra Profession Rs.1,200 April, 2013 to Various Still due Professional Tax September 2013 Date Tax Act, 1975

(x) The Company has accumulated loss of Rs. 2,603.4 Lacs which is more than 50% of net worth of the Company. The company has incurred cash loss during the financial year under review.

(xi) The Company has defaulted in payment of loans/ interest to the financial institutions and banks and as on Balance sheet date total amount outstanding is Rs. 11.305 crores, meanwhile, no provision of interest has been made for the year under review. The Company has not issued any debentures during the year.

(xii) 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 company is not required to maintain documents and records.

(xiii) In our opinion, the company is not a Chit fund or a Nidhi fund or a mutual benefit fund/society. Accordingly, paragraph 4 (xiii) (a), (b),(c),(d) of the order are not applicable to the company.

(xiv) The company is not dealing or trading in shares, securities, debentures and other investments, meanwhile they have traded in the Futures and Options and hence no records of such transactions is required to be maintained by the company.

(xv) 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.

(xvi) The Company has applied loans for the purpose for which the loans were obtained.

(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 there are no funds raised on short term basis have been used for long term investment.

(xviii) The Company has made preferential allotment of shares. The parties and companies are not covered in the register maintained under section 301 of the Companies Act, 1956 during the year. The prices at which such shares are allotted are not prima facie prejudicial to the interest of the Company.

(xix) During the year Company has not issued debentures, so no security or charge created during the year.

(xx) The Company has not raised money through public issue during the year.

(xxi) According to the information and explanations given by the management, no material fraud on or by the company has been noticed or reported during the year.

For Motilal & Associates Chartered Accountants F. No. : 106584WCA.

Motilal Jain Proprietor Membership No. 036811

Place : Mumbai Date : 29th May, 2013

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Mar 31, 2012

I have audited the attached Balance Sheet of SHANTANU SHEOREY AQUAKULT LIMITED as at 31st March, 2012 and also the Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit

I report as follows:

I conducted my audit in accordance with Auditing Standards generally accepted in India. Those Standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

1. As required by Companies (Auditor's report) Order, 2003 as amended by the Companies (Auditor's Report) Amendment Order, 2004 issued by the Government of India in terms of Section 227(4A) of the Companies Act, 1956 and on the basis of such checks of the books and records of the Company as I considered appropriate and according to the information and explanations given to me during the course of the audit, I am enclosing the Annexure a Statement on the matters specified in Paragraphs 4 and 5 of the said Order.

2. Further to my comments in the annexure referred to in paragraph (1) above:

a) Subject to what is stated in paragraph 2 (d) below, I have obtained all the information and explanations, which to the best of my knowledge and belief were necessary for the purpose of my audit.

b) In my opinion, proper books of account as required by law have been kept by the company as far as appears from my examination of the books.

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

d) The accounts of certain parties in respect of unsecured loans taken, creditors, are subject to confirmations, reconciliations and consequent adjustments, if any. (Refer Note No. 22 under "Notes to Financial Statements for the year ended 31st March'2012")

e) In my opinion, the Balance Sheet and Profit and loss Account comply with the accounting standards referred to in section 211 (3C) of the Companies Act, 1956.

f) Based on representations made by all the Directors of the Company and the information and explanations as made available, directors of the Company do not prima facie have any disqualification as referred to in clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

g) In my opinion and to the best of my information and according to the explanation given to me, the said Balance Sheet and the Profit and Loss Account read together with notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view :

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

(ii) in the case of the Profit and Loss Account, of the profit 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 year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to paragraph (1) of my report of even date)

1. The company has no Fixed Assets during the year, hence physical verification of such assets did not arise.

2. There are no stocks of stores, spare parts and raw materials left during the year, hence physical verification of such stocks did not arise.

3. The Company has not taken any loan, secured or unsecured from companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956. I am informed that there are no companies under the same management as defined under Section 370 (IB) of the Companies Act, 1956.

4. The Company has not given any loans to the parties listed in the Register maintained under Section 301 of the Companies Act, 1956. I am informed that there are no companies under the same management as defined under Section 370 (IB) of the Companies Act, 1956.

5. Since Company has no stock of stores, raw materials and finished goods, no comment is offered on the procedure for the determination unserviceable or damaged stores, raw materials and finished goods.

6. The Company has not accepted any deposits from the public.

7. In my opinion, reasonable records have been maintained by the Company for the sale and disposal of realizable scrap. There are no by-products.

8. The central Government has not prescribed maintenance of cost records u/s 209 (1) (d) of Companies Act, 1956.

9. Provident Fund and Employees State Insurance are not applicable to the Company. However Company had started Provident Fund for the employees drawing salary upto Rs. 5,000/- p.m. According to the records of the Company, there were no dues in arrears as at Balance Sheet date.

10. On the last day of the financial year, there was no amount outstanding in respect of undisputed Income-Tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty which were due for more than six months from the date they became payable.

11. According to the information and explanations given to me and the records of the company examined by me, no personal expenses of employees or directors have been charged to revenue account, other than those payable under contractual obligations or in accordance with generally accepted business practice.

12. The Company has become a sick industrial Company within the meaning of clause (o) of sub section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985.

For K. R. Thanawalla Chartered Accountants

K. R. Thanawalla

Place: Mumbai Date: 4th September, 2012

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Mar 31, 2010

I Have audited the attached Balance sheet of SHANTANU SHEOREY AQUAKULT LIMITED as at 31st March 2010 and the profit and loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management My responsibility is to express an opinion on these financial statements based on my audit.

I report as follows:

I Conducted my audit in accordance with Auditing standards generally in India. Those standards require that i plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit in includes exiling, 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 the management as we as evaluating the overall financial statement presentation. I Believe that my audit provided a reasonable basis for my opinion.

1. As require by the manufacturing and other companies (Audit report) Order, 1988 issued by the company law Board in terms of section 227(4A0 of the companies Act, 1956 and on the basis of such checks of the books and records of the company as I considered appropriate and according to the information and explanation given to me during the course of the audit, I am enclosing the Annexure a statement on the matters spec field in paragraph 4 and of the said order.

2. Further to my comments in the annexure referred to in paragraph (1) above

a)Subject to what is stated in paragraph 29d) below. I have obtained all the information and explanations which to the best of my knowledge and belief were necessary of the purpose of my audit.

b) In my opinion, proper books of account as required by law have been kept by the company as far as appeared is from my examination of the books.

c) The Balance sheet and Profit and loss Account dealt with by this report are in agreement with the books of account.

d) The Accounts of certain parties in respect of unsecured loans taken, creditors, debtors and loans and advances deposits given ate subject to confirmation reconilatiations and consequent adjustments, if any (refer No3. in Schedule K.)

e) Based of representations made by all the directors of the company and the information and explanations as made available directors of the company do not prima facie have disqualification as referred to in clause (g) of sub section (1) of section 274 of the companies Act, 1956

f)In my opinion and to the best of my information an according to the explanation give to me, the said Balance sheet and the Profit and Loss Account read together with notes thereon give the information required by the companies Act, 1956 in the manner so required and give a true and fair view:

(i) in the case of the Balance sheet of the state of affairs of the company as at 31st March, 2010 and

(ii) in the case of profit and loss Account, of the loss for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT (Referred to paragraph 1) of my report of ever date)

(i) The company has maintained proper records showing full particulars including quantitative details an section of remaining fixed assets. A major pertain of the assets has been physically verified by management in accordance with a phased programs verification adopted by the company in my opinion the frequency of verification is reasonable subject discrepancies stated in point no.7 of notes to accounts (schedule's) to the best of my knowledge no discrepancies have been noticed on verification.

ii) None of the Fixed Assets have been revalued during the year.

iii) Subject to discrepancies stated in point no 7 of notes to Accounts (Schedule's) there are no stocks of stores, spare parts and raw materials left during the year hence physical verification of such stocks did not arise.

(iV) The company has not taken any loan, secured or unsecured om companies firms or other parties listed in the register maintained under section 301 of the companies Act, 1956 I am informed that three are no companies under the same management as defined under section 370(1b) of the companies Act, 1956

(v) The company has not given any loans to the parties listed in the Register maintained under section 301 of the companies Act, I am informed that are companies under the same management as defined under section 370 (1B) of the companies Act, 1956

(Vi) As explained to me, the company has a regular procedure for the determination of unserviceable or damaged stores, raw materials and finished goods.

(vii) The company has not accepted any deposits from the pub.

(viii) In my opinion reasonable records have been maintained the company for the sale and disposal of realizable scrap there are by-products

(ix) The central Government has not prescribed maintence cost records us 209 (1) (d0 of companies Act, 1956.

(x) Provident fund and employees state insurance are not applicable to the company however company had started provident fund for the employees drawing as up to Rs. 5000/- p.m According to the records of the company there were no dues in arrears as balance sheet date.

(xi) On the last day of the financial year there was no amount outstanding in respect undisputed income Tax, wealth Tax, Custom Duty and Excise Duty were due for more than six months from the date they become payable, except for Rs.20.09 laks respect of Tax deducted at source.

(xii)According to the information and explanation given to me records of the company examined by me, no personal expenses of employees of director have charged to revenue account, others than those payable under contractual obligation or in accordance generally accepted business practice.

(xiii) The company has become a sick industrial company with a meaning of clause 90) of sub section (1) of section 3 of the sick industrial companies (Special provisions)Act, 1985.

Mumbai (K R THANAWALLA

Date :20th August, 2010 CHARTERED ACCOUTANT