Auditor Report of Nutech Global Ltd.

Mar 31, 2024

We have audited the accompany Ingflnartdal statements of NUTECH GLOBAL LIMITED (“the Company”), which comprise the Balance
Sheet as at March 31,2024, the Statement of Profit and Loss(includlng othercomprehensive Income), Statement of Cash Flow and
theStatemerrt of Changes In Equity for the year then ended and a summary of significant accounting policiesand other explanatory
Information, (hereinafter refemedto as “Financial statements’).

In our opinion and to the best of our Information and according to the explanations given to us, the aforesaid financial statements give the
information required by the Companies Act, 2013 (“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, (*lnd AS”) and other accounting principles generally accepted In India, of the state of affairs of the Company as at
March31,2024, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that data.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) 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 together with the independence requirements that are relevant to our audit of the financial statements under the
provisions of the Companies Act, 2013 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 bel ieve that the aud it evidence we have obtainedissufficierTtand
appropriate to provide a basis for our opinion on the 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 financial statements
of the current period. These matters were addressed In the context of our audit of the financial statements as a whole, and In forming our
opinion thereon, and we do not provide a separate opinion on these matters. We have determined that there are no key audit matters to
communicate In our report

Information Othar than the Financial Statements and Auditor''s Report Thereon

The Company''s management and Board of Directors are responsible for the preparation of other Information. The other
informationcomprises the information included in the Company''s annual report, but does not include the financialstatements and our
auditors'' report thereon.

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

In connection with our audit of the financial statements, our responsibility Is to read the other informationand, in doing so, consider
whether the other Information Is materially Inconsistent with the financialstatements or our knowledge obtained In the audit or otherwise
appears to ba materially misstated. If, based orrthe work we have performed, we conclude that there is a material misstatement of this
other Information, we arerequlredtoreport that fact to those charged with governance. We have nothing to report In this regard.

Responsibility of Management and Those charged with governance forthe Financial Statements

The Company''s management and Board of d i rectors aieresponsibleforthe matters insection134(5)oftheCompanies Act, 2013 (“the
Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial
performance including othercomprehensive income, cash flows and changes in equity of the Company in accordance with

accounting principles generally accepted In India Including the I ndlan Accounting Standards

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 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 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
intsndsto liquidate the Company orto cease operations, or has no realistic alternative but to do so.

The Company’s Management and Board of Directors is also responsible for overseeing the Company''s financial reporting process.

Auditor''s Responsibilities for the Audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditors 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 tolrrfluencetheeconomlcdeclslonsofuserstakenonthe basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skeptidsmthroughoutthe 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 financial controls relevant to the audit In orderto design audit procedures that are appropriate In the
circumstances. Under section 143(3)(l) 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 Ina manner that achieves fair presentation.

Materiality Is the magnitude of misstatements In the 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 acope 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 ouraudit.

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 i n the
audit of the financial statements of the current period and are therefore the key audit matters. We describe these mailers 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 Ad, we give In the AnnexureA, a statement on the matters spedfled In the paragraph 3 and 4 of the
Order, to the extent applicable.

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

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

(b) ln 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 cash flow statement and Statement of
Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) ln our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards specified under Sedlon 133 of
the Ad except in lndAS-19 “Employee Benefits''where in the Company has not provided liability for Gratuity on actuarial valuation basis;

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

(f) with rasped to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness
of Buch controls, refer to our separate report In ''An nexu re B’.Our report expresses an unmodified opinion on the adequacy and operating
effectiveness of the Company''s internal financial controls overfinancial reporting.

(g) With resped 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 ouroplnlon and to the best of our Information and according to the explanations given to us:

(I) the company has disclosed thelmpad, If any, of pending litigations on Its INDAS financial position In Its IndAS financial statements

(II) as per the Information provided to us by the management, the company has not entered In to long term oontrad Including derivative
contracts forwhich provisioning is required;

(iii) (a) The management has represented that to the best of its knowledge and belief, other than those disclosed in the notes to the
accounts, no funds have been advanced or loaned or Invested (Eitherfrom borrowed funds, share capital or any other source or kind of
funds) by the company to or in any other person(s) or entity(s), including foreign entities (“intermediaries’), with the understanding that
the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner by or on behalf of the
company (Ultimate Beneficiaries) or provide any guarantee, securttyorthellkeon behalf of ultimate beneficiaries.

(b) The management has represented that to the best of Its knowledge and belief, other than those disclosed In the notes to the accounts,
no funds have been received by the company from any person(s) or entities including foreign entities (“Funding Parties'') with the
understanding that such oompany shall whether, directly or Indirectly, lend or Invest In other persons or entitles Identified In any manner
whatsoever by or on behalf of the funding parly (ultimate beneficiaries) or provide guarantee, security or the like on behalf of the Ultimate
beneficiaries

(c) Based on the audit procedures that we have considered reasonable and appropriate in the circumstances, nothing has come to our
notice that has caused us to believe that the above representations given by the management under paragraph (2) (g) (III) (a) and (b)
above contain any material misstatement.

(hr) There is no requ irement of transfer of amount i n Investor Education & Protection fond. (I EPF).

(h) the company has used such accounting software for maintaining its books of account which has a feature of recording audit trail (edit
log) facility and the same 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
retentions.

(3) With respect tothematterto be Included In the Auditors'' Report under section 197(16):

tn our opinion and according to the Information and explanations given to us, the remuneration paid by the Company to Its directors
during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in
excess of the limit laid down under Section 197 of the Act

For RHDA& ASSOCIATES
CHARTERED ACCOUNTANTS
Sdf-

[DINESH A6AL]

PARTNER

UDIN 24417439BKEKWK4492
M. NO.: 417439
FRN: - 014438C
PLACE: BHILWARA
DATE: 29.5.2024

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Mar 31, 2015

We have audited the accompanying financial statements of NUTECH GLOBAL LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2015, 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

The Company's Board of directors is responsible for the matters in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India including the Accounting Standards referred to in section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the design, implementation and maintenance of adequate internal control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstate- ment, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assess- ment 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 prepara- tion and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the 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) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2015;

(b) in the case of the Profit & Loss Account, of the profit/ 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.

Report on Other Legal and Regulatory Requirements

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

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

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

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

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

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

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

(f) 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. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company

ii. As the Company has not declared any dividend in the past years & there is no unpaid dividend, so there is no requirement of transfer of amount in Investor Education & Protection fund (IEPF).

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

On the basis of such checks as we considered appropriate and according to the information & explanation given to us during the course of our audit, we report that:

i.

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

(b) As explained to us, all the 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 nature of its assets. No material discrepancies were noticed on such physical verification.

ii.

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information & explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally main- taining proper records of its inventories. No material discrepancy was noticed on physical verifica- tion of stocks by the management as compared to book records.

iii. According to the information & explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 189 of the Companies Act, 2013. Hence clause (iii) (a) & (b) is not applicable to the company as the company has not granted any such loans.

iv. In our opinion and according to the information & explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchase of inventories & fixed assets & for sale of goods and services. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal control system has been noticed.

v. The Company has not accepted any loans/deposits from public. In our opinion and according to the information and explanation given to us the provisions of Section 73 and 76 of the Companies Act, 2013 and the Rules framed there under, wherever applicable, are being complied with. No order has been passed by company law board against the company.

vi. The Central Government has prescribed maintenance of the cost records under 148(1) of the Companies Act, 2013 in respect to the company's products. We have broadly reviewed the books of accounts and records maintained by the company in this connection and are of the opinion that

prima facie, the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the records with a view to determine whether they are accurate or complete.

vii.

(a) According to the records of the company, undisputed statutory dues including Provident Fund, , Employees' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, VAT, cess and other material statutory dues to the extent applicable have generally been regularly deposited with the appropriate authorities.

(b) According to the information & explanations given to us and the records examined by us, there is no disputed amount payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty, VAT and cess.

(c) According to the information and explanations given to us, there are no dues of sales tax, income tax, custom duty, wealth tax, Service Tax, excise duty, VAT and cess which have not been deposited on account of any dispute.

(d) As the Company has not declared any dividend in the past years & there is no unpaid dividend, so there is no requirement of transfer of amount in Investor Education & Protection fund (IEPF).

viii. The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

ix. Based on our audit procedures and on the information & explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institu- tions, banks or debenture holders.

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

xi. Based on our audit procedures and on the information & explanations given by the management, we report that the term loans have been applied for the purpose for which they were raised.

xii. In our opinion and according to the information & explanations given to us, we report that no material fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

For and behalf of (O.P. DAD & CO.) Chartered Accountants (Firm Reg. No. 002330C)

Place: Jaipur

Date: 27 th May, 2015 Sd/- (O.P. DAD) Partner M. No. 035373

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Mar 31, 2014

We have audited the accompanying financial statements of NUTECH GLOBAL 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 Account- ing Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the prepa- ration and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assess- ment 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 prepara- tion and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the 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) 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 Profit and Loss Account, of the profit/ 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.

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 sub-section (4A) of section 227 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 & 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, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the directors as on March 31, 2014, and 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 clause (g) of sub-section (1) of section 274 of the Compa- nies Act, 1956.

(f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

On the basis of such checks as we considered appropriate and according to the information & explanation given to us during the course of our audit, we report that:

1. In respect of its fixed assets:

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

(b) As explained to us, all the 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 nature of its assets. No material discrepancies were noticed on such physical verification.

(c) In our opinion and according to the information & explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. In respect of its inventories:

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information & explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the manage- ment as compared to book records.

3. In respect of loans, secured or unsecured:

(a) According to the information & explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

(b) According to the information & explanations given to us and on the basis of our examination of the books of account, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Thus sub clauses (f) & (g) are not applicable to the company.

4. In our opinion and according to the information & explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchase of inventories & fixed assets and payment for expenses & for sale of goods and services. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal control system has been noticed.

5. In respect of the contracts or arrangements referred to in section 301 of the Companies Act, 1956:

(a) Based on the audit procedures applied by us and according to the information & explanations provided by the management, the particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

(b) 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 Companies Act, 1956 that are exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. In our opinion and as per information & explanations given to us, the Company has not accepted any deposits from the public covered under section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under. Therefore, the provisions of clause (vi) of paragraph 4 of the order are not applicable to the company.

7. As per information & explanations given by the management, the Company has an internal audit system commen- surate with its size and the nature of its business.

8. The Central Government has prescribed maintenance of the cost records under section 209(1 )(d) of the Companies Act, 1956 in respect to the company''s products. We have broadly reviewed the books of accounts and records maintained by the company in this connection and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the records with a view to determine whether they are accurate or complete.

9. In respect of statutory dues:

(a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other material statutory dues to the extent applicable have generally been regularly deposited with the appropriate authorities.

(b) According to the information & explanations given to us and the records examined by us, there is no disputed amount payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty and cess.

10. The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year.

11. Based on our audit procedures and on the information & explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institutions, banks or debenture holders.

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

13. In our opinion, the Company is not a chit fund / nidhi / mutual benefit fund / society. Therefore, the provision of clause 4(xiii) of para 4 of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures, mutual funds & other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the company.

15. As explained the company has given corporate guarantee of Rs. 671.00 lacs to bank against the loans taken by M/s. Navlok Exhibitors P. Ltd, a company in which directors are interested, from State Bank of Bikaner & Jaipur. As explained, no charges have been charged by the company in this regard from Navlok Exhibitors Private Limited.

16. Based on our audit procedures and on the information & explanations given by the management, we report that the term loans have been applied for the purpose for which they were raised.

17. Based on the information & explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31 st March, 2014, we are of the opinion that there are no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets except permanent working capital.

18. The Company has not made any preferential allotment of shares to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956 at the price which is not prejudicial to the interest of the Company.

19. According to the information & explanations given to us, the Company has not issued any debentures during the period covered by our audit.

20. The Company has not raised any money by way of public issue during the year. Accordingly, the provisions of clause 4(xx) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the company.

21. In our opinion and according to the information & explanations given to us, we report that no material fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

On behalf of the Board of Directors Place: Jaipur O.P. DAD & CO. Dated: 24th May, 2014 Chartered Accountants (Firm Reg. No. 002330C)

(O.P. DAD) Partner M. No. 35373

---

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of NUTECH GLOBAL LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2013, 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 other Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

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

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

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the 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) in-the case of the Valance Sheet, of the state of affairs of the Company as at March 31,2013;

(b) in the case of the Profit and Loss Account, of the profit/ 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.

(1) As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 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 & 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, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

, (e) On the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

(f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing then anger in which such cess is to be paid, no cess is due and payable by the Company.

On the basis of such checks as we considered appropriate and according to the information & explanation given to us during the course of our audit, we report that:

1. In respect of its fixed assets:

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

(b) As explained to us, all the 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 nature of its assets. No material discrepancies were noticed on such physical verification.

(c) In our opinion and according to the information & explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. In respect of its inventories:

(a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information & explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally maintaining proper records of its inventories. No material discrepancy was noticed on physical verification of stocks by the management as compared to book records.

3. In respect of loans, secured or unsecured:

(a) According to the information $ explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

(b) According to the information & explanations given to us and on the basis of our examination of the books of account, the Company has not taken loans from companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Thus sub clauses (f) & (g) are not applicable to the company.

4. In our opinion and according to the information & explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchase of inventories & fixed assets and payment for expenses & for sale of goods and services. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal control system has been noticed.

5. In respect of the contracts or arrangements referred to in section 301 of the Companies Act, 1956:

(a) Based on the audit procedures applied by us and according to the information & explanations provided by the management, the particulars of contracts or, arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section.

(b) 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 Companies Act, 1956 that are exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

6. In our opinion and as per information & explanations given to us, the Company has not accepted any deposits from the public covered under section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under. Therefore, the provisions of clause (vi) of paragraph 4 of the order are not applicable to the company.

7. As per information & explanations given by the management, the Company has an internal audit system commensurate with its size and the nature of its business.

8. The Central Government has prescribed maintenance of the cost records under section 209(1 )(d) of the Companies Act, 1956 in respect to the company''s products. We have broadly reviewed the books of accounts and records maintained by the company in this connection and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have however, not made a diets(fed examination of the records with a view to determine whether they are accurate or complete.

9. In respect of statutory dues:

(a) According to the records of the company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and other material statutory dues to the extent applicable have generally been regularly deposited with the appropriate authorities.

According to the information & explanations given to us and the records examined by us, there is no disputed amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty and cess.

10. The Company does not have any accumulated loss and has not incurred cash loss during the financial year covered by our audit and in the immediately preceding financial year,

11. Based on our audit procedures and on the information & explanations given by the management, we are of the opinion that, the Company has not defaulted in repayment of dues to a financial institutions, banks or debenture holders.

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

13. In our opinion, the Company is not a chit fund / nidhi / mutual benefit fund / society. Therefore, the provision of clause 4(xiii) of para 4 of the Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable to the Company.

14. In our opinion, the Company is not dealing or trading in shares, securities, debentures, mutual funds & other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the company.

15. As explained the company has given corporate guarantee of Rs. 671.00 lacs to bank against the loans taken by M/s. Navlok Exhibitors P. Ltd, a company in which directors are interested, from State Bank of Bikaner & Jaipur. As explained, no charges have been charged by the company in this regard from Navlok Exhibitors Private Limited.

16. Based on our audit procedures and on the information & explanations given by the management, we report that the term loans have been applied for the purpose for which they were raised.

17. Based on the information & explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31st March, 2013, we are of the opinion that there are no funds raised on short-term basis have been used for long-term investment. No long-term funtfs have been used Jo finance short-term assets except permanent working capital,

18. The Company has not made any preferential allotment of shares to the parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956 at the price which is not prejudicial to the interest of the Company.

19. According to the information & explanations given to us, the Company has not issued any debentures during the period covered by our audit.

20. The Company has not raised any money by way of public issue during the year. Accordingly, the provisions of clause 4(xx) of the Companies (Auditor''s Report) Order, 2003 (as amended) are not applicable to the company.

21. In our opinion and according to the information & explanations given to us, we report that no material fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

For and on behalf of

Place : Jaipur O.P.DAD & CO.

Date : 24th May, 2013 Chartered Accountants

Sd/-

(O.P.DAD)

Partner

M.No. 35373

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Mar 31, 2012

We have audited the attached Balance Sheet of NUTECH GLOBAL LIMITED as at 31st March 2012 and also the statement of Profit and Loss Account and 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 statements based on our audit.

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

(1) 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.

(2) Further to our comments in the Annexure referred to in paragraph (1) above:

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

b. In our opinion, proper books of accounts as required by law have been kept by the company so far as appears from our examination of the books of accounts;

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

d. In our opinion, the Profit and Loss account and the Balance Sheet of the company comply with the Accounting Standards as referred in Sub-Section (3C) of Section 211 of the Companies Act, 1956.

e. As per information and explanations given to us, none of the directors of the company are disqualified from being appointed as a director under clause (g) of Sub-Section (1) of Section 274 of the Companies Act, 1956 as on the balance sheet date;

f. In our opinion and to the best of our information and according to explanations given to us, the said accounts read together with Notes thereon give the information required by the Companies Act, 1956 in the manner so required, give a true and fair view in conformity with the accounting principles generally accepted in India: -

i. In case of Balance Sheet, of the state of the affairs of the company as at 31 st March 2012;

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

iii. In case of the Cash Flow Statement, of the cash flow for the year ended on that date

ANNEXURE TO THE AUDITORS' REPORT TO THE MEMBERS OF NUTECH GLOBAL LIMITED

(Referred to in paragraph 1 of our report of even date)

(i) (a) The records showing full particulars including quantitative details and situation of fixed assets are under completion.

(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification 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.

© During the year, the company has not disposed off any substantial part of the fixed assets, which has affected the going concern status of the company.

(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

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

© The Company has taken stock of raw material on the basis of physical verification. The stock records kept for raw material are complete and is properly maintained. The discrepancies, if any cannot be commented upon. The Company is maintaining proper records of other inventory. The discrepancies noticed on verification between the physical stocks and the book records of other inventory were not material.

(iii) (a) In our opinion and according to the information and explanation given to us, the company has not granted unsecured loans to companies, firms or parties covered in the register maintained under Section 301 of the Companies Act 1956

(b) The clause (iii) (b), (c), and (d) of the order is not applicable to the company, as the company has not given any unsecured loan.

(e) In our opinion and according to the information and explanation given to us, the company has taken unsecured loans from 1 parties covered in the register maintained u/s 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 30.00 Lac and loan taken from such parties in during the year was Rs. 30.00 Lac.

(f) In our opinion and according to the information and explanation given to us, the rate of interest and other terms & conditions of unsecured loan taken by the company are prima-facie not prejudicial to the interest of the company.

(g) The company is regular in payment of principal and interest what ever it stipulated during the year.

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

(v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) 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 Companies Act, 1956 that are exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the company has not accepted any deposits to which the provisions of sections 58A and 58AA or any other relevant provisions of the Act and the rules framed there under, where applicable, have been complied with. No order has been passed by the Company Law Board or National Company Law tribunal or Reserve Bank of India or any court or any tribunal.

(vii) The company has proper internal audit system to commensurate with the size and nature of its business.

(viii) As explained to us, the Central Government has prescribed maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 in respect of Textiles manufactured by the company. Based on the information and explanations provided, the company has maintained the routine records as required under section 209(1 )(d) of the Act. However, the cost statements for the financial year 2011-12

in respect of product or activity of the company in Annexure/ Performa of Schedule III of the Cost Records (Textiles) Rules are under completion.

(ix) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues applicable to it.

(b) According to the information and explanations given to us and the records of the company examined by us, there is no disputed amounts payable in respect of sales tax, wealth tax, service tax, customs duty, excise duty and cess except the particulars of dues of income tax which has not been deposited on account of dispute is as follows: -

Name of Statute Nature of dues Amount(Rs.) Period to which Forum where the amount relates the dispute is pending

Income tax Income Tax 84665.00 1996-1997 Assistant Commissioner Act, 1961 of Income tax

(x) The company neither has accumulated losses as on March 31, 2012 nor has it incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the company.

(xiv) In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 of the Companies (Auditor's Report) Order, 2003 are not applicable to the company.

(xv) As explained the company has given corporate guarantee of Rs. 671.00 lacs to bank against the loans taken by M/s. Navlok Exhibitors P. Ltd, a company in which directors are interested, from State Bank of Bikaner & Jaipur. As explained, no charges have been charged by the company in this regard from Navlok Exhibitors Private Limited.

(xvi) According to explanations and information given to us, the term loans have been applied for the purpose for which they were raised.

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

(xviii) According to the information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act.

(xix) According to the information and explanations given to us, during the period covered by our audit report, the company had not issued any debentures

(xx) No money was raised by the company during the year from the public issues.

(xxi) 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.

Sd/-

For O. P. DAD & Co.

Chartered Accountants FRN: 002330C Sd/- (O.P. DAD)

Place - Jaipur Partner

Dated: 25th May, 2012 m. No. 035373

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Mar 31, 2010

We have audited the attached Balance Sheet of NUTECH GLOBAL LIMITED as at 31st March 2010 and also the Profit and Loss Account and 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 re- sponsibility is to express an opinion on these financial statements based on our audit.

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

(1) 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 fi statement on the matters specified in paragraphs 4 and 5 of the said Order.

(27 Further to our comments in the Annexure referred to in paragraph (1) above:

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

b. In our opinion, proper books of accounts as required by law have been kept by the company so far as appears from our examination of the books of accounts;

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

d. In our opinion, the Profit and Loss account and the Balance Sheet of the company comply with the Accounting Standards as referred in Sub-Section (3C) of Section 211 of the Companies Act, 1956.

e. As per information and explanations given to us, none of the directors of the company are disqualified from being appointed as a director under clause (g) of Sub-Section (1) of Section 274 of the Compa- nies Act, 1956 as on the balance sheet date;

f. In our opinion and to the best of our information and according to explanations given to us. the said accounts read together with Notes thereon give the information required by the Companies Act, 1956 in the manner so required subject to Refer note no. 4 regarding change in rate of depreciation charged resulting in understatement of loss by Rs. 24.44 lacs, give a true and fair view in conformity with he accounting principles generally accepted in India: -

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

ii. In caje of Profit and Loss Account, of the LOSS of the Company for the year ended on that date; and

iii. In case of the Cash Flow Statement, of the cash flow for the year ended on that date

ANNEXURE TO THE AUDITORS REPORT

(Referred to in paragraph (1) of our report of even date)

(i) (a) The records showing full particulars including quantitative details and situation of fixed assets under completion.

(b) All the assets have not been physically verified by the management during the year but there regular programme of verification which, in our opinion, is reasonable having regard to the sizt the company and the nature of its assets. No material discrepancies were noticed on such verifi tion.

(c) During the year, the company has not disposed off any substantial part of the fixed assets, wh has affected the going concern status of the company.

(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, t frequency of verification Is reasonable.

(b) The procedure of physical verification of inventories followed by the management is reasonat and adequate in relation to the size of the company and the nature of its business.

(c) The Company has taken stock of raw material on the basis of physical verification. The stok records kept for raw material are Incomplete and is not property maintained. The discrepancies, any cannot be commented upon. The Company is maintaining proper records of other inventor The discrepancies noticed on verification between the physical stocks and the book records < other inventory ware not material.

(iii) (a) The company has neither taken or granted any loans, secured or unsecured to/from companies firm or other parties covered in the register maintained under section 301 of the Act.

(b) As the company has not taken or granted any loans, secured or unsecured to / from companies, fim ©r other parties covered In the register maintained under section 301 of the Act, we have on comments under the said clause (bXc) (d) (e) (0 and (e) of Paragraph 4(iii) of the Order.

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

(v) (a) According to the information and explanations given to us, we are of the opinion that the transac- tions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered. (b) 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 Companies Act, 1956 that are exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market price at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the company has not

accepted any deposits to which the provisions of sections 58A and 58AA or any other relevant provisions of the Act and the rules framed there under, where applicable, have been complied with. No order has been passed by the Company Law Board or National Company Law tribunal or Reserve Bank of India or any court or any tribunal.

(vii) The companys internal audit system needs to be strengthened to commensurate with the size and nature of its business.

(viii) As explained to us, the Central Government has prescribed maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956 in respect of Textiles manufactured by the company. Based on the information and explanations provided, the company has maintained the routine records as required under section 209(1 )(d) of the Act. However, the cost statements for the finan- cial year 2009-2010 in respect of product or activity of the company in Annexure/ Performa of Schedule III of the Cost Records (Textiles) Rules are under completion.

(ix) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues in eluding provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues applicable tort.

((b) According to the information and explanations given to us and the records of the company exam- ined by us, there is no disputed amounts payable in respect of sales tax, wealth tax, service tax, customs duty, excise duty and cess except the particulars of dues of income tax which has not been deposited on account of dispute is as follows:

Name of Statute Nature of dues Amount (Rs.) Period to which the Forum where the amount relates dispute Is pending

Income tax Act, 1961 Income Tax 84665.00 1996-1997 Assistant Commissioner of Income tax

(x) The company neither has accumulated losses as on March 31,2010 nor has it incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, the provisions of clause 4

(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the company.

(xiv) In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4 of the Companies (Auditors Report) Order, , 2003 are not applicable to the company.

(xv) As explained the company has given corporate guarantee of Rs. 561 lacs to bank against the loans taken by M/s. Navlok Exhibitors P. Ltd, a company in which directors are interested, from State Bank of Bikaner & Jaipur. As explained, no charges have been charged by the company in this regard from Navlok Exhibitors Private Limited.

(xvi) According to explanations and information given to us, the term loans have been applied for the purpose for which they were raised.

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

(xviii) According to the information and explanations given to us, the company has not made preferential allotment of shares to parties and companies covered in the registar maintained under section 301 of the Act.

(xix) According to the information and explanations given to us, during the period covered by our audit report, the company had not issued any debentures.

(xx) No money was raised by the company during the year from the public issues.

(xxi) 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 B. KHOSLA & Co. Chartered Accountants FRN: 0O0205C

Jaipur Sd/- Dated: 31st May, 2010 (VIJAY K. JAIN) Partner M. No.70758