Auditor Report of Jupiter Industries and Leasing Ltd.

Mar 31, 2024

We have audited the accompanying the standalone financial statements of JUPITER INDUSTRIES & LEASING LIMITED
(“the Company”),which comprise the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss, including the
statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year
then ended, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as
“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, 2024 , its Profit including Other
Comprehensive Income, its Cash Flows and the Statement of Changes in Equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (“SA”) specified under Section 143(10) of the Act. Our
responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the 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 ethical requirements that are relevant to our audit of the
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 opinion on the financial statements.

Key Audit matters:

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

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

The Company’s Board of Directors is responsible for the other information. The other information comprises the information
included in the Management Discussion and Analysis, Board''s Report including annexures to the Board''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 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 on the other information that we obtained prior to the date of this auditor’s report, 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 Responsibility for the 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, Cash Flows, and the Statement of Changes in Equity 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 provision of the Act for
safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and
application of the appropriate accounting policies: making judgements 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 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.

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.

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 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 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 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 financial statements, including the disclosures, and
whether the 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 standalone 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 standalone financial
statements.

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

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

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

Basis of Qualification

We draw your attention to Note No. 2(b) in respect of going concern and Note no. 13 of the financial statements, that the
Company has accumulated losses of Rs. 307.29 Lakhs (Previous Year Rs. 299.10 Lakhs) resulting into negative net worth of
Rs. 207.29 Lakhs (Previous Year Rs. 199.10 Lakhs). The Company''s current liabilities exceed its current assets by Rs. 207.29
Lakhs (Previous year 199.10 Lakhs) as on date. The Company has not provided interest on outstanding bank loan and other
payables up to the year ended 31st March 2024 aggregating to Rs. 14,377.36 lakhs (Previous Year Rs. 12,023.97 Lakhs)
which includes for the quarter and year ended as on 31 st March 2024 of Rs. 636.94 lakhs and Rs. 2353.39 lakhs respectively,
in terms of the order of the Mumbai Debts Recovery Tribunal — 1 dated 8th October 2002. The said bank has assigned its loan
to Green Malabar Finance Venture Ltd. Refer Note Nos. 2 & 3 of Statement of Financial Result for the quarter and year ended
31st March 2024. The turnover during the year ended 31st March 2024 is Rs. NIL (Previous Year Rs. NIL). These factors

along with other matters as set forth in the said notes raise doubts that the Company will be able to continue as a going concern.
The accounts of the Company have been prepared on the basis that the Company is a going concern although the ability of the
company to continue its operation in the near foreseeable future is dependent on the financial position of the Company.
Management is optimistic about various measures taken in terms of arranging resources and business integration to gain more
time for the business to recover and continue as a going concern. In view of the above uncertainties, we are unable to comment
on the ability of the Company to continue as ‘going concern’ and the consequential adjustment to the accompanying financial
statements if any, that might have been necessary had the financial statements been prepared under liquidation basis.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter
described in the Basis for Qualified Opinion section of our report, the aforesaid Ind AS 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 including the Ind AS, of the state of affairs of the Company as at March 31, 2024, its loss (including other
comprehensive loss), cash flows and changes in equity for the year ended on that date.

Emphasis of Matters

We bring your attention to Note No. 9 - Other Financial Labilities; where the amount of Rs. 123.53 lacs was due to Canara Bank
and the same were classified as NPA in the year 1994 and the Recovery Certificate for the said loans was issued by the Hon''ble
DRT in the year 2002. The said debt was allegedly assigned by Canara Bank to Green Malabar Finance Ventures Limited vide
Assignment Deed dated 29th September 2017. To circumvent the Order dated 18th May, 2018 passed by the Hon''ble DRT
wherein it was held by the Hon’ble DRT that it does not have jurisdiction to continue the proceedings in view of the assignment
of the debt to a private company, Green Malabar Finance Ventures Limited allegedly assigned the debt to Capri Global Capital
Limited vide Assignment Deed dated 27th July, 2018 who in turn within a short span of 10 days alleged assigned the said Debt
to Alchemist Asset Reconstruction Company Limited, as trustee for the Alchemist XXXVI Trust vide Assignment Deed dated 6th
August, 2018. The accumulated interest on the account as on 31st March 2024 was Rs. 14,364.81 lakhs, post NPA; the Company
has disclosed the same every year in its Notes of Accounts, however it has not provided for it in the books of accounts or disclosed
as Contingent Liability.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order”), issued by the Central Government of India in

terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A” a statement on the matters specified in

paragraphs 3 and 4 of the 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, Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement
and Statement of Changes in Equity dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid financial statements comply with the accounting standards specified under section 133 of
the Act.

e) On the basis of 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 with reference to
these financial statements 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 no remuneration is paid by the Company to its directors during the year.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rules 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 and as represented by the management:

1. The Company has disclosed the impact, if any of pending litigations on its financials position in its standalone
financials (Refer Note 13).

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

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

iv. (a) Management has represented to us that, to the best of its knowledge and belief, other than as disclosed in
the notes to the accounts no funds have been advanced or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds) by the Company to or in any other persons or entities,
including foreign entities (“Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries;

(b) Management has represented to us that, to the best of its knowledge and belief, other than as disclosed in the
notes to the accounts no funds have been received by the Company from any person(s) or entity(ies), including
foreign entities (“Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the
Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries”) or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries

(c) Based on our audit procedure conducted that are considered reasonable and appropriate in the circumstances,
nothing has come to our attention that cause us to believe that the representation given by the management
under paragraph (2) (h) (iv) (a) & (b) contain any material misstatement.

v. No dividend is paid during the year.

vi. Based on our examination which included test checks, the Company has used accounting software for
maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in the software. Further, during the course of
our audit we did not come across any instance of audit trail feature being tempered with.

For N N K&Co.

Chartered Accountants

FRN: 143291W

CA Nikita Lalwani

(Partner)

MRN : 131875

Place : Mumbai

Date : 29th May 2024

UDIN : 24131875BKHGCZ4033

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Mar 31, 2014

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

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act") 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 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

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

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

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

Basis for Qualified Opinion

The company has not provided interest agreegating to Rs.7,24,46,021/- on Bank Borrowings in terms of the order of Mumbai Debts Recovery Tribunal and non confirmation of the accounts from the Bank.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for effects of the matters described in the Basis for Qualified Opinion paragraph, and based on the Emphasis of Matter on the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

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

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

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

Emphasis of Matter

a) Attention is invited to Note No. 1(c) to the Financial Statements, indicating that the accounts of the company have been prepared on the basis that the company is a going concern although the ability of the company to continue its operation in the forseeable future is dependent on the financial position of the company. Our opinion is not qualified in respect of the matter.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of Section 227 (4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

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

c) The Balance Sheet, 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 & Loss, and the Cash Flow Statement comply with the Accounting Standards notified under 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.

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

ANNEXURE TO THE AUDITORS'' REPORT

Refer to in paragraph "Report on other Legal and Regulatory Requirements" above of the Auditor''s Report of even date to the members of Jupiter Industries and Leasing Limited on the financial statements of the company for the year ended 31st March 2014. We report that:

1. The company is not having any fixed assets, hence clauses 4(i)(a), 4(i)(b) and 4(i)(c) of the order are not applicable to the company for current year.

2. There was no inventory during the year hence clauses 4(1)(ii)(a), 4(ii)(b) and 4 (ii)(c) of the order are not applicable to the company for current year.

3. a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the companies Act, 1956.

Since no loan has been granted, hence clauses 3 (b) and 3 (c) are not applicable.

4. a) The Company has taken unsecured loan/deposit from one party covered in the register maintained under Section 301 of the Companies Act 1956. The maximum amount involved during the year and the year end balance of such loans aggregates to Rs. 24,86,083/- and Rs.24,86,083/- respectively.

b) In our opinion and according to the information and explanation given to us, the Nil rate of interest and other terms and conditions on which loan has been taken by the company are not, prima facie, prejudicial to the interest of the Company.

c) In respect of the aforesaid loan, there is no stipulation in respect of time of repaying of the principal amounts.

d) According to the information and explanations provided to us there is no overdue amounts payable in respect of such loan.

5. In our opinion and according to the information and explanation given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business. There is no purchase of inventory and fixed asset nor sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

6. a) According to the information and explanation given to us and based on the audit procedures applied by us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered.

b) In our opinion and according to the information and explanations given to us, there have been no transactions made in pursuance of such contracts or arrangements exceeding the value of rupees five lakhs in respect of any party during the year.

7. We have been informed that the Company was registered with Reserve Bank of India as Non Banking Finance Companies. During the year, the Company is deregistered as per letter dated 23rd June, 2013 from Reserve Bank of India as a Non Banking Financial Company to the Reserve Bank of India.

In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public and therefore, the provisions contained in Sections 58A, 58AA or any other relevant provisions of the Act and Rules framed thereunder are not applicable to the Company.

We have been informed that, no order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any other Court or Tribunal in this regard.

8. The Company has no internal audit system.

9. According to the information and explanation given to us and to the best of our knowledge, the Central Government has not prescribed maintenance of cost records under section 209 (1)(d) of the Companies Act, 1956 for the products of the Company.

10. According to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth-tax, Customs Duty, Excise Duty, Cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, there are no undisputed amounts payable in respect of such statutory dues which have remained outstanding as at 31st March, 2014 for a period more than six months from the date they became payable.

11. The Company has accumulated losses exceeding fifty percent of its net worth. The Company has incurred cash losses in the current financial year and also in the immediately preceding financial year.

12. In our opinion and according to the information and explanations given to us, the Company has defaulted in repayment of due to bank. The detail of period and amount of default as ascertained by management is as follows:

Name of Bank Principal Amount Interest Accured and due

Canara Bank, Marine 12,352,692/- 72,446,021/- Lines , Mumbai

Name of Bank Period to which it relates

Canara Bank, Marine 31st of December, 2002 to Lines , Mumbai 31st of March, 2014

13. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or other securities.

14. In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual benefit fund/societies.

15. The Company is not dealing or trading in shares, securities, debentures or other investments and hence, the requirements of Para 4 (xiv) are not applicable to the Company.

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

17. The Company has not taken any term loan during the year.

18. The Company has not raised any short term / long term fund during the year.

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

20. No debentures have been issued by the Company and hence, the question of creating securities in respect thereof does not arise.

21. The Company has not raised any money through a public issue during the year.

22. During the course of our examination of the books of account and records of the Company carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instances of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such cases by management.

For A. B Modi & Associates Chartered Accountants Firm Registration Number 106473W

(Rajesh S. Shah) Partner Membership Number 17844

Place : Mumbai Date : 30th May, 2014

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Mar 31, 2012

1. We have audited the attached Balance Sheet of JUPITER INDUSTRIES AND LEASING LIMITED, as at 31st March, 2012, the Statement of Profit and Loss and 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.

2. 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.

3. As required by the Companies (Auditor's Report) Order, 2003 and as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 issued by the Central Government of India in terms of Section 227(4A) 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.

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

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

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

(c) the Balance Sheet and 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 Balance Sheet and the Statement of Profit and Loss and the Cash Flow Statement dealt with by this report subject to our observations in para (f) of this report comply with the accounting standards referred to in section 211(3C) of the Companies Act, 1956.

(e) on the basis of written representations received from the Directors 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 section 274(1 )(g) of the Companies Act, 1956;

(f) Attention is invited to :-

(i) Non provision of interest amounting to Rs.4,76,72,250/- payable as per the order given by The Mumbai Debts Recovery Tribunal in the year 2002-03.

(ii) The management of the company has represented that the company is a going concern though no activity has been carried out for a number of years.

(iii) That the company has not followed the accounting norms in respect of assets given on lease as prescribed under Prudential Norms (Reserve Bank) Direction 1998 applicable to NBFC.

(g) The Company has informed that it has applied to RBI to cancel the registration under Non Banking Financial Companies.. However no such cancellation certificates is yet received by the company. In view of the above we report that the company has not furnished the requisite statements, information or particulars as required to be furnished by Non Banking Financial Companies (Reserve Bank) Direction 1998. to the extent applicable, to the Reserve Bank of India. Under the circumstances, we have been unable to verify the same and express an opinion on the said statements as required under Section 45MA of the Reserve Bank of India Act, 1934.

(h) Subject to above observation, in our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the Accounting policies & Notes and para No.4(f) thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012 (ii) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and (iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Annexure referred to in paragraph 3 of the Auditors' Report to the shareholders of Jupiter Industries and Leasing Limited on accounts for the year ended 31st March, 2012.

Based upon the information and explanations furnished to us and the books and records examined by us in the normal course of audit, we report that to the best of our knowledge and belief:-

1. a) The fixed assets register maintained by company is not updated to show full particulars including quantitative details and situation of fixed assets. 1

b) The assets of the company have not been physically verified by the management during the year. We have been informed that the said assets were given on lease. However no confirmation has been received from any of the party to whom assets are given on lease.

c) The management has considered all the fixed assets of the company as impaired since considering the lease period of all the assets have already been over and due to non availability of confirmation from the parties to whom assets were given on lease.

2. There was no inventory during the year, hence question of physical verification of inventory, procedure and maintenance of record does not arise.

3. a) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the companies Act, 1956. Accordingly, clause (iii)(b) to clause (iii)(d) of paragraph 4 of the Order are not applicable to the company for the current year.

b) The Company has taken unsecured loans/deposits from two (2) parties covered in the register maintained under Section 301 of the Companies Act 1956. The maximum amount involved during the year and the year end balance of such loans aggregates to Rs. 33,04,183/- and Rs. 33,04,183/- respectively.

c) In our opinion and according to the information and explanation given to us, the Nil rate of interest and other terms and conditions on which loans have been taken by the company are not, prima facie, prejudicial to the interest of the Company.

d) In respect of the aforesaid loans, there is no stipulation in respect of time of repaying of the principal amounts.

e) According to the information and explanations provided to us there is no overdue amounts payable in respect of such advance.

4. In our opinion and according to the information and explanation given to us, there is 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 the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. a) According to the information and explanation given to us and based on the audit procedures applied by us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered.

b) In our opinion and according to the according to the information and explanations given to us, there have been no transactions made in pursuance of such contracts or arrangements exceeding the value of rupees five lakhs in respect of any party during the year. i

6. We have been informed that the Company was registered with Reserve Bank of India as Non Banking Finance Companies. The Company has applied to Reserve Bank of India for cancellation of registration. However no cancellation certificate or any intimation in respect thereof has been received. We have been informed by the management that since the company has applied for cancellation of registration no provisions of NBFC are applicable to the Company. The Company has accepted deposits from a relative of director. The company has not complied with provisions of Section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under.

7. The Company has no internal audit system.

8. According to the information and explanation given to us and to the best of our knowledge, the Central Government has not prescribed maintenance of cost records under section 209 (1)(d) of the Companies Act, 1956 for the products of the Company.

9. According to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales-tax, Wealth-tax, Customs Duty, Excise Duty, Cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, there are no undisputed amounts payable in respect of such statutory dues which have remained outstanding as at 31st March, 2012 for a period more than six months from the date they became payable.

10. The Company has accumulated losses exceeding fifty percent of its net worth. The Company has incurred cash losses in the current financial year and also in the immediately preceding financial year.

11. The Company has defaulted in repaying of its dues to banks during the year.

12. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or other securities.

13. In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi/mutual benefit fund/societies.

14. The Company is not dealing or trading in shares, securities, debentures or other investments and hence, the requirements of Para 4 (xiv) are not applicable to the Company.

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

16. The Company has not taken any term loan during the year.

17. The Company has not raised any short term / long term fund during the year.

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

19. No debentures have been issued by the Company and hence, the question of creating securities in respect thereof does not arise.

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

21. During the course of our examination of the books of account and records of the Company carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instances of material fraud on or by the Company, noticed or reported during the year, nor have we been informed of such cases by management. For R. R. Shah & Associates Chartered Accountants

ICAI Firm Registration No : 112007W

Rajesh S. Shah

Partner

Membership No.17844

Place: Mumbai

Date : 30th May, 2012

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Mar 31, 2011

We have audited the attached Balance Sheet of JUPITER INDUSTRIES & LEASING LIMITED as at 31st March 2011 and also the Profit & Loss Account and the Cash Flow Statement of the Company 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 statement based on our audit.

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

As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Section 227 (4A) 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 to the extent applicable to the Company.

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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

iii. The Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of accounts.

iv. In our opinion, the Balance Sheet, Profit & Loss Account and the Cash Flow Statement dealt with this report comply with the Accounting Standards referred to in Section 211 (3C) 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 31stMarch, 2011 from being appointed as director in terms of clause (g) of sub Section (1) of section 274 of the Companies Act, 1956.

vi. Attention is invited to

a. Note No. 4 regarding dues not accounted in the books amounting Rs. 492.17 lakhs as per the order directed by The Mumbai Debts Recovery Tribunal in the year 2002-2003.

b. Note No. 5 regarding non-provision of accumulated lease equalisation account amounting to Rs. 99.80 lakhs.

The effect of the matters as given above if accounted in the books will increase the net loss before tax for the year to Rs. 593.54 lakhs (as against the reported figure of Rs. 1.57 lakhs and also the debit balance in Profit and Loss Account will increase to Rs. 848.51 lakhs, as against the reported figure of Rs. 256.54 lakhs).

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

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

b. In the case of Profit & Loss Account, of the loss 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 referred to in paragraph 3 of the Auditor's Report to the Shareholders of Jupiter Industries & Leasing Limited on accounts for the year ended 31st March, 2011.

Based upon the information and explanations furnished to us and the books and records examined by us in the normal course of audit, we report that to the best of our knowledge and belief :

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

(b) In respect of the leased assets, the Company has adopted a procedure of calling for confirmation letters from respective lessees regarding the existence of the assets at the end of the year.

(c) During the year none of the fixed assets have been disposed off by the company.

2. (a) The Company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register, maintained under Section 301 of the Companies Act, 1956.

(b) The Company has taken an interest free advance from a relative of a director. The terms and conditions are prima facie not prejudicial to the interest of the Company. According to the information and explanations provided to us there is no overdue amounts payable in respect of such advance.

3. The Company has not accepted any deposits within the meaning of the directives issued by the Reserve Bank of India and the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under.

4. The Company has no internal audit system.

5. As per the information provided to us no cost records were prescribed by the Central Government under clause (d) of sub section (1) of section 209 of the Companies Act, 1956.

6. According to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales-tax, Wealth-tax, Customs Duty, Excise Duty, Cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, there are no undisputed amounts payable in respect of such statutory dues which have remained outstanding as at 31st March, 2011 for a period more that six months from the date they became payable.

7. The Company has accumulated losses exceeding fifty percent of its net worth. The Company has incurred cash losses in the current financial year and also in the immediately preceding financial year.

8. The Company has defaulted in repaying of its dues to banks during the year. No debentures have been issued by the Company.

9. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or other securities.

10. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund/Societies are not applicable to the Company.

11. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial institutions.

12. On the basis of our examination of the accounts, the funds raised on short-term basis have not been used for long-term investments.

13. On the basis of our examination and according to the information and explanations given to us, no fraud, on or by the Company, has been noticed or reported during the year.

The provisions of clause (ii), (iv), (v), (xiv), (xvi) (xviii), (xix) and (xx) of paragraph 4 of the Companies (Auditors Report) Order, 2003 are not applicable in the current year and hence no comments are provided in this report.

ForJ.D. GANDHI & Co.

Chartered Accountants

Firm Reg. No. 112453W

J.D. GANDHI

Partner

M.No.34241

Mumbai

7th September, 2011

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Mar 31, 2010

We have audited the attached Balance Sheet of JUPITER INDUSTRIES & LEASING LIMITED as at 31* March 2010 and also the Profit & Loss Account and the Cash Flow Statement of the Company 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 statement based on our audit.

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

As required by the Companies (Auditors Report) Order, 2003, issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order to the extent applicable to the Company.

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 accounts as required by law have been kept by the company so far as it appears from our examination of the books.

iii. The Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of accounts.

iv. In our opinion, the Balance Sheet, Profit & Loss Account and the Cash Flow Statement dealt with this report comply with the Accounting Standards referred to in Section 211 (3C) 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 director in terms of clause (g) of sub Section (1) of section 274 of the Companies Act, 1956.

vi. Attention is invited to

a. Note No. 4 regarding dues not accounted in the books amounting Rs.421.01 lakhs as per the order directed by The Mumbai Debts Recovery Tribunal in the year 2002-2003.

b. Note No.5 regarding non-provision of accumulated lease equalisation account amounting to Rs.99.80 lakhs.

The effect of the matters as given above if accounted in the books will increase the net loss before tax for the year to Rs.537.76 lakhs (as against the reported figure of Rs.16.95 lakhs and also the debit balance in Profit and Loss Account will increase to Rs.775.79 lakhs, as against the reported figure of Rs.254.96 lakhs).

vii. Subject to clause (vi) above, 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 principles generally accepted in India:

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

b. In the case of Profit & Loss Account, of the loss 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

Annexure referred to in paragraph 3 of the Auditors Report to the Shareholders of Jupiter Industries & Leasing Limited on accounts for the year ended 31st March, 2010.

Based upon the information and explanations furnished to us and the books and records examined by us in the normal course of audit, we report that to the best of our knowledge and belief:

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

(b) In respect of the leased assets, the Company has adopted a procedure of calling for confirmation letters from respective lessees regarding the existence of the assets at the end of the year. The Confirmations have been received by the company from the respective parties.

(c) During the year none of the fixed assets have been disposed off by the company.

2. (a) The Company has not granted any loans secured or unsecured to companies, firms or other parties covered in the register, maintained under Section 301 of the Companies Act, 1956.

(b) The Company has taken an interest free advance from a relative of a director. The terms and conditions are prima facie not prejudicial to the interest of the Company. According to the information and explanations provided to us there is no overdue amounts payable in respect of such advance.

3. The Company has not accepted any deposits within the meaning of the directives issued by the Reserve Bank of India and the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under.

4. The Company has no internal audit system.

5. As per the information provided to us no cost records were prescribed by the Central Government under clause (d) of sub section (1) of section 209 of the Companies Act, 1956.

6 According to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth-tax, Customs Duty, Excise Duty, Cess and other statutory dues with appropriate authorities wherever applicable. According to the information and explanations given to us, there are no undisputed amounts payable in respect of such statutory dues which have remained outstanding as at 31st March, 2010 for a period more that six months from the date they became payable.

7. The Company has accumulated losses exceeding fifty percent of its net worth. The Company has incurred cash losses in the current financial year and also in the immediately preceding financial year.

8. The Company has defaulted in repaying of its dues to banks during the year. No debentures have been issued by the Company.

9. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures or other securities.

10. The provisions of any Special Statute applicable to Chit Fund, Nidhi or Mutual Benefit Fund/Societies are not applicable to the Company.

11. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks and financial institutions.

12. On the basis of our examination of the accounts, the funds raised on short-term basis have not been used for long-term investments.

13. On the basis of our examination and according to the information and explanations given to us, no fraud, on or by the Company, has been noticed or reported during the year.

The provisions of clause (ii), (iv), (v), (xiv), (xvi), (xviii), (xix) and (xx) of paragraph 4 of the Companies (Auditors Report) Order, 2003 are not applicable in the current year and hence no comments are provided in this report.

For GANDHI & ASSOCIATES

Chartered Accountants

FRN - 102965W

K.V. SAHASRABUDHE

Partner

M.No.106172

Mumbai

6th September, 2010