Auditor Report of EPSOM Properties Ltd.

Mar 31, 2024

“EPSOM Properties Limited”

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying financial statements of EPSOM Properties Limited (“the company”), which comprise the Balance Sheet as at 31^st March 2024, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information (herein after referred to as “the standalone financial statements”), attached herewith, being submitted by the company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (the ‘Listing Regulations’).

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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India of the state of affairs of the Company as at 31^st March 2024, the loss and total comprehensive income, changes in equity and 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 on the standalone financial statements.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period.

These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors and Management is responsible for the preparation of the other information. The other information comprises the information obtained at the date of this auditor’s 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 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.

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 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. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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.

Those 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 standalone 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 standalone financial statements.

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

• Identify and assess the risks of material misstatement of the standalone Ind AS 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 controls.

• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

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

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our 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 upto the date of our auditor’s. 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.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in - (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect

of any identified misstatements in the financial statements.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit 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, Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the IndAS 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 interms 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 A ”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial.

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.

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, as amended in our opinion and to the best of our information and according to

the explanations given to us:

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

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.

iii. There is no transfer to the Investor Education and Protection Fund by the Company.

iv. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in ’’Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the order.

v. As per the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 audit trial is applicable for the company and the existing feature has to be strengthened to comply with the slated guidelines

For A John Moris & Co.,

Chartered Accountants FRN 007220 S

^{Place : C}h^ennai CA Chittaranjan Soundarapandian

Date : 29.05.2024 Pa_rtn_er

M.No. 200815

UDIN: 24200815BKLSYO5970

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Mar 31, 2019

Report on the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Epsom Properties Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2019, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the company as at March 31, 2019, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

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

Material Uncertainty Related to Going Concern

We draw attention to Note ‘b'' of the significant accounting policies regarding preparation of the financial statements, which indicates that the Company incurred a net loss of Rs.11,41,907 during the year ended March 31, 2019 and , as on that date, the Company''s 99% of capital has been wiped out by accumulated loss. These events or conditions, along with other matters as set forth in Note ‘b'', indicate that a material uncertainty exists that may cast significant doubt on the Company''s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key Audit Matters

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

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 Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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, management is responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are 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.

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 of the standalone Ind AS financial statements 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 standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. 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 standalone Ind AS 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 Ind AS financial statements.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 (“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” statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

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

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity 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 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 31st March, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2019 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 have disclosed the impact of pending litigations on its financial position in its financial statements.

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.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements'' section of our report to the Members of Epsom Properties Limited of even date)

(i) In respect of its Fixed Assets:

a. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

b. As explained to us, the fixed assets of the company have been physically verified by the management during the year in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such physical verification.

c. In our opinion the company has not disposed of substantial part of its fixed assets during the year and going concern status of the company is not affected.

(ii) According to the information and explanations furnished to us, there are no inventories available with the company; the question of physical verification of the same does not arise.

(iii) According to the information and explanations given to us, the company has not granted any loans, secured or unsecured, to or from companies, firms or other parties covered in the register required to be maintained under Section 189 of the Act.

(iv) In our opinion and according to the information and explanations given to us, section 185 and I86 of the Companies Act, 2013 is not applicable.

(v) The company has not accepted any deposits from public in accordance with the provisions of Section 73 to 76 of the Act and the rules framed there under.

(vi) The Central Government has not prescribed maintenance of cost records for any of the activities of the company under Section 148 of the Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the company, the company has not carried out any commercial activities during the financial year and the question of depositing the undisputed statutory dues including Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of excise, Value Added Tax, Cess and any other statutory dues applicable to it does not apply.

(b) According to the information and explanations given to us, there were no undisputed statutory dues in arrears as at 31st March 2019 for a period of more than six months from the date they became payable.

(c) According to the information and explanations given to us, there are no dues on account of disputes.

(viii) According to the information and explanations given to us, the company has not defaulted in repayment of loans and borrowings to a financial institution, bank, government or dues to debenture holder.

(ix) The Company has not raised money by way of Initial public offer or further public offer and company has not raised any term loans during the year hence reporting under clause (ix) of the order is not applicable.

(x) According to the information and explanation given to us, there is no fraud made by the company and on the company by its officers or employees been noticed or reported during the year

(xi) The company has not paid managerial remuneration

(xii) The company is not a Nidhi company and hence reporting under clause (xii) of the order is not applicable.

(xiii) In our opinion, and according to the information and explanations given to us the company is not dealing with the related parties hence disclosure under this clause is not applicable.

(xiv) The company has not made any Preferential allotment or Private placement of shares or fully convertible debentures during the year , since the requirement of section 42 of the companies Act ,2013 is not applicable.

(xv) In our opinion and according to the information given to us, during the year the Company has not entered into any non-cash transactions with its Directors or persons connected to its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

(xvi) The company is not required to get registered u/s 45-IA of the Reserve Bank India Act 1934.

“ANNEXURE B” TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 2(f) under the ‘Report on Other Legal and Regulatory Requirements'' section of our report to the Members of Epsom Properties Limited of even date)

Report on the Internal Financial Controls over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013(“the Act”)

We have audited the internal financial controls over financial reporting of Epsom Properties Limited (“the Company”) as of March 31, 2019 in conjunction with our audit of the standalone financial statements of the company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the company''s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2019, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

for S.VISHNU & CO.,

Chartered Accountants

FRN:005179S

(S.VISHNU)

Place: Chennai Partner

Date : 30.05.2019 M.No.026131

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Mar 31, 2015

We have audited the accompanying standalone financial statements of EPSOM PROPERTIES LIMITED (the Company") which comprises the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss and the Cash Row for the year then ended and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to preparation 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 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 ensuing the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

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

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The prpcedure selected depend on the auditor's judgment including the assessment of rules 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 financial controls system over financial reporting and the operatingeffectiveness of such controls. An audit also includes evaluating die appropriateness of the accounting policies used and the reasonableness of 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 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 loss and the cash flows for the year ended on that date.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order, 2015 ("the Order") issued by 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 paragraphs 3 and 4 of the said order.

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

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

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

c) The Balance Sheet, the Statement of Profit and Loss and 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) On the basis of 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.

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

i) There are no litigations pending against the Company and hence disclosure on the impact of ' pending litigations on its financial position in its financial statements does not arise.

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

iii) The Company is not required to transfer any amount to the Investor Education and Protection Fund

Anntxure I to the Independent Auditors' Report (Referred to in our report of even date)

(i) (a) The Company's Fixed Assets comprise of items of furniture & fixtures costing Rs. 2,710/- - Considering the nature and value of such items, the question of physical verification of the same does not arise.

(b) The Company has not disposed of a substantial part of the fixed assets during the Year.

(ii) According to the information and explanations furnished to us, there are no inventories available with the Company. Accordingly, the provisions of clause 3(ii) of the Order is not applicable.

(iii) According to the information and explanations given to us, the Company has not granted any leans, secured or unsecured, to or from Companies firms or other parties covered in the register required to be maintained under Section 189 of the Act. Accordingly, paragraph 3(iii) of the Oder is not applicable.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size'of the Company and the nature of its business with regard to purchase of inventories and fixed assets and with regard to sale of goods and services. 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 public in accordance with the provisions of Section 73 to 76 of the Act and the rules framed thereunder.

(vi) The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 148(1) of the Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company is regular in depositing with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of excise, Value Added Tax, Cess and any other statutory dues applicable to it.

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

(c) According to the information, and explanations given to us , there are no dues on account of . disputes.

(d) According to the information and emanations given to us, no amount is required to be transferred to Investor Education and Protection Fund.

(viii) The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash losses during the financial year and in the immediately preceding financial year.

(ix) In our opinion and according to the information and explanations given to us,-the Company has not defaulted during the year in repayment of dues to its financial institution and bankers. The Company did not have any outstanding debentures during the year..

(x) According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company did not have any term loans outstanding during the year.

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

For S VISHNU & CO Chartered Accountants FRN No. 005179S

(S VISHNU) Membership No. 26131

Place; Chennai

Date : 15thJuly 2015

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Mar 31, 2014

We have audited the accompanying financial statements of EPSOM PROPERTIES LIMITED (the Company") which comprises the Balance Sheet as at 31st March 2014, the Statement of Profit and Loss and the Cash Flow for the year then ended and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for 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 3(c ) of Section 211 of the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of 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 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 of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedure selected depend on the auditor''s judgement including the assessment of rules of material misstatement of the financial statements, whether due to fraud or error. In making those 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 and , but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of 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.

i) In the case of Balance Sheet, the state of affairs of the Company as at 31st March 2014;

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

iii) In the case of the Cash Flow statement, of the Cash Flows for the year ended on that date;

Report on other Legal and regulatory Requirements

1. As required by the Companies (Auditors'' Report) Order, 2003 ("the Order") 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 and 5 of the said 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 purposes of our audit;

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

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

d) In our opinion the Balance Sheet, Statement of Profit and Loss and Cash Flow statement comply with the Accounting Standards referred to in sub section 3 (c) of Section 211 of the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September 2013 of Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and

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

ANNEXURE TO INDEPENDENT AUDITORS'' REPORT - 31st MARCH 2014

(Referred to in our report of even date)

We report that:

(i)

(a) The Company''s Fixed Assets comprise of items of furniture & fixtures costing Rs. 3,305/- - Considering the nature and value of such items, the question of physical verification of the same does not arise.

(b) The Company has not disposed of a substantial part of the fixed assets during the year.

(ii) According to the information and explanations furnished to us, there are no inventories available with the Company. Accordingly, the provisions of clause 4(ii) of the Order is not applicable.

(iii) According to the information and explanations furnished to us, the Company has neither granted nor taken any loans, secured or unsecured, to or from companies, firms or other parties covered in the register required to be maintained under Section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us during the course of our audit, there are adequate internal control systems commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and for the purchase and sale of goods. Further, on the basis of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across nor have been instance of major weakness in the aforesaid internal control systems.

(v) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements required to be maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of Clause 4(v)(b) are not applicable to the Company.

(vi) The Company has not accepted any deposits from public within the meaning of Section 58A and 58AA of the Act and the rules framed thereunder..

(vii) The Company did not have a system of internal audit during the year under review.

(viii) The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 209(l)(d) of the Companies Act, 1956.

(ix) a) According to the information and explanations given to us and on the basis of our examination of records of the Company, the Company is regular in depositing with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax and other material statutory dues applicable to it.

b) According to the information and explanations given to us and on the basis of our examination of records of the Company, there were no undisputed statutory dues in arrears, as at 31st March 2014 for a period of more than six months from the date they become payable.

(x) The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash losses during the financial year and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, there were no defaults in repayment of its dues to financial institutions and banks at the date of the Balance Sheet. The Company has not issued any debentures.

(xii) According to the information and explanation given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) The Company is not a chit fund, nidhi, mutual benefit fund or a society. Accordingly, the provisions of clause 4(xiii) of the Order is not applicable.

(xiv) According to the information and explanation given to us the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, clause 4(xjv) of the Order is not applicable.

(xv) According to the information and explanation given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

(xvi) The Company has not obtained any term loans. Accordingly, the provisions of clause 4 (xvi) of the order are not applicable.

(xvii) According to the information and explanations given to us and as per the books and records examined by us and on an overall examination of the Balance Sheet & Cash Flow statement of the Company, we report that, prima facie, funds raised on short term basis have not been used for long-term investment

(xviii) During the year, the Company has not made any preferential allotment of shares to companies/firms/parties and Companies covered in the register maintained under Section 301 of the Act. Accordingly, the provisions of Clause 4 (xviii) of the order are not applicable.

(xix) The Company has not issued any debentures. Accordingly, the provisions of clause 4(xix) of the order are not applicable.

(xx) The Company has not raised any money by way of public issues during the Year: Accordingly, the provisions of clause 4 (xx) of the order are not applicable.

(xxi) During the course of our examination of the accounts of the Company in. accordance with generally accepted auditing practices, we have not come across any instances of fraud on or by the Company, nor have we been informed by the management, of any such instance being noticed or reported during the year.

For S VISHNU & CO Chartered Accountants FRN No. 005179S

(S VISHNU) Partner Membership No. 26131

Place : Chennai Date : 30th April 2014

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Mar 31, 2013

We have audited the attached Balance Sheet of EPSOM PROPERTIES LIMITED as at 31st March 2013 and the Statement of Profit and Loss 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 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 misstatements. 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 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 and 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 purposes of our audit;

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

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

iv) In our opinion, the Balance Sheet, the Profit and Loss account and the Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub section 3 (c) of Section 211 of the Companies Act, 1956;

v) On the basis of written representations received from the Directors as on 31 st March 2013 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2013 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 and give a true and fair view in conformity with the accounting practices generally accepted in India.

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

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

c) In the case of the Cash Flow statement, of the Cfcsh Flows for the year ended on , that date;

We report that:

a. The Company''s Fixed Assets comprise of items of furniture & fixtures costing Rs. 4,030/- - Considering the nature and value of such items, the question of physical verification of the same does not arise.

b. The Company has not disposed of a substantial part of the fixed assets during the year.

ii. According to the information and explanations furnished to us, there are no inventories available with the Company. Accordingly, the provisions of clause 4(ii) of the Order is not applicable.

iii.

a. According to the information and explanations furnished to us, the Company has not granted any loan, secured/unsecured to Companies, firms or other parties whose particulars are recorded in the register maintained under Section 301 of the Companies Act, 1956.

b. In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

(i) The Company has taken unsecured loans from its directors during the year ended 31/03/2013, the yearend balance of such loans was Rs. 7.07 lakhs.

(ii) The above loans are interest-free and other terms and conditions of such loans are in our opinion , prima facie not prejudicial to the interests of the Company.

(iii) The above loans are repayable on demand. The Company has re-paid the unsecured loan of Rs. 22.23 lakhs availed from Dr Mohan Swami, NRI Director as per the directives of Reserve Bank of India.

(iv) There is no overdue amount of such loans.

iv. In our opinion and according to the information and explanations given to us during the course of our audit, there are adequate internal control systems commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and for the purchase and sale of goods. Further, on the basis of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across nor have been instance of major weakness in the aforesaid internal control systems.

v. In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements required to be maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of Clause 4(v)(b) are not applicable to the Company.

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

vii. The Company did not have a system of internal audit during the year under review.

viii. The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 209(1 )(d) of the Companies Act, 1956.

ix. a. According to the information furnished to us, the Company is regular in deposition with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax and other material statutory dues applicable to it.

b. According to the information and explanations given to us and the records of the Company examined by us there were no undisputed statutory dues in arrears, as at the date of the Balance Sheet under report, for a period of more than six months.

x. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash losses during the financial year and in the immediately preceding financial year.

xi. In our opinion and according to the information and explanations furnished to us by the Company, there were no defaults in repayment of its dues to financial institutions and banks at the date of the Balance Sheet. The Company has not issued any debentures.

xii. According to the information and explanation given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. The Company is not a chit fund, nidhi, mutual benefit fund or a society. Accordingly, the provisions of clause 4(xiii) of the Order is not applicable.

xiv. According to the information and explanation given to us, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, clause 4(xiv) of the Order is not applicable.

xv." According to the information and explanation given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. The Company has not obtained any term loans. Accordingly, the provisions of clause 4 (xvi) of the order are not applicable.

xvii. According to the information and explanations given to us and as per the books and records examined by us and on an overall examination of the Balance Sheet & Cash Flow statement of the Company, we report that, prima facie, funds raised on short term basis have not been used for long-term investment.

xviii. During the year, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Act. Accordingly, the provisions of Clause 4 (xviii) of the order are not applicable.

xix. The Company has not issued any debentures. Accordingly, the provisions of clause 4(xix) of the order are not applicable.

xx. The Company has not raised any money by way of public issues during the year Accordingly, the provisions of clause 4 (xx) of the order are not applicable.

xxi. During the course of our examination of the accounts of the Company in accordance with generally accepted auditing practices, we have not come across any instances of fraud on or by the Company, nor have we been informed by the management, of any such instance being noticed or reported during the year.

For S VISHNU & CO

Chartered Accountants

FRN No. 005179S

(S VISHNU)

Partner

Membership No. 26131

Place: Chennai

Date: 4th April 2013

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Mar 31, 2012

We have audited the attached Balance Sheet of EPSOM PROPERTIES LIMITED as at 31st March 2012 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 Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether' the financial statements are free of material misstatements. 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 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 and 5 of the said order.

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

i) We have obtained ail the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

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

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

iv) In our opinion, the Balance Sheet, the Profit and Loss account and the Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub section 3 (c) 6f Section 211 of the Companies Act, 1956;

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

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and give a true1 and fair view in conformity with the accounting practices generally accepted in India.

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

b) |n the case of the Profit & Loss Account, of the Loss for the year ended on that date;

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 our report of even date)

We report that:

i. a. The Company's Fixed Assets comprise of items of furniture & fixtures costing Rs.4,921/- Considering the nature and value of such items, the question of physical verification of the same does not arise.

b. The Company has not disposed of a substantial part of the fixed assets during the year.

ii. According to the information and explanations furnished, there are no invent ones available with the Company. Accordingly. the provisions of clause 4 (ii) of the Order is not applicable.

iii. a According to the information and explanations furnished to us, the Company has not granted any loan, secured/unsecured to Companies, firms or other parties whose particulars are recorded in the register maintained under Section 301 of the Companies Act, 1956.

b. In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the 'register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

(i) The Company has taken unsecured loans from its directors amounting to Rs. 0.59 lakhs. The year end balance of such loans was Rs. 29.67 lakhs.

(ii) The above loans are interest-free and other terms and conditions of such loans are in our opinion, prima facie not prejudicial to the interests of the Company.

(iii) The above loans are repayable on demand.

(iv) There is no overdue amount of such loans.

iv. In our opinion and according to the information and explanations given to us during the course of our audit, there are adequate internal control systems commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and for the purchase and sate of goods. Further, on the basis of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across nor have been informed or any instance of major weakness in the aforesaid internal control systems.

v. In our opinion and according to the information aid explanations given to us, there are no transactions made in pursuance of contracts or arrangements required to be maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of Clause 4(v)(b) are not applicable to the Company.

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

vii. The Company did not have a system of internal audit during the year under review.

vi. The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 209(1)(d) of the Companies Act, 1956.

ix. a. According to the information furnished to us, the Company is regular in' depositing with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax and other material statutory dues applicable to it.

b. According to the information and explanations given to us and the records of the Company examined by us there were no undisputed statutory dues in arrears, as at the date of the Balance Sheet under report, for a period of more than six months.

x. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company his incurred cash losses during the financial year and ~ in the immediately preceding financial year.

xi. In our opinion and according to the information and explanations furnished to us by the Company, there were no defaults in repayment of its dues to financial institutions and banks at the date of the Balance Sheet. The Company has not issued any debentures.

xii. According to the information and explanation given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. The Company is not a chit fund, nidhi, mutual benefit fund or a society. Accordingly, the provisions of clause 4(xiii) of the Order is not applicable.

According to the information and explanation given to us, the Company is not dealing in or ' trading in shares, securities, debentures and other investments. Accordingly, clause 4(xiv) of the Order is not applicable.

xv. According to the information and explanation given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. The Company has not obtained any term loans. Accordingly, the provisions of clause 4 (xvi) of the order are not applicable. '

xvii. According to the information and explanations given to us and as per the books and records examined by us and on an overall examination of the Balance Sheet & Cash Flow statement of the Company, we report that, prima facie, funds raised on short term basis have not been used for long-term Investment.

xviii. During the year, the Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Act Accordingly, the provisions of Clause 4 (xviii) of the order are not applicable. ,

xix. The Company has not issued any debentures. Accordingly, the provisions of clause 4(xix) of the order are not applicable.

xx. The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of clause 4 (xx) of the order are not applicable.

xxi. During the course of our examination of the accounts of the Company in accordance with generally accepted auditing practices, we have not come across any instances of fraud on or by the Company, nor have we been informed by the management, of any such instance being noticed or reported during the year.

For S VISHNU & CO

Chartered Accountants

FRN :005179S

(S VISHNU)

Partner

Membership No. 26131

Place: Chennai

Date : 30th April 2012

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Mar 31, 2011

We have audited the attached Balance Sheet of EPSOM PROPERTIES LIMITED as at 31st March 2011 and the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. 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 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 and 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 purposes of our audit;

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

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

iv) In our opinion, the Balance Sheet, the Profit and Loss account and the Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub section 3 (c) of Section 211 of the Companies Act, 1956;

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 and give a true and fair view in conformity with the accounting practices generally accepted in India.

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

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

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 our report of even date)

We report that:

i. a. The Companys Fixed Assets comprise of items of furniture & fixtures costing Rs.6,009/- Considering the nature and value of such items, thequestion of physical verification of the same does not arise.

b. The Company has not disposed of a substantial part of the fixed assets during the year.

ii. According to the information and explanations furnished to us, there are no inventories available with the Company. Accordingly, the provisions of clause 4(ii) of the Order is not applicable.

iii. a. According to the information and explanations furnished to us, the Company has not granted any loan, secured/unsecured to Companies, firms or other parties whose particulars are recorded in the register maintained under Section 301 of the Companies Act, 1956.

b. In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

i) The Company has taken unsecured loans from its directors amounting to Rs. 9.39 lakhs. A sum of Rs. 76.29 lakhs was converted into equity during the year end balance of such loans was Rs. 29.08 lakhs.

ii) The above loans are interest-free and other terms and conditions of such loans are in our opinion, prima facie not prejudicial to the interests of the Company.

iii) The above loans are repayable on demand.

iv) There is no overd ue amount of such loans.

v) In our opinion and according to the information and explanations given to us during the course of our audit, there are adequate internal control systems commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and for the purchase and sale of goods. Further, on-the basis of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across nor have been informed of major weakness in the aforesaid internal control systems.

vi) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements required to be maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of Clause 4(v)(b) are not applicable to the Company.

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

viii) The Company did not have a system of internal audit during the year under review.

ix) The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 209(1 )(d) of the Companies Act, 1956.

x) a. According to the information furnished to us, the Company is regular in depositing with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax and other material statutory dues applicable to it.

b. According to the information and explanations given to us and the records of the Company examined by us there were no undisputed statutory dues in arrears, as at the date of the Balance Sheet under report, for a period of more than six months.

xi) The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash losses during the financial year and in the immediately preceding financial year.

xii) In our opinion and according to the information and explanations furnished to us by the Company, there were no defaults in repayment of its dues to financial institutions and banks at the date of the Balance Sheet. The Company has not issued any debentures.

xiii) According to the information and explanation given to us, the Company has not granted any loans or advances on the basis of security by-way of pledge of shares, debentures and other securities.

xiv) The Company is not a chit fund, nidhi, mutual benefit fund or a society. Accordingly, the provisions of clause 4(xiii) of the Order is not applicable.

xv) According to the information and explanation given to us, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, clause 4(xiv) of the Order is not applicable.

xvi) According to the information and explanation given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvii) The Company has not obtained any term loans. Accordingly, the provisions of clause 4 (xvi) of the order are not applicable.

xviii) According to the information and explanations given to us and as per the books and records examined by us and on an overall examination of the Balance Sheet & Cash Flow statement of the Company, we report that, prima facie, funds raised on short term basis have not been used for long-term investment.

xix) During the year, the Company has made preferential allotment of shares to parties and Companies covered in the register maintained under Section 301 of the Act. The price at which the allotment made is prime facie not prejudicial to the interest of the company.

xx) The Company has not issued any debentures. Accordingly, the provisions of clause 4(xix) of the order are not applicable.

xxi) The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of clause 4 (xx) of the order are not applicable.

xxii) During the course of our examination of the accounts of the Company in accordance with generally accepted auditing practices, we have not come across any instances of fraud on or by the Company, nor have we been informed by the management, of any such instance being noticed or reported during the year.

For S VISHNU & CO

Chartered Accountants

FRN:005179S

(S VISHNU)

Partner

Membership No. 26131

Place: Chennai Date : 30th April 2011

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Mar 31, 2010

We have audited the attached Balance Sheet of EPSOM PROPERTIES LIMITED (Formerly HULTA PHARMACEUTICAL EXPORT LIMITED) as at 31st Watch 2010 and the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. 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 financiaf statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub section (4A) of Section 227 of the Companies Act, 1956 we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 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 purposes of our audit;

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

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

iv) In our opinion, the Balance Sheet, the Profit and Loss account and the Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub section 3 (c) of Section 211 of the Companies Act, 1956;

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 and give a true and fair view in conformity with the accounting practices generally accepted in India.

a) In the case of Balance Sheet, the state of affairs of the Company as at 31s1 March 2010;

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

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 our report of even date)

We report that:

i. a. The Companys Fixed Assets comprise of items of furniture & fixtures costing Rs.6,009/- Considering the nature and value of such items, the question of physical verification of the same does notarise.

b. The Company has not disposed of a substantial part of the fixed assets during the year.

ii. According to the information and explanations furnished to us, there are no inventories available with the Company. Accordingly, the provisions of clause 4(ii) of the Order is not applicable.

iii. a. According to the information and explanations furnished to us, the Company has not granted any loan, secured/unsecured to Companies, firms or other parties whose particulars are recorded in the register maintained under Section 301 of the Companies Act, 1956.

b. In respect of loans, secured or unsecured, taken by the Company from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956, according to the information and explanations given to us :

(i) The Company has taken unsecured loans from its directors amounting to Rs. 11.03 lakhs. A sum of Rs. 8.10 lakhs was repaid during the year and the year end balance of such loans was Rs. 96.03 lakhs.

(ii) The above loans are interest-free and other terms and conditions of such loans are in our opinion , prima facie-not prejudicial to the interests of the Company.

(iii) The above loans are repayable on demand.

(iv) There is no overdue amount of such loans;

iv. In our opinion and according to the information and explanations given to us during the course of our audit, there are adequate internal control systems commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and for the purchase and sale of goods. Further, on the basis of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across nor have been informed of any instance of major weakness in the aforesaid internal control systems.

v. In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements required to be maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of Clause 4(v)(b) are not applicable to the Company.

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

vii. The Company did not have a system of internal audit during the year under review.

viii. The Central Government has not prescribed maintenance of cost records for any of the activities of the Company under Section 209(1 )(d) of the Companies Act, 1956.

ix. a. According to the information furnished to us, the Company is regular in depositing with appropriate authorities, the undisputed statutory dues including Income Tax, Sales Tax and other material statutory dues applicable to it.

b. According to the information and explanations given to us and the records of the Company examined by us there were no undisputed statutory dues in arrears, as at the date of the Balance Sheet under report, for a period of more than six months.

x. The accumulated losses of the Company at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash losses during the financial year and in the immediately preceding financial year.

xi. In our opinion and according to the information and explanations furnished to us by the Company, there were no defaults in repayment of its dues to financial institutions and banks at the date of the Balance Sheet. The Company has not issued any debentures.

xii. According to the information and explanation given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. The Company is not a chit fund, nidhi, mutual benefit fund or a society. Accordingly, the provisions of clause 4(xiii) of the Order is not applicable.

xiv. According to the information and explanation given to us, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, clause 4(xiv) of the Order is not applicable.

xv. According to the information and explanation given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. The Company has not obtained any term loans. Accordingly, the provisions of clause 4 (xvi) of the order are not applicable.

xvii. According to the information and explanations given to us and as per the books and records examined by us and on an overall examination of the Balance Sheet & Cash Flow statement of the Company, we report that, prima facie, funds raised on short term basis have not been used for long-term investment.

xviii. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act. Accordingly, the provisions of clause 4 (xviii) of the order are not applicable.

xix. The Company has not issued any debentures. Accordingly, the provisions of clause 4(xix) of the order are not applicable.

xx. The Company has not raised any money by way of public issues during the year. Accordingly, the provisions of clause 4 (xx) of the order are not applicable.

xxi. During the course of our examination of the accounts of the Company in accordance with generally accepted auditing practices, we have not come across any instances of fraud on or by the Company, nor have we been informed by the management,of any such instance being noticed or reported during the year.

For S VISHNU & CO Chartered Accountants

S VISHNU

Partner

Membership No. 26131

Place; Chennai Date : 30th April 2010