Auditor Report of Pine Animation Ltd.

Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying financial statements of Pine Animation Limited ("the Company"), which comprise the Balance Sheet as at 31/03/2015, the Statement of Profit and Loss, for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

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

We have 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 the 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 financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31/03/2015, and its Profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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 paragraph 3and 4 of the order, to the extent applicable.

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

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

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

(c) The Balance Sheet, the Statement of Profit and Loss, and dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31/03/2015 taken on record by the Board of Directors, none of the directors is disqualified as 31/03/2015 from being appointed as a director in terms of Section 164 (2) of the Act.

(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. The Company did not have any pending litigations on its financial position in its financial statements.

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

iii. The Company does not required to be transferred fund to the Investor Education and Protection Fund.

Annexure to the Independent Auditors' Report

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

(1) In Respect of Fixed Assets

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

(b)Fixed assets have been physically verified by the management at reasonable intervals; No material discrepancies were noticed on such verification.

(2) In Respect of Inventory

(a) Physical verification of inventory has been conducted at reasonable intervals by the management.

(b) Procedures for physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business. There is no inadequacies in such procedures that should be reported.

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

(3) Loans and advances to parties covered under section 189

In our opinion and according to the information and explanations given to us, the Company has neither granted nor taken any loans, secured or unsecured to/ from the companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013;

(a) The loans granted are re-payable on demand. As informed, the company has not demanded repayment of any such loan during the year, thus there has been no default on the part of the parties to whom the money has been lent. The payment of interest has been regular.

(b) There is no overdue amount of any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act

(4) Internal Control in reference to Purchase of Inventory and Fixed Assets and whether there is continue failure of Internal control

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 audit We have not observed continuing failure to correct major weaknesses in internal control system.

(5) Rules followed while accepting Deposits

No deposits within the meaning of Sections 73 to 76 or any other relevant provision of the Act and rules farmed thereunder have been accepted by the Company.

(6) Maintenance of cost records

The Company is not required to maintain cost records pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (l) of section 148 of the Companies Act.

(7) According to the information and explanations given to us in respect of statutory dues

(a) The company is regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, Employees' state insurance, Income tax, Service tax, and other material statutory dues applicable to it.

(b) According to the records of the Company, there are no dues of provident fund, employees'state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax or cess and any other statutory dues with the appropriate authorities that have been not been deposited on amount of any dispute.

(c) The Company does not required to transfer fund to the Investor Education and Protection Fund.

(8) Company which has been registered for a period less than five years and accumulated losses are more than 50% of Net worth, Reporting of cash Losses

The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

(9) Default in Repayment of Loans taken from Bank or Financial Institutions

The company has not defaulted in repayment of dues to financial institution or bank.

(10) Terms for Loans and Advances from Banks or Financial Institutions prejudicial to the interest of the company

On the basis of records examined by us and information provided by the management, we are of the opinion that the company has not given guarantees for loans taken by other from banks or financial institutions.

(11) Application versus purpose of Term Loan.

During the year, the Company has not taken any term loans..

(12) Reporting of Fraud During the Year Nature and Amount

According to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For Rahul R Jain & Associates

Chartered Accountants

Firm number: 133231W

Sd/-

Rahul Jain

Proprietor

Membership No.068781

Place : Mumbai

Date : 30/05/2015

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Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Pine Animation Limited'' which comprise the Balance Sheet as at 31st March '' 2013'' the Statement of Profit and Loss and the Cash Flow Statement for the year then ended'' and a summary of the 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 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.

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 the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s 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 the 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 the Management'' as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

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

(a) in the case of the Balance Sheet'' of the state of affairs of the Company as at 31st March'' 2013;

(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 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 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'' 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'' Statement of Profit and Loss'' and the Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act.

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

Annexure to Independent Auditor''s Report

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

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

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

(b) Fixed assets have been physically verified by the management at reasonable intervals'' no material discrepancies were noticed on such verification.

(c) No substantial part of fixed assets has been disposed off during the year'' and it has not affected the going concern.

2.(a) As explained to us'' securities are held as stock in trade which treated as inventories which have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and 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. (a) According to the information and 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.

(e) According to the information and 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 and 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. During the course of our audit'' no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5. (a) Based on the audit procedures applied by us and according to the information and explanations provided by the management'' there were no contracts or arrangements referred to in section 301 of the Act'' 1956. Hence Clause 5(b) of the said order is not applicable.

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

7. As per information & explanations given by the management'' the Company did not have any internal audit system commensurate with its size and the nature of its business.

8. As per information & explanation given by the management'' the company is not required to maintain cost records as prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act'' 1956.

9. (a) 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'' as applicable'' have generally been regularly deposited with the appropriate authorities.

(b)According to records of the Company examined by us there are no dues of Sales Tax'' Value Added Tax'' Wealth Tax'' Income Tax'' Service Tax'' Custom Duty'' Excise Duty and Cess which have not been deposited on account of any dispute.

10. In our opinion'' the accumulated losses of the company are not more than fifty per cent of its net worth.

Further'' the company has not incurred cash losses during the financial year covered by our audit but the company incurred cash losses immediately preceding financial year..

11. The Company has neither taken any loans from a financial institution or a bank nor issued any debentures.

12. 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 information and explanations given to us'' the nature of activities of the Company does not attract any special statute applicable to chit fund and nidhi /mutual benefit fund / societies.

14. According to information and explanations given to us'' the Company is trading in Securities. Proper records & timely entries have been maintained in this regard & further investments specified are held in their own name.

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

16. The Company has not obtained any term loans.

17. Based on the information and explanations given to us and on an overall examination of the Balance Sheet of the Company as at 31st March'' 2013'' we report that no funds raised on short-term basis have been used for long-term investment by the Company.

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

19. The company did not have outstanding debentures during the year.

20. During the year the Company has issued 2''47''00''000 Equity shares on preferential basis at the face value of Rs.10/- per shares.

21. Based on the audit procedures performed and the information and explanations given to us'' we report that no 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 Rahul R Jain & Associates

Chartered Accountants

Firm Reg. No. 133231W

Rahul Jain Proprietor

Mem. No. 068781

Place: Mumbai

Dated: 29.05.2013

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Mar 31, 2012

I have audited the attached Balance Sheet of FOUR K ANIMATION LIMITED, as at 31st March, 2012, the Profit & Loss Account and also Cash Flow Statement of the Company for the year ended on that date annexed thereto.

As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, I annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said order.

1. Further to my comments in the annexure referred to in paragraph 1 above, I report that:

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

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

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

d) In my opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement have been prepared in compliance with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956, to the extent applicable;

e) On the basis of written representations from the Directors and taken on record by the Board of Directors, I report that none of the Directors are disqualified as on 31st March, 2012 from being appointed as Directors in terms of Section 274(1)(g) of the Companies Act,1956;

f) Subject to what is stated in above, in my opinion and to the best of my information and according to the explanations given to me, the accounts read 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:

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

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

c) In the case of the Cash Flow Statement, of the Cash Flows for the year ended that date.

ANNEXURE TO THE AUDITORS'' REPORT The Companies (Auditor''s Report) Order, 2003 (''CARO'')

As required by Companies (Auditor''s Report) Order, 2003 issued by Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 and according to explanations given to me and on the basis of such checks, as I considered appropriate, I have to state that ;

1) a) The Company has maintained proper records showing full particulars including Quantitative details and situation of Fixed Assets.

b) All the assets have been physically verified by the management during the year but, according to the information and explanation given to me, there is a regular programme of verification which, in my 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) During the year, The Company has not disposed off any substantial/major part of assets.

2) The company does not hold any inventory and hence the question of physical verification etc does not arise.

3) The company has not granted loans during the year to parties covered in the registered maintained under section 301 of the Company Act, 1956. The company has not taken unsecured loans during the year from parties covered in registered maintained u/s 301 of the Act.

4) In my opinion and according to the information and explanations given to me, 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 sale of goods and services. During the course of my audit, I have not observed any continuing failure to correct major weaknesses in internal controls.

5) Based on audit procedures applied by me and according to the information and explanations provided by the management, I am of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so enter

6) The Company has not accepted any deposits under the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed there under.

7) In my opinion, the Company has an internal audit system commensurate with its size and nature of the business.

8) The Central Government has not prescribed the maintenance of cost records u/s 209(1) (d) of the Companies Act, 1956 for any of the products of the Company.

9) a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including, Income Tax, Sales Tax, Cess and any other material statutory dues applicable to it. The Company is not liable under the provisions of Investor Education and Protection Fund, Wealth Tax for the financial year covered by my audit. There are no undisputed statutory liabilities outstanding more than six months as on 31st March 2012.

b) According to the information and explanation given to me, there are no dues of Income tax and cess, which have not been deposited on account of any dispute.

10) The Company have accumulated losses of Rs. 2,61,90,483/- as at 31.03.2012. which is more then 50% of Net worth of the company

11) In my opinion and according to the information and explanation given to me, the company has not defaulted in repayment of dues a financial institution or bank.

12) 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) The Company is not a chit fund, nidhi/mutual benefit fund and therefore the requirement pertaining to such class of companies is not applicable.

14) According to the information and explanation given to me, the Company did not deal in or trade in shares, securities, debentures or other investment .The shares and other investment acquired by the company by way of investment are held by the company in its own name.

15) The Company has not given any guarantee for loans taken by others from banks or financial institution.

16) The Company has not taken term loan from Financial Institution during the year.

17) On the basis of review of utilization of funds on overall basis, related information as made available to me and as represented to me by the management, funds raised on short-term basis have not been used for long-term investment during the year.

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

19) The Company has not issued any debentures during the year and therefore, the question of creating the security in respect thereof does not arise.

20) The Company has not made any public issue during the year and therefore, the question of disclosing the end use of money does not arise.

21) According to the information and explanation given to me, no fraud on or by the Company has been noticed or reported during the course of my audit.

For P.V.H.S.Kishore Babu

Chartered Accountants

Sd/-

(P.V.H.S.Kishore Babu)

Place : Chennai Partner

Date : 27/06/2012 Membership No.026488

---

Mar 31, 2011

1. We have audited the attached Balance Sheet of Four K Animation Ltd as at 31st Mach 2011, the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

3. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement of the matters specified in paragraphs 4 and 5 of the said order.

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

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

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

iii) The Balance sheet, Profit & Loss Account dealt with by this report are in agreement with the books of account.

iv) In our opinion, the Balance Sheet, Profit & Loss Account dealt with by this report comply with the accounting standards referred to in Sub section (3c) of section 211 of the Companies Act, 1956;

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

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

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

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

vii) We have also examined the attached Cash Flow Statement of the Company for the year ended 31st March 2011. The Statement has been prepared by the company in accordance with the requirements of Clause 32 of the listing agreement entered into with the Stock Exchanges.

As required by Companies (Auditor's Report) Order, 2003 issued by Central Government of India in terms of sub-section

(4A) of section 227 of the Companies Act, 1956 and explanations given to us and on the basis of such checks, as we considered appropriate, we have to state that ;

1) a) The Company has maintained proper records showing full particulars including Quantitative details and situation of Fixed Assets.

b) All the assets have been physically verified by the management during the year but, according to the information and explanation given to us, there is a regular program me 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.

c) During the year, The Company has not disposed off any substantial/major part of assets.

2) The company does not hold any inventory and hence the question of physical verification etc does not arise.

3) The company has not granted loans during the year to parties covered in the registered maintained under section 301 of the Company Act, 1956. The company has not taken unsecured loans during the year from parties covered in registered maintained u/s 301 of the Act.

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

5) Based on audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered.

6) The Company has not accepted any deposits under the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed there under.

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

8) The Central Government has not prescribed the maintenance of cost records u/s 209(1) (d) of the Companies Act, 1956 for any of the products of the Company.

9) a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including, Income Tax, Sales Tax, Cess and any other material statutory dues applicable to it. The Company is not liable under the provisions of Investor Education and Protection Fund, Wealth Tax for the financial year covered by our audit. There are no undisputed statutory liabilities outstanding more than six months as on 31st March 2011.

b) According to the information and explanation given to us, there are no dues of Income tax and cess, which have not been deposited on account of any dispute.

10) The Company have accumulated losses of Rs. 28,482,446 as at 31.03.2011. The Company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

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

12) 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) The Company has not a chit fund, nidhi/mutual benefit fund and therefore the requirement pertaining to such class of companies is not applicable.

14) According to the information and explanation given to us, the Company did not deal in or trade in shares, securities, debentures or other investment .The shares and other investment acquired by the company by way of investment are held by the company in its own name.

15) The Company has not given any guarantee for loans taken by others from banks or financial institution.

16) The Company has taken term loan from Financial Institution during the year.

17) On the basis of review of utilization of funds on overall basis, related information as made available to us and as represented to us by the management, funds raised on short-term basis have not been used for long-term investment during the year.

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

19) The Company has not issued any debentures during the year and therefore, the question of creating the security in respect thereof does not arise.

20) The Company has not made any public issue during the year and therefore, the question of disclosing the end use of money does not arise.

21) According to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our audit. For P.V.H.S.Kishore Babu

Chartered Accountants

Sd/-

Place: Chennai (P.V.H.S.Kishore Babu)

Date: 1/09/2011 Partner

Membership No.026488

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Mar 31, 2010

We have audited the attached Balance Sheet of FOUR K ANIMATION LIMITED, as at 31st March, 2010 and also the annexed Profit & Loss Account of the Company for the year ended on that date annexed thereto.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we annex hereto a statement on the matters specified in paragraphs 4 and 5 of the said order.

1. Further to our comments in the annexure referred to in paragraph 1 above, we report that:

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

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

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

d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement have been prepared in compliance with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956, to the extent applicable;

e) On the basis of written representations from the Directors and taken on record by the Board of Directors, we report that none of the Directors are disqualified as on 31st March, 2010 from being appointed as Directors in terms of Section 274(1)(g) of the Companies Act,1956;

f) Subject to what is stated in above, in our opinion and to the best of our information and according to the explanations given to us, the accounts read 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:

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

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

c) In the case of the Cash Flow Statement, of the Cash Flows for the year ended that date.

ANNEXURE TO THE AUDITORS' REPORT

The Companies (Auditor's Report) Order, 2003 ('CARO')

As required by Companies (Auditor's Report) Order, 2003 issued by Central Government of India in terms of sub-section

(4A) of section 227 of the Companies Act, 1956 and explanations given to us and on the basis of such checks, as we considered appropriate, we have to state that ;

1) a) The Company has maintained proper records showing full particulars including Quantitative details and situation of Fixed Assets.

b) All the assets have been physically verified by the management during the year but, according to the information and explanation given to us, there is a regular program me 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.

c) During the year, The Company has not disposed off any substantial/major part of assets.

2) The company does not hold any inventory and hence the question of physical verification etc does not arise.

3) The company has not granted loans during the year to parties covered in the registered maintained under section 301 of the Company Act, 1956. The company has not taken unsecured loans during the year from parties covered in registered maintained u/s 301 of the Act.

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

5) Based on audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered.

6) The Company has not accepted any deposits under the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed there under.

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

8) The Central Government has not prescribed the maintenance of cost records u/s 209(1) (d) of the Companies Act, 1956 for any of the products of the Company.

9) a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including, Income Tax, Sales Tax, Cess and any other material statutory dues applicable to it. The Company is not liable under the provisions of Investor Education and Protection Fund, Wealth Tax for the financial year covered by our audit. There are no undisputed statutory liabilities outstanding more than six months as on 31st March 2010.

b) According to the information and explanation given to us, there are no dues of Income tax and cess, which have not been deposited on account of any dispute.

10) The Company have accumulated losses of Rs. 10048652 as at 31.03.2010. The Company has not incurred any cash losses during the financial year covered by our audit and the immediately preceding financial year.

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

12) 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) The Company has not a chit fund, nidhi/mutual benefit fund and therefore the requirement pertaining to such class of companies is not applicable.

14) According to the information and explanation given to us, the Company did not deal in or trade in shares, securities, debentures or other investment .The shares and other investment acquired by the company by way of investment are held by the company in its own name.

15) The Company has not given any guarantee for loans taken by others from banks or financial institution.

16) The Company has taken term loan from Financial Institution during the year.

17) On the basis of review of utilization of funds on overall basis, related information as made available to us and as represented to us by the management, funds raised on short-term basis have not been used for long-term investment during the year.

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

19) The Company has not issued any debentures during the year and therefore, the question of creating the security in respect thereof does not arise.

20) The Company has not made any public issue during the year and therefore, the question of disclosing the end use of money does not arise.

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

For P.V.H.S.Kishore Babu. Chartered Accountants

Place: Chennai (P.V.H.S.Kishore Babu)

Date: August 31, 2010 Partner Membership No.026488