Auditor Report of Centerac Technologies Ltd.

Mar 31, 2024

We have audited the accompanying financial statements of M/s. Centerac Technologies Limited
("the Company"), which comprise the balance sheet as at March 31, 2024, and the Statement of
Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and
statement of cash flows for the year ended on that date, 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 Companies Act, 2013 (''Act'') in
the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at March 31, 2024, its profit &
Loss (including the Other Comprehensive Income), Statement of Changes in Equity and cash flows
for the year ended on that date.

Basis for opinion

We conducted our audit in accordance with the standards on auditing 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 Act 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.

Information other than the financial statements and auditors'' report thereon

The Company''s board of directors is responsible for the preparation of the other information. The
other information comprises the information included in the Board''s Report including Annexures to
Board''s Report, Business Responsibility Report but does not include the financial statements and
our auditor''s report thereon.

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

In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the standalone financial statements or our knowledge obtained during the course of our audit or
otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this
other information; we are required to report that fact. We have nothing to report in this regard.

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

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

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

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

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

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

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

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

• 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.

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the standalone financial statements 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

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 the Annexure "A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

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

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

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

(c) The balance sheet, the statement of profit and loss including Other Comprehensive Income,
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 Ind AS specified under
section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on March 31,
2024 taken on record by the board of directors, none of the directors is disqualified as on

March 31, 2024 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls 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
the requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to
us, the remuneration paid by the Company to its directors during the year is in accordance
with the provisions of section 197 of the Act.

(h) With respect to the other matters to be included in the 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 as on 31st March, 2022
on its financial position in its standalone financial statements.

ii) The Company has made provision as on 31^st March 2022, as required under the
applicable law or accounting standards, for material foreseeable losses, if any, on
long-term contracts including derivative contracts;

iii) There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company during the year ended 31st
March, 2022 in accordance with the relevant provisions of the Act and Rules made
there under;

iv) (a) The management has represented that, to the best of its knowledge and belief, other than
as disclosed in the notes to the accounts, no funds (which are material either individually
or in the aggregate) have been advanced or loaned or invested (either from borrowed funds
or share premium or any other sources or kind of funds) by the Company to or in any other
persons or entities, including foreign entities ("Intermediaries"), with the understanding,
whether recorded in writing or otherwise, that the Intermediary shall, 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 it''s knowledge and belief, other than
as disclosed in the notes to the accounts, no funds (which are material either individually or
in the aggregate) 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, 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 the audit procedures performed that we have 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 mis¬
statement.

v) No dividend declared and paid during the year by the Company.

For R.B Pandya & Co,

Chartered Accountants,

Firm Registration No: 107331W

Sd/-

Rajesh B. Pandya
Proprietor

Membership No: 033788
UDIN: 24033788BKEIQR6854
Place: Mumbai
Date: 28th May, 2024

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Mar 31, 2014

We have audited the accompanying financial statements of Centerac Technologies Limited ("the Company") which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended and a summary of significant accounting polities 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 principles generally accepted in India including Accounting Standards notified under the Companies Act, 1956 ("the Act"} read with the General Circular 15/2013 dated September 13, 2013 of the Ministry of Corporate Affairs In respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and fair 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 the disclosures in the financial statements. The procedures selected depend on the auditor's judgement, Including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate In the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. 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 that we have obtained is sufficient and appropriate to provide a basis for our opinion,

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the Information required by the Art in the manner so required and give 3 true and fair view in conformity with the accounting principles generally accepted in India:

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

ii. in the case of Statement of Profit and Loss, of the profit for the year ended on that date; and

Hi. 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. As required by the Companies (Auditor's Report) Order, 2003 ("the Order"), as amended by the Companies (Auditor's Report) (Amendment) Order, 2004, issued by the Central Government In terms of Section 227 (4A) of the Act, we enclose in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the Order,

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

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

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

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

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards notified under the Act read with the General Circular 15/2013 dated September 13, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013;

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

Annexure to Independent Auditor's Report

[Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date to the members of CENTERAC TECHNOLOGIES LIMITED on the financial statements for the year ended March 31, 2014]

On the basis of such checks as we considered appropriate and In terms of information and explanations given to us, we generally report that:

i, a. The Company is maintaining proper records to show full particulars, including quantitative details and situation of fixed assets.

b. The fixed assets of the Company are physically verified by the management, according to a phased programme designed to cover all the fixed assets twice during the year, which in our opinion, Is at reasonable intervals having regard to the site of the Company and nature of its assets. As informed to us, no material discrepancies were noticed on such verification.

c. The Company has not disposed off any substantial part of Its fixed assets during the year so as to affect Its going concern.

II. a. The management has conducted physical verification of Inventory during the year. In our opinion, the frequency of verification is reasonable.

b. In our opinion, the procedures of physical verification of inventories followed by the management are reasonable and adequate, in relation to the size of the Company and the nature of its business.

c. In our opinion, the Company is maintaining proper records of its inventories and the discrepancies noticed on physical verification between the physical stocks and book records were not material and have been properly dealt with in the books of account.

At the year end, the Company did not have any inventory.

ill, a. As per the information furnished, the Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register, maintained under Section 3D1 of the Act.

As the Company has not granted any such loans, Clause (III)(b) of the Order relating to the rate of interest and other terms and conditions, whether prima facie prejudicial to the interest of the Company, Clause(iii)(c) relating to regularity of the receipt of principal amount and Interest and Clause (iii)(d) relating to steps for recovery of overdue amount of more than rupees one lakh, are not applicable.

b. As per the information furnished, during the year, the Company has taken an interest- free unsecured loan from one company covered in the register maintained under Section 301 of the Act. The maximum amount outstanding during the year was 600,000 and the year-end balance of such loan amounted to NIL. Other than above, the Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register, maintained under Section 301 of the Act.

c. As regards to interest-free loan taken from the company covered In the register maintained under Section 301 of the Act, no other terms and conditions. Including for repayment thereof, have been stipulated and hence, the question of making any comment whether the rate of interest and other terms and conditions of loan are prima facie prejudicial to the interest of the Company does not arise.

d. As regards to Interest-free loan taken from the company covered in the register maintained under Section 301 of the Act, no other terms and conditions, including repayment thereof, have been stipulated and hence, the question of making any comment whether the payment of principal is regular does not arise. As indicated in (b) above, at the year end, the said loan was repaid.

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, for the purchase of inventory and fixed assets and for sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses In the Internal control system of the Company,

v. a. According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements that need to be entered into the register maintained under Section 301 of the Act have been so entered.

b. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Act and exceeding the value of Rs. Five lakhs In respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

vi. In our opinion and according to the Information and explanations given to us, the Company has not accepted any deposit from the public during the year and hence, the question of complying with the provisions of Section 58A and 58AA or any other relevant provisions of the Act and the rules framed thereunder does not arise.

vii. The Company does not have a formal internal audit system. However, according to the information and explanations given to us, operating control systems are commensurate with the size of the Company and nature of its business.

viii. According to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under clause (d) of sub section (1) of Section 209 of the Act for any of the products of the Company,

ix. a. According to the Information and explanations given to us and on the basis of the books and records examined by us, there are delays from the Company in depositing undisputed statutory dues including provident fund, Income-tax and service tax with the appropriate authorities. However, there are no arrears of undisputed statutory dues outstanding as at the last day of the financial year, for a period of more than six months from the date they become payable. Further, the Company has been regular In depositing other undisputed statutory dues including profession tax, sales tax and other material statutory dues with the appropriate authorities. As informed to us, the customs duty, excise duty and provisions of Employees' State Insurance Act are not applicable to the Company,

b. According to the Information and explanations given to us and the records of the Company, there are no dues outstanding in respect of income-tax, service tax and cess which have not been deposited on account of any dispute.

X. There are no accumulated losses of the Company as at March 31, 2014 and the Company has not incurred any cash losses during the financial year covered by our audit and in the immediately preceding financial year.

xi. According to the information and explanations given to us and records of the Company examined by us, the Company has not defaulted In repayment of dues, if any, to a financial institution, bank or debenture holders.

xii. According to the Information and explanations given to us, as the Company has not granted any loans and / or advances on the basis of security by way of pledge of shares, debentures and other securities, the question of adequacy of documents and records to be maintained In such cases does not arise.

xiii. As the Company is not a chit fund or a nidhi / mutual benefit fund i society, clause 4(xiii) of the Order is not applicable,

xiv. According to the information and explanations given to us, as the Company is not dealing or trading In shares, securities, debentures and other investments, the requirements of Clause 4(xiv) of the Order relating to the maintenance of the proper records of the transactions and contracts and making of timely entries therein are not applicable.

xv. According to the information and explanations given to us, as the Company has not given any guarantee for loans taken by others from banks or financial Institutions, the requirement of Clause 4(xv) of the Order to comment on whether the terms and conditions, whereof are prejudicial to the interest of the Company, is not applicable.

xvi. As the Company has not taken any term loans during the year, the requirement of Clause 4(xvi) of the Order to comment on whether the loan, If any, was applied for the purpose for which the loan was obtained is not applicable.

xvii. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on the short-term basis have been used for the long term Investment.

xviii. According to the information and explanations given to us, as the Company has not made any preferential allotment of shares during the year, Clause 4(xvlli) of the Order is not applicable.

xix. According to the information and explanations given to us, as the Company has not issued any debentures, the question of creating security or charges In respect thereof does not arise.

xx. As the Company has not raised any money by public issues during the year. Clause 4 (xx) of the Order requiring disclosure of the end use of money raised and verification of the same is not applicable.

xxi. Based on the audit procedures performed and Information and explanations given to us by the management, we report that no fraud (i.e. intentional material misstatements resultant from fraudulent financial reporting and misappropriation of assets) on or by the Company has been noticed or reported during the course of our audit.

For BANSI S. MEHTA & CO. Chartered Accountants Firm Registration No. 10059lW

Place : MUMBAI PARESH H. CLERK Date : May 30, 2014 Partner Membership No, 36143

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Mar 31, 2011

We have audited the attached Balance Sheet of EZ-COMM TRADE TECHNOLOGIES LIMITED as at 31st March, 2011, the profit and loss account and also the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted in India Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles use 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.

As required by the Companies (Auditors'' Report) Order, 2003 (as amended) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in Paragraphs 4 & 5 of the said Order.

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

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

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

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

(iv) In gut opinion, the Balance Sheet, Profit and Loss Account and Cash FIca- statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of the section 211 of the Companies'' Act, 1956 except for the provision for Impairment of Fixed Assets as required under Accounting Standard AS - 28.

(v) On the basis of written representations received from the directors, as on 31st March, 2011 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2011 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies'' Act, 1956.

(vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies'' Act, 1956, in the manner so required subject to Note No. 6 of Schedule 18 regarding Scheme of Amalgamation pending with the Humble Bombay High Court, Note No. 8 of Schedule 18 regarding Non provision for impairment of Fixed Assets as required under Accounting Standard AS - 28, Note No. 9 of Schedule

18 regarding loans given in non compliance of section 295 of the Companies Act, 1956 and read together with other notes on accounts in Schedule 18, give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2011;

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

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

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

(b) All the assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

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

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

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

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3 (a) The Company has granted interest free advances to Companies and other persons covered in the register maintained under section 301 of the Companies Act, 1956. The maximum balance of amount of advances granted to the said companies and other persons, after considering provision for doubtful loans and advances, were Rs. 81.70 lakhs and the year- end balance was Rs. 27.06 lakhs.

(b) The other terms and conditions on which the loans have been granted to companies covered in the register maintained under section 301 of the Companies Act, 1956 are not, prima facie, prejudicial to the interest of the Company.

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

(b) All the assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

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

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

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

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3 (a) The Company has granted interest free advances to Companies and other persons covered in the register maintained under section 301 of the Companies Act, 1956. The maximum balance of amount of advances granted to the said companies and other persons, after considering provision for doubtful loans and advances, were T 81.70 lakhs and the year- end balance was Rs. 27.06 lakhs.

(b) The other terms and conditions on which the loans have been granted to companies covered in the register maintained under section 301 of the Companies Act, 1956 are not, prima facie, prejudicial to the interest of the Company.

6 The Company has not accepted any deposits from the public and consequently the directives issued by the Reserve Bank of India, the provisions of sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Rules framed there under are not applicable.

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

8 According to information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 in respect of services and trading activities carried on by the Company and therefore, clause 4(viii) of the Order is not applicable.

9 (a) According to records of the Company and on the basis our examination of the books of accounts, the company is not regular in depositing with appropriate authorities undisputed statutory dues including income-tax, sales-tax, service tax and other material statutory dues applicable to it and there have been delays in number of cases. However, according to information and explanations given to us, the provisions of Employees'' Provident Fund Act, Employees'' State Insurance Act, Wealth-tax, are not applicable to the Company in the year under audit.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income-tax, wealth-tax, sales-tax, customs duty, excise duty and cess were in arrears, as at March 31, 2011 for a period of more than six months from the date they became.

(c) According to the information and explanations given to us, there are no dues of Sales-tax, Income-tax, custom duty, Wealth-tax, excise duty, service tax and cess which have not been deposited on account of any dispute.

10 As on March 31, 2011, the accumulated losses of the Company are more than 50% of its net worth. The Company has not incurred cash losses during the financial year covered by our audit but has incurred cash losses in the immediately preceding financial year.

11 In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to financial institutions or banks. Further, the Company has not issued any debentures and hence clause 4(xi) of the Order to that extent is not applicable.

12 In our opinion and according to the information and explanations given to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

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

14 The Company has, in our opinion, maintained proper records and contracts with respect to investments where timely entries of transactions are made in the former. Investments in unquoted companies / Mutual Funds were lying in the name of the Company.

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

16 The Company has not raised any new term loans / hire purchase credit during the year. In our opinion, the Hire Purchase Credits outstanding at the beginning of the year were applied for the purpose for which they were raised.

17 According to the information and explanations given to us and on an overall examination of the balance sheet and cash flow statement of the company, we report that no funds raised on short term basis have been used for long term investments.

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

19 The Company has not issued any debentures. Accordingly, clause 4(xix) of the Order is not applicable.

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

21 According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For A. J. MEHTA & ASSOCIATES Chartered Accountants

Firm Registration No. 106179W

(ATUL MEHTA)

Proprietor Mumbai Membership No. : 36959 Dated : November 25, 2011

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Mar 31, 2010

We have audited the attached Balance Sheet of EZ-COMM TRADE TECHNOLOGIES LIMITED as at 31st March, 2010, the profit and loss account and also the cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the companys management Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditors Report) Order, 2003 (as amended) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in Paragraphs 4 & 5 of the said Order.

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

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

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

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

(iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of the section 211 of the Companies Act, 1956 except for the provision for Impairment of Fixed Assets as required under Accounting

Standard AS-28.

(v) 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 give the information required by the Companies Act, 1956, in the manner so required subject to Note No. 8 of Schedule 18 regarding Non provision for impairment of Fixed Assets as required under Accounting Standard AS - 28, Note No. 9 of Schedule 18 regarding loans given in non compliance of section 295 of the Companies Act, 1956 and read together with other notes on accounts in Schedule 18, give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2010,

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

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

Annexure to the Auditors Report (Referred to in paragraph 3 of our Report of even date)

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

(b) All the assets have been physically verified by the management during the year. No material discrepancies were noticed on such verification.

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

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

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

(c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

3 (a) The Company has granted interest free advances to Companies and other persons covered in the register maintained under section 301 of the Companies Act, 1956. The maximum balance of amount of advances granted to the said companies and other persons, after considering provision for doubtful loans and advances, were Rs. 17.06 lakhs and the year-end balance was Rs. 17.06 lakhs after considering provision for Doubtful Loans and Advances of Rs. 59.11 lakhs made till date.

(b) The other terms and conditions on which the loans have been granted to companies and persons covered in the register maintained under section 301 of the Companies Act, 1956 are not, prima facie, prejudicial to the interest of the Company.

(c) One of the Companies had been granted interest free loan which was repayable on demand. However, in view of substantial losses incurred by the said company, the Company has made provision for doubtful loans and advances of Rs. 59.11 lakhs. Further, in respect of other loans and advances to a company and the persons covered in the register maintained under section 301 of the Companies Act, 1956 to whom interest free loans and advances have been granted, the said loans and advances are repayable on demand.

(d) There is no overdue amount of loans granted to companies and to a persons listed in the register maintained under section 301 of the Companies Act, 1956.

(e) The company has taken loans from five parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum balance involved during the year was Rs. 43.86. lakhs and the year end balance of loans taken from such parties was Rs. 39.41 lakhs

(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from a company listed in the register maintained under Section 301 of the Companies Act, 1956, are not, prima facie, prejudicial to the interest of the Company.

(g) The Company is regular in repaying the principal amounts as stipulated.

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

5 (a) According to the information and explanations provided by the management, the contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party have been made at prices / rates which are reasonable having regard to the prevailing market price / rates at therelevant time.

6 The Company has not accepted any deposits from the public and consequently the directives issued by the Reserve Bank of India, the provisions of sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Rules framed thereunder are not applicable.

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

8 According to information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 in respect of services and trading activities carried on by the Company and therefore, clause 4(viii) of the Order is not applicable.

9 (a) According to records of the Company and on the basis our examination of the books of accounts, the company is not regular in depositing with appropriate authorities undisputed statutory dues including income-tax, sales-tax, service tax and other material statutory dues applicable to it and there have been delays in number of cases. However, according to information and explanations given to us, the provisions of Employees Provident Fund Act. Employees State Insurance Act, Wealth-tax, are not applicable to the Company in the year under audit.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income-tax, wealth-tax, sales-tax, customs duty, excise duty and cess were in arrears, as at March 31, 2010 for a period of more than six months from the date they became payable except in respect of Profession Tax Rs. 2,500/-.

(c) According to the information and explanations given to us, there are no dues of Sales-tax, Income-tax, custom duty, Wealth-tax, excise duty, service tax and cess which have not been deposited on account of any dispute.

10 As on March 31, 2010, the accumulated losses of the Company are more than 50% of its net worth. The Company has not incurred cash losses during the financial year covered by our audit but has incurred cash losses in the immediately preceding financial year.

11 in our opinion and according to the information and explanations given to

us the company has not defaulted in repayment of dues to financial institutions or banks. Further, the Company has not issued any debentures and hence clause 4(xi) of the Order to that extent is not applicable.

12 In our opinion and according to the information and explanations given to us the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13 In our opinion, the Company is not a chit fund or a nidhi / mutualI benefit fund / society. Therefore, the provisions of clause 4(x.n) of the Order are not applicable to the Company.

14 The Company has, in our opinion, maintained proper records and contracts with respect to investments where timely entries of transactions are made in the former. Investments in unquoted companies / Mutual Funds were lying in the name of the Company.

15 According to the information and explanations given to us the company has not given guarantees for loans taken by others from banks or financial institutions.

16 The Company has not raised any new term loans / hire purchase credit during the year In our opinion, the Hire Purchase Credits outstanding at during of the year were applied for the purpose for which they were raised.

17 Accordinq to the information and explanations given to us and on an 17 overall examination of the balance sheet and cash flow statement of the company, we report that no funds raised on short term basis have been used for long term investments.

18 The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956,

19 The Company has not issued any debentures. Accordingly, clause 4(xix) of the Order is not applicable.

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

21 According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For A. J. MEHTA & ASSOCIATES

Chartered Accountants

(ATUL MEHTA)

Proprietor

Membership No. : 36959

Mumbai

Dated May 13, 2010