Auditor Report of Magnanimous Trade & Finance Ltd.

Mar 31, 2024

We have audited the accompanying standalone Ind As financial statements of Magnanimous
Trade & Finance Ltd (“the Company”), which comprise the Balance Sheet as at March 31,
2024, the Statement of Profit and Loss (including other comprehensive income), Statement of
Changes in Equity and Cash Flow Statement for the year ended on that date, and the notes to
the financial statements, including a summary of material accounting policies and other
explanatory information.

In our opinion and to the best of our information and with the forgoing explanations given to
us, the aforesaid Standalone Ind As financial statement give the information required by the
Companies Act, 2013 (“the Act”) in the manner so required by 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, 2024 and the total comprehensive income
(comprising of profit & other comprehensive income), changes in the equity and its cash
flows for the year then ended.

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements in accordance with the
Standards on Auditing (SAs), as 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 Standalone Ind AS 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 Ind As financial statements under the provisions of the Act and the Rules
thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS
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 Ind AS financial statements of the current period. These
matters were addressed in the context of our audit of the Ind AS financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.

Key audit matter	How our audit addressed the key audit
	matter

Assessment of carrying value of Investments In Associates and fair	Our audit procedures included the following:
value of other Investments	. We evaluated the Company''s process regarding impairment assessment and for
The Company has investment in an Associate	valuation. . We assessed the carrying value/fair value
[Refer to Note No.3.3.3 & 3.3.4 & 29 to	calculations of all individually material
the standalone financial statements and	investment, where applicable, to determine
The Company Accounts for investment in	whether the valuations performed by the
associates and other investments (subject	Company were within an acceptable range
to impairment assessment). For investment carried at cost accordingly	determined by us.
where an indication of impairment exists,	. We checked the mathematical accuracy of the
the carrying value of investments is	impairment model and agreed the relevant data
assessed for impairment and where	with the latest budgets, actual past results and
applicable an impairment provision is	other supporting documents.
recognised.	. We assessed the sensitivity analysis and
The accounting for investment is a Key	evaluated whether any reasonably foreseeable
audit matter as the determination of	change in the assumptions could lead to
recoverable value for impairment	impairment or material change in the fair
assessment / fair valuation of involves	valuation.
significant management judgement and	. We discussed with the components auditors
estimates. The impairment assessment	of certain entities to develop an understanding
and fair valuation for such investment	of the operating performance and outlook used
have been carried out by the management	in their own valuation model and to assess
in accordance with AS 36 and AS 113	consistency with the assumptions used in the
respectively. The Key input and judgements involved in the impairment /	model.
fair valuation assessment of unquoted	. We had inquired with management to obtain
investment include :	an understanding of the relevant factors in respect of certain investments carried at fair
. Forecast cash flows assumption	value where a wide range of fair values were
. Whether unit is in operation or not	possible due to various factor such as absence of recent observable transactions, restrictions
.Economic and entity specific factors	on transfer of shares. Existence of multiple
incorporated in the valuation.	valuation techniques, investee''s valued nature of portfolio of investments for which significant estimates/judgments are required to arrive at fair value. . We have discussed the key assumptions and sensitivities for certain investments with those charged with governance. . We evaluated the adequacy of the disclosures

made in the standalone financial statements. Based on the above procedures performed, we did not identify any significant exceptions in the management''s assessment in relation to the carrying value of investments in associates and fair value of other investments.

Compliance and disclosure requirements under the applicable Indian Accounting Standards, RBI Guidelines and other applicable statutory, regulatory and financial reporting framework.

We have assessed the systems and processes laid down by the company to appropriately ensure compliance and disclosures as per the applicable Indian Accounting Standards, RBI Guidelines and other applicable statutory, regulatory and financial reporting framework. We have designed and performed audit procedures to assess the Completeness and correctness of the details disclosed having regard to the assumptions made by the management in relation to the applicability and extent of disclosure requirements; and have relied on internal records of the company and external confirmations wherever necessary.

Information Other than the Standalone financial statements and Auditor’s Report
Thereon

The Company’s Board of Directors is responsible for the preparation of other information.
The other information comprises the information included in Board’s Report including
Annexures to Board’s Report, Business Responsibility Report, Corporate Governance and
Shareholder’s Information, Management Discussion and Analysis Report but does not
include the standalone Ind As financial statements and our auditor’s report thereon.

The reports containing the other information as above are expected to be made available to us
after the date of this auditor’s report. Our opinion on the Ind As financial statements does not
cover the other information and we will not express any form of assurance conclusion
thereon.

In connection with our audit of the standalone Ind AS financial statements, our responsibility
is to read the other information identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent with the standalone
financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we conclude that there is
material misstatement of this other information, we are required to report that fact. We are
unable to report in this regard as other information was not available till the time of
conclusion of our audit.

Responsibilities of Management and Those Charged with Governance for the Ind AS
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 Ind AS 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 Ind AS financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS 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 responsible for overseeing the Company’s financial reporting
process.

The Board of Directors is also responsible for establishing and maintaining adequate and
effective controls in respect of use of accounting software that entails the requisite features as
specified by the Companies (Accounts) Rules, 2014, as amended from time to time, including
an evaluation and assessment of the adequacy and effectiveness of the company’s accounting
software in terms of recording and maintaining audit trail (edit log) of each and every
transaction and ensuring that the audit trail cannot be disabled and has been operated
throughout the year for all transactions recorded in the software and the audit trail feature has
not been tampered with and the audit trail has been preserved by the company as per the
statutory requirements for record retention.

Auditor’s responsibilities for the audit of the Standalone financial statements

Our objectives are to obtain reasonable assurance about whether the Ind As 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 Ind AS 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 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 with reference to financial statements 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 the Management and Board of
Directors.

• Conclude on the appropriateness of the Management and Board of Directors use of
the going concern basis of accounting in preparation of standalone financial
statements 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 Ind AS financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However, future events
or conditions may cause the Company to cease to continue as a going concern.

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

Materiality is the magnitude of misstatements in the standalone Ind AS 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.

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

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

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

Report on Other Legal and Regulatory Requirements

1) As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’), issued by the

Central Government of India in terms of sub section (11) of Section 143 of the Act, we

give in the “Annexure A”, a statement on the matters specified in the 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), the 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 Ind As financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with the
Companies (Indian Accounting Standards) Rules, 2015 as amended;

(e) On the basis of the written representations received from the directors as on March
31, 2024 taken on record by the Board of Directors, none of the directors is
disqualified as on March 31, 2024 from being appointed as a director in terms of
Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer
to our separate Report in “Annexure B”. Our report expresses an unmodified
opinion on the adequacy and operating effectiveness of the Company’s internal
financial controls over financial reporting;

(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; and

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

i. The Company does not have any pending litigations which would impact its
financial position.

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

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

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

belief, that 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 person(s) or any entity(ies), including foreign
entities (“Intermediaries”), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, whether , directly or
indirectly lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or
provide any guarantee ,security or the like on behalf of the Ultimate
Beneficiaries.

(b)The management has represented, to the best of their knowledge and belief,
other that 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 behalf the Funding Party
("Ultimate Beneficiaries") or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries.

(c) Based on such audit procedures that have been considered reasonable
and appropriate in the circumstances, performed by us, nothing has come to
our notice that has caused us to believe that the representations under para iv
and v contain any material misstatement.

v. The company has not declared and paid any interim dividend during the year.

vi. Based on our examination which included test checks, the company has used
accounting software for maintaining its books of accounts for the financial year
ended March 31, 2024 which does not have a feature of recording audit trail
(edit log) facility in terms of proviso to Rule 3(1) of the Companies (Accounts)
Rules, 2014.

For Gupta & Shah
Chartered Accountants
FRN NO: 001416C

CA Sharad Kumar Shah
(Partner)

Membership No.070601

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Mar 31, 2014

We have audited the accompanying financial statements of Magnanimous Trade & Finance Ltd. "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 ended on that date and a summary of significant accounting policies and other explanatory information.

MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company''s 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 notified under 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 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 audit opinion.

Opinion

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

A sum of Rs. 14,09,033.00 shown under the head long term loans and advances, recoverable from Shri Prakash Kanodia.No recovery of this loan have been made. The company has adopted legal recourse for recovery for the same. However, provision for bad debts has not been made.

(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 profit of the company for the year ended on that date; and

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

Report on Legal and other 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 hereto 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 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 Balance Sheet, the Statement of Profit and 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 31 March 2014, taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in terms of section 274 (1 )(g)of the Act.

ANNEXURE TO INDEPENDENT AUDITORS''REPORT

ANNEXURE REFERED TO IN PARAGRAH 1 UNDER THE HEADING "REPORT ON LEGAL AND OTHER REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

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

(c) In our opinion, the company has not disposed off any fixed assets during the year.

2. In Respect of its inventories:

(a) The management has conducted physical verification of inventory at reasonable intervals.

(b) There is only building in the inventory therefore there is no requirement of physical verification of the same at reasonable intervals.

(c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

3. (a) According to the information and explanations given to us the Company has granted

Unsecured loan to one party whose maximum balance at any time during the year is Rs.2,52,87,565.00 covered in the register maintained under section 301 of the Companies Act 1956 and the balance outstanding is Rs. 2,52,87,565.00 at the end of year.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions of the unsecured loan granted by the company are prima facie not prejudicial to the interest of the company.

(c) In our opinion and according to the information and explanations given to us the party is regular in payment of principal and interest according to the terms and conditions of the loan given during the year.

(d) In our opinion and according to the information and explanations given to us there is no overdues on account of loan granted by the company.

(e) According to the information and explanations given to us the company has not taken any loan, Secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Hence the provisions of sub paragraph V, VI & VII of paragraph 4(III) of the order are not applicable.

4. In our opinion and according to the information and explanations given to us, there are 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 provided to us, we are of the opinion that The particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that Section.

(b) In our opinion and according to the information and explanation given to us, there is transaction made in pursuance of contract or arrangement with parties with whom transactions exceeding value of Rupees Five Lakhs have been entered into during the financial year are at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to information and explanation given to us, the Company has not accepted any deposits from the public. Therefore the provisions of clause (vi) of paragraph 4 of the order are not applicable to the company.

7 In our opinion the Company has an in house internal audit system commensurate with the size and nature of its business.

8. Since the company has not done any production or processing during the year thus the paragraph (VIII) of the paragraph 4 of the order not applicable.

9. In Respect Of Statutory Dues :

(a) According to the records of the company and information & explanation given to us, the Company is regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-Tax, Sales-Tax, Wealth-Tax, Custom Duty, Excise Duty, Service Tax, and Cess and other statutory dues applicable to it with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Customs Duty, Excise Duty, Service Tax, and Cess were outstanding, at the year end for a period of more than six months from the date they became payable.

(b) According to the records of the Company and information and explanation given to us, there are no dues outstanding of sales Tax, Income Tax, Custom Duty, Wealth Tax, Excise Duty, Cess, and Service Tax as applicable which have not been deposited on account of any dispute.

10. The company does not have accumulated losses at the end of the financial year. The Company has not incurred cash losses in the current year covered by the audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information and explanations given by the management, the Company does not have any borrowings from financial institutions, banks or by way of debentures.

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

13. In our opinion 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. Therefore the provisions of clause 4(xiii) of the order are not applicable to the company.

14. In respect of dealing/trading in shares, securities, debentures and other investments in mutual funds, in our opinion and according to the information and explanations given to us, proper records have been maintained of the transactions and contracts and timely entries have been made therein. The shares, securities, debentures and other investments in mutual funds have been held by the Company, in its own name.

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

16. The Company did not have any term loans during the year.

17. The Company did not have any borrowings of short term 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. The Company has not issued any debentures.

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

21. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Om P.Agarwal & Associates Chartered Accountants FRN 006948C

Place: Kanpur (Om Prakash Agarwal) Dated: 28-05-2014 Proprietor M.No. 17821

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Mar 31, 2011

1. We have audited the attached Balance Sheet of MAGNANIMOUS TRADE & FINANCE LIMITED, KOLKATA, as at 31st March, 2011 and also the Profit and Loss Account 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

2. We conducted our audit In acceptance with Auditing Standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements arc 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.

3. As required by 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 of the matters specified in paragraph 4 and 5 of the said Order,

4. Further to out comments in the Annexure referred to in paragraph (3) above, we report that:-

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

b) In our opinion, proper hooks 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-Profit and Loss Account dealt with by this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet and Profit & Loss Account dealt, with by this report comply with the applicable accounting standards referred to in Sec.211 (3C) of the Companies Act, 1956.

e) On the basis of the 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 31.03.2011 from being appointed as director in terms of section 274(1) (g) of the Companies Act. 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts, read together with the notes thereof 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, Subject to the following;

Loans &. Advances include Rs. 1409033.00 from Shri Prakash Kanodia. No recovery of this loan have been made. The company has adopted Legal recourse for recoverse of the same, However, provision for bad debts has not been made. (Refer Note No. 5 of Notes on Accounts).

I. In the case of the Balance Sheet of the State of affairs of the company as at 31st March, 2011 and:

II. In the case of the Profit and Loss Account of the Company of the Profit for the year ended on that date.

III. In the case of cash flow statement, of the cash flows for the year ended on that date.

1. The nature of the company's business / activities during the year is such that clause (viii), of paragraph 4 of the companies (Audit Report) order, 2003 are not applicable to the company for the year ended 01.03.11.

2. 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 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) Based on our aerating of records of the company and the information and explanation required by us, we report that company has not disposed off any Fixed Assets during the F.Y. 2010-11.

3. a) As explained to us inventory have been physically verified by the management at reasonable intervals during the year. in our opinion the frequency of verification is reasonable, having regard to the size of the company and the nature of its business.

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

c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrapancies noticed on verification between the physical stocks and the book records were not material and have been duly adjusted.

4) The parties to whom the loans, or advances in the nature of loans have been given by the company are repaying the principal amount as stipulated and are also regular in payment of the interest except in following two cases, where interest has not been charged / debited by the company.

a) Shri Prakash Kanadia Outstanding Balance Rs. 1409033.00

b) Smt. Poonam Khurana Outstanding Balance Rs. Nil

(Amt of old balance of Rs. 361250.00 the company has recovered Rs. 250000.00 and the balance Rs. 111250.00 have been written off as bad debts.)

Now management is taking steps for recovery of the dues from Shri Prakash Kanndia.

5a) The company has granted unsecured loans to two parties whose maximum balance at any time during the year were Rs, 18849470/- & Rs. 9471713/- which are covered in the register maintained under section 301 of the Companies Act, 1956. The terms and conditions of such loans are not prejudicial to the interest of the company. There are no overdues of such loans.

b) The company has not taken unsecured loans from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory and fixed assets and with regard to the sale of goods and services.

7a) In our opinion, and according to the information and explanations given to us, the particulars of contract(s) and arrangement (s) referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under the Act.

b) In our opinion and according to the information and explanations give to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the company Act, 1956 and exceeding the value of Rs. Five Lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

8. The company has not accepted any deposits in respect of which provisions at section 58A, 58AA or any other relevant provision of the companies Act, 1956 are applicable.

9. In our opinion the company has an Internal Audit system which is commensurate with the size of the company.

10.a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues including investor education protection Fund, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Service Tax, Excise Duty, Cess and other statutory dues applicable to it.

b) According to the information and explanation give, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, Service Tax and Excise Duty were outstanding as at 31st March, 2011 for a period of more than six months from the date they became payable.

c) According to the records of the company, there are no dues of sales Tax, Income Tax, Custom Tax / Wealth Tax, Service Tax, Excise Duty / Cess which have not been deposited on account of any dispute.

11. The accumulated losses of the company are not more than fifty percent of its not worth. The company has not incurred cash loss during the financial year covered by our audit and has not incurred any cash loss during immediately preceding financial year.

12. According to the records of the company, the company has not borrowed from financial institution or issued debentures till 31s March 2011.

13.According to the information & explanation given to us and based on the documents & records produced to us the company has not granted any loans and advance on the basis of security by way of pledge of shares, debentures or other similar securities.

14. on the basis of our examination of the companies records we are of the opinion that the company is maintaining adequate records regarding transactions and contracts regarding its trading activities in shares, securities, Debentures and other investment and timely entries have been made in these records. The shares, securities, Debenture and other investment are held by the company in its own name.

15. According to the records of the company and the information and explanations provided by the management the company has not given any guarantee for loans taken by others from bank or financial institution.

16. According to the records of the company, the company has not obtained any term loan.

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

18. As required by the Non Banking Financial Companies Auditor's Report(Reserve Bank Direction), 1998 we Further state that:-

a) the Company incorporated prior to 9the January, 1997 had applied for registration as provided in section 45(A) of The Reserve Bank of India Act, 1934 (2 of 1934) and has received the certificate of Registration from the Reserve Bank of India as investment company.

b) The company has complied with the prudential norms relating to income recognition accounting standard, assets classification and provisioning of bad and doubtful debts as Applicable to it except in one case for which we have qualified our Audit Report.

c) The company has a branch office at Jaipur as per information provided to us,

19. According to the records of the company and the information and explanations provided by the management, the company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the company Act.

20. According to the records of the company, the company has not issued any debentures.

21. The company has not raised any money by public issues during the period covered by our audit report.

22. In our opinion, 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, that causes the financial statements to be materially misstated.

PLACE : KANPUR

DATED : 27.06.2011

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Mar 31, 2010

1. We have audited the attached balance sheet of MAGNANIMOUS TRADE & FINANCE LIMITED, KOLKATA, as at 31st 2010 and also the profit and Loss Account 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 statements based on our audit.

2. We conducted our audit in accordance with Auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are farce of material misstatement.

3. As required by companies (Auditors" Report) Order.2003 issued by the central Governments of India in terms of section 227 (4A) of the companies Act,1956. we enclose in the Annexure "A" statement of the matters specified in paragraph 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph (3) above we report that;-

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

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

e) On the basis of the written representations received from the Director as on 31st March,2010 and taken on record by the Board Of Director in terms of section 274 (1) (g) of the companies Act,1956. f) 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 accoutering principles generally accepted ir India, Subject to the following;

Loans & Advances include Rs, 361250.00 recoverable from Ms. Poonam Khurana-& Rs, 1409033.00 Shri prakash Kanodia. No recovery' of these loans have been made. The company has adopted legal recourse for recovery of the same. However, provision for bad debts has not been made. (Refer Note No. 5)

1.In the case of the Balance Sheet of the State of affairs of the Company as at 31st March. 2010 and;

II. In the case of the Profit and Loss Account of the Company of the Profit for the year ended on that date.

III.IN the case of cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE REFERRED TO IN PARAGRAPH (3) OF OUR REPORT OF EVEVN DATE

1. The nature of the company's business/actives during the year is such that clause (iii) of paragraph 4 of the companies (Audit Report) order 2003 are applicable to the company for the year ended 31.03.2010.

2, a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets on the basis of available information. particulars

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

c) Based on our scrutiny "of records of the company and the information and explanation required by us, we report that company has not disposed off any Fixed Assets during the F.Y.2009-10.

3. a) As explained to us inventory have been physically verified by the management reasonable intervals during the Year. In our opinion the frequency of verification is reasonable having regard to the size of the company and the nature of its business.

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

c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been duly adjusted.

4. The parties to whom the loans, or advances in the nature of loans have been given by the company are repaying the principal amount as stipulated and are also regular in payment of the interest except in following two cases, where interest has not been charged/debited by the company.

a) Shri prakash Kanodia Outstanding Balance Rs. 1409033.00

b) Smt Poonam Khurana Outstanding Balance Rs. 361250.00

Management has taken stops far recovery of the dues' from the above parties.

5 a) The company has granted unsecured loans to two parties whose maximum balances at any time during the year ware Rs.18187666/- Rs.760 5908/- which are covered in the register" maintained under section 301 of Companies Fact, 1956. The terms and conditions of such loans are not prejudicial to the interest of the company. There are no overdoes of such loans.

b) The company has not taken unsecured loans from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

6. In our opinion and according to the information and explanations given' to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory and fixed assets and with regard to the sale of goods and services.

7.a) In our opinion, and according' to the information and explanations given to us. the particulars of contract (s) and arrangement(s) referred to in section 301 of the Companies Act, l956 have been entered' in the register required to be maintained under the Act.

b)In our opinion and according "to the information and explanations given to us, the transitions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the company Act, 1956 and exceeding the value of Rs. Five lacs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

8. The company has not accepted any deposits in respect of which provisions of section Section 58A,58AA or any other relevant provision of the Companies Act,l956 are applicable. '

9. In our opinion the company has an internal Audit System which is commensurate with the size of' the company.

10.a) According to the records of the company, the company is regular in depositing with appropriate arthritis undisputed" statutory dues including investor education Protection Fund, Income Tax. Sales Tax, Wealth Tax, Custom Duty, Service Tax, Excise Duty, Cess and other statutory dues applicable to it.

b) According to the information and explanation given, no undisputed amount payable in respect of Income Tax. Wealth Tax, Sales Tax, Custom Duty, Service Tax and Excise Duty' were outstanding as at' " 31st March, 2010 for a period of more than Six Months from the date they became payable.

c)According to the records of the company, there are no dues. of sales Tax, Income Tax, custom Tax/Wealth Tax, Service Tax, Excise Duty/Cess which have not been deposited on' account' of any dispute.

11. The accumulated losses of the company are not more than fifty percent of its net worth. The company has not incurred cash loss during the financial year covered by our audit and has not incurred any cash loss during immediately preceding' financial year.

12. According the records of the company, the company has not borrowed from financial institution or issued' debentures till 31st March 2010.

13. According to the information & explanation given to us and based on the documents & ' records produced to us the company has not granted any loans and advances on the basis of security by way Of Pledge of shares, debentures or other similar securities.

14. on the basis of our examination of the companies records we are of the opinion that the company is maintaining adequate records regarding transactions and contracts regarding Its trading activities in shares. Securities, debentures and other investment and timely entries have bean made it these records. The Shares, securities. debenture and other Investment are held by the company in its own name.

15 According" to the records of the company and the information and explanations provided by the management, the company has not Given any guarantee for loans taken by others from bank or financial Institution.

16.According to the records of the company, the company has not obtained any term loan.

17 according to the information and explanations given by the "management to us and on overall examination of the balance sheet of the company we report that no funds raised on short term basis have been used for long term investment by the company.

18. AS required ' by the Non Banking Financial Companies' Auditor's' Report (Reserve Bank Director by the company.

a) The company, incorporated prior to 9th January,1997 had applied for registration as provided In Section 45(A) of The Reserve Bank of India as investment company.

b)The company has complied with the prudential norms relating to income recognition accounting standard, assets classification and provisioning of bad and doubtful debts as applicable to it, except in two cases for which we have qualified our Audit Report.

c)The Company has a branch office at" Jaipur as per information provided to us.

19. According to" the records of the company and the information and explanation provided by the management, the company has not made any preferential allotment' of shares to parties and companies covered in the register maintained Under Section 301 of the company Act.

20. According to the records of the company, the company has not issued any debentures.

21. The company has not raised any money by public' issues during the period covered by our audit report.

22. In our opinion, 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 that causes the financial statements to be materially misstated.

PLACE: KANPUR

DATED: 29.06.2010

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Mar 31, 2009

1. We have audited the attached Balance Sheet of MAGNANIMOUS TRADE & FINANCE LIMITED. KOLKATA, as at 3l,st March, 2009 and also the Profit and Loss Account of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of (he Company''s management, Our responsibility is lo 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. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts'' and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant'' estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1 As required by Companies (Auditors'' Report) Order. 2003 issued by the Central Government of India in ''emis of .Section 227 (4A) of the Companies Act 1956, we enclose in the Annexure "A" statement of the matters specified in paragraph
4. Further lo on comments in the Annexure referred to in paragraph (3) above, we report that :-

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

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

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

A) In >ur opinion, the Balance Sheet and Profit & Loss Account dealt with by this report coi iply with the applicable accounting standards referred to in Kec,2i 1 (3C) of the Ccnpauies Act. 1956.

e) On the basis of the written representations received from the Directors as on 31st M''irch.2009 and taken on record by the Board of Directors we report that none of the directors is disqualified as on 31,03.2009 from being appointed as director in terms of section 274(1) (g) of Companies Act, 1956.

f) 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 inlirmation required by the Companies Act 1956 in the manner so required and give a I ue and fair view in conformity with the accounting principles generally accepted in ndia. Subject to the following;

i)Loans & Advances include Rs. 17,70,283.00 recoverable from Ms. Poonam Khurana & 3hri Prakash Kanodia. The company has adopted legal recourse for recovery of the sai le, However, provision for bad debts has not been made. (Refer Note No. 8). ii) Stock in trade of shares as at 31.03.09 have been valued at cost while upto prtceeding previous year it was valued at cost or market price whichever is less. Due to change in basis of valuation profit has increased by Rs. 2132911.45. (Refer Note No. 5(a))

F. In the case of the Balance Sheet of the State of affairs of the Company as at 31st March, 2009 and; II, In the case of the Profit and Loss Account of the Company of the Profit For the year ended on that date, 111. In the case of cash How statement, of the cash flows for the year ended on thai date,

The nature of the.Company''s business/activities during the year is such that Clauses. paragraph-4 o the Companies (Audit Report) not applicable to the company foro the year ended 31 ,03.09

;> a) The company has maintained proper record" showing full particulars including quantitative details and situation of Fixed Asset? on the basis of • vailabia information.

b) As ftvpUii.ed to us, the fixed assets 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. Based on our scrutiny-of records of the company and the information and expic nation required by us«i we'' report that company has not disposed eff any Fixed Assets dating the F.Y. 2008-09.

a) As explained to us inventory have been physically verified by the management -at reasonable intervals during the year. In our opinion the frequency of verification is reasonable, having regard to the size of the company and the nature of its business.

The procedures of physical verification of inventories followed .by the managed-nt arc reasonable and adequate in relation to the size of the company and the nature of its business, examination, of the records of inventory, we are of the of.ini.on that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the'' physical stocks and the book records were not material and have been duly adjust id. ,

d) stock in tride of shaves as at 31.03.0'') have been valued at cost while upt;. proeooding previous year it was valued at cost or market pri;e whichever is less. Due to change in basis ot ¦ valuation Firofit has increased by Rs. 2132911.45.

a) The parties to whom the loans, or advances in the nature of loans have been given by the company are repaying the principal amount as stipulated and are also regular m payment of the interest except in following two;cases, where interest has net been charged/debited by the company.

The company hes granted unsecured loans to two parties whose maximum balances at an/ time during the y<^r were Rs.20117666/- & Rs. 2292818/- to covered in the register maintained under Section 301 ot the Comoanies Act, ''19F.6. The terms and conditions of such loans ^.r& not, prejudicial ''¦ o fhe interest of the company. There are no overdu.es ot such loans

b) The company[has not taken unsecured loans from companies; firms or other parties covered in the register maintained under section 301 of the Companied Act,. 1956.

In our opini and according to the information and explanations given to us,there are adequate internal control procedures commensurate with of the Company and the nature of its business with regard to purchase of inventory and fixed assets.

our opinion, and according to the information and explanations given to us, the particulars at contractus) and arrangement(s) referred to in section ::i0) of the Companies Act, 1956. have bean entered in the register required to be maintained under section.

our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Company Act, 19K. and exceeding the value of Rs. Five lacs in respect of an/ Party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

Tho company has not accepted ''any deposits in respect, of which provisions of section or any other relevant provision of the Companies Act are applicable. opinion the company has an internal Audit System which is, commensurate with the size of the company.

According the records of the company, the company is regular in depositing uith appropriate authorities undisputed statutory dues including investor education Protection Fund, Income Tax, Sales Tax, Wealth Tax,: Custom Duty, Service Tax, Excise Duty, Cess and other statutory dues applicable to it. the information and explanation given, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty, and excise Duty were outstanding as at 3.1st March, Z0O0 ponied ot rr.ove than Six rionfhs from the date they became payable

The records of the company, there are no dues of Sales lax, TncoiTK Tax. Custom Tax/Uelth Tax, Service Tax, Excise Duty/Cess which havebeen deposited on account of any dispute.

ii . The aecomuj.ated Josses of the company are not more than fifty percent of it net

The company has not incurred cash loss during the finanoial covered by our audit and has not incurred any cash loss during immediately proceeding financial year.

According o the records of the company, the company has not borrowed from fin gin:- a J institution or issued debentures till 31st Mareh''2009.

3., According t the information & sxplanati.on given to us and based on the documents - records produced to us the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures or other similar securities,

On the basis of our examination of the companies records we are of the opinion the company is maintaining adequate records regarding transaction and contracts regarding its trading activities in Shares, Securities Debentures and other investment and timely entries have been made in these records.The Shares,. Securities, Debenture and other investment are held by the company in its own name.

According to the records of the company and the information and explanationprovided hy the management, the company has not given any guoanf.ee to. loouis taken by others from bank or financial institution.

According o the records of the company, the company has not obtained any term.

7 According to the information and explanations given by the management to us and -n overall examination of the balance sheet of the company, wo report that no funds raised on short term basis have been used tor" long term investment by the company.

As raquireo by the Non Banking Financial. Companies Auditor''s Report (Reserve Bank Direction), 1999 we further state that :-

ajihe company; incorporated prior to 9th January, 1997, had applied. for registration as provided in Section 45(.A) of The Reserve Bank of India Act, : 1934 (?, of 1934) and has received the certificate, of Registration from the Reserve Bank of India as investment company.

b)Tho company has complied with the prudential norms relating to income recognition accounting standard, assets classification and provisioning of bad and doubtful debts as applicable to it, except in tfco cases for which we have qualified our Audt Report

c)The Company has a brenoh office at Jaipur as per information provided to us.

According to the —.ooods of the company and the information and explanation provided fry the management, the company has not made any p; cfercnt of shares to parties and companies covered in the register maintained dnder Section 301 of the Company Act,

According the records of the company, the company has not issued any debentures.

- The company has not raised any money by public issues during the period covered by our audit report..

-: Tn our opinion, and according to the information and explanations given to us, no fraud on or by the company has bean noticed or reported during the year , that causes the financial statements to be materially misstated.

ON BEHALF OF THE BOARD

Sd/-

Sudhir kumar

Parasrampuria

DIRECTOR

Dated: 01/09/2009