Auditor Report of Rajputana Investment & Finance Ltd.

Mar 31, 2025

We have audited the accompanying standalone Ind As financial statements of RAJPUTANA
INVESTMENT & FINANCE LIMITED (the company), which comprise the Balance Sheet
as at 31^st March 2025, the Statement of Profit and Loss (Including Other Comprehensive
Income), Statement of changes in equity and Statement of Cash Flow for the year ended and
notes to financial statement including a summary of significant accounting policies and other
explanatory information (herein referred to as “standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to
us, the aforesaidstandalone financialstatements givethe informationrequiredbythe Companies
Act 2013 as amended (the “Act”) in the manner so required and give a true and fair view in
conformity with the Indian accounting standards prescribed under section 133 of the Act read
with the companies(Indian Accounting standards) Rules 2015,as amended (“Ind AS”)and
other accounting principles generally accepted in India, of the state of affairs of the Company
as at 31^st March 2025, its profit including other comprehensive income, its change in equity
and its cash flow for the year ended on that date.

Basis forOpinion

We conducted our audit of the standalone financial statements in accordance with the
Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013.
Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the standalone financial statements section of our report. We
are independent of the Company in accordance with theCode of Ethics issued by the Institute
of Chartered Accountants of India together withtheethicalrequirementsthat arerelevant toour
audit of standalonefinancialstatementsunder the provisions of the Companies Act, 2013 and
the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance
with theserequirements and theCode of Ethics. Webelievethat theaudit evidence wehave
obtainedis sufficient andappropriatetoprovidea basisfor our opinion on the standalone
financial statements.

KevAuditMatters

KeyAuditMatters	Howourauditaddressedthekeyaudit matter
Revenue of Rs. 5,35,65,657.56 from sale of own luxury pre-owned vehicles and Rs. 84,80,561.04 received as Park & Sale Commission from BRD Car World constitutes the primary operating income. The Park & Sale Commission is received from BRD Car World on the sale of luxuriouspre- owned cars based on the gross margin received. This revenue recognition involves the key judgements relating to identification of distinctperformance obligations, determinationof transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized at a point of time. Due to the judgement relating to determination of point of time in satisfaction of performance obligations,thismatterisconsideredasKeyAudit Matter.	Our audit approach consisted testing of the designandoperating effectiveness oftheinternal control and substantive testing as follows: • We evaluated the design of internal controls relating to the revenue accounting standard. • We selected on sample basis, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination ofproceduresinvolvinginquiryandobservation , reperformance and inspection of evidence in respect of operating evaluation of thesecontrols.
	• Weselected on samplebasis andperformedthe following procedures: a) Read,analysed,andidentifiedthedistinct performance obligations. b) Comparedtheseperformanceobligations with that identified and recorded by the Company. • Wetestedonsamplebasiswhetherspecific revenuetransactionsaroundtheyearendhave beenrecognizedinappropriateperiod.

Informationotherthanthefinancialstatementsandauditor’sreport thereon

The Company’s Management and Board of Directors are responsible for the other information.
The other information comprises the information included in the Annual Report but does not
include the standalone financial statements and our auditors'' report thereon.

Our opinion on the standalone financial statements does not cover the other information and
we will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to
read the other information identified above when it becomes available and, in doing so,
consider whether the other informationis materiallyinconsistent
withthestandalonefinancialstatements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.

When weread the Annual Report, if weconcludethat thereis a material misstatement therein,
weare required to communicate the matter to those charged with governance under SA 720
‘The Auditor’s responsibilities Relating to Other Information’.

Management’sResponsibilityforthestandaloneIndASFinancialStatements

The Company’s Management and Board of Directors are responsible for the matters stated in
Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these
standalone financial statements that give a true and fair view of the financial position and
financial performance including other comprehensive income, cash flows and changes in equity
of the company in accordance with Ind AS and other accounting principles generally accepted
in India. This responsibility also includes maintenance of adequate accounting records in
accordance with the provisionsof the Actforsafeguarding of the assetsof thecompany and
forpreventing 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 andmaintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone financial statements that
give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management and Board of Directors are
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 andBoardof Directors either intends toliquidatethe company or
toceaseoperations, or has no realistic alternative but to do so.

TheboardofdirectorsisalsoresponsibleforoverseeingtheCompany’sfinancialreporting process.

Auditor’sResponsibilitiesfortheAuditofthestandaloneFinancialStatements

Our objectives aretoobtainreasonableassuranceabout whether the standalonefinancialstatements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but
is not a guarantee that an audit conducted in accordance with SAs will always detect a material
misstatement whenit exists. Misstatements canarisefromfraudor error andareconsidered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these standalone financial statements.

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

• Identify and assess the risks of material misstatement of the standalone financial
statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidencethat is sufficient and appropriateto
provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.

• Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of
the Companies Act 2013, we are also responsible for expressing our opinion on
whether the company has adequate internal financial control with reference to
standalone financial statements in place and the operating effectiveness of the such
controls.

• Evaluate the appropriateness of material accounting policies used and the
reasonableness of accounting estimates and related disclosures made by Management
and Board of Directors.

• Conclude on the appropriateness of Management’s and Board of Directors’ use of the
going concern basis of accounting and based on the audit evidence obtained, whether
a material uncertaintyexistsrelatedtoeventsor conditionsthatmaycastsignificantdoubton
company’s ability to continue as going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditors’ report to the
related disclosures in the standalone financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, futureevents or conditions
may causetheCompany to ceaseto continueas a going concern.

• Evaluatethe overallpresentation, structureandcontent of the
standalonefinancialstatements, including the disclosures, and whether the standalone
financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.

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

Wealso providethosecharged with governancewith astatement that wehavecomplied 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.

Fromthe matters communicatedwiththosechargedwithgovernance, we determinethose matters
that were of most significance in the audit of the standalone financial statements for the
financial year ended March 31,2025 and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonablybe
expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1) As required by Companies (Auditors Report) Order, 2020, issued by the Government of
India in terms ofsub-section11 ofsection143 oftheCompanies Act 2013
wegiveintheAnnexure-“A”, a statement on the matters specified in the paragraphs 3 and
4 of the orderto the extent applicable.

2) AsrequiredbySection143(3)oftheAct,wereportthat:

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, except for the point i) proper books of account as required by law have
been kept by the company so far as it appears from our examination of those books.

c) The Balance Sheet, The Statement of Profit and Loss including other comprehensive
income, Statement of changes in Equity and Statement of cash flow 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 Indian
Accounting Standards specified under Section 133 of the Act, read with Companies
(Indian Accounting Standard) Rules, 2015 as amended including the companies
(Indian Accounting Standards) amendment rules, 2019.

e) On thebasis of written representations received from the directors as on March 31,
2025, and taken on record by the Board of Directors, none of the directors is
disqualified as on March 31, 2025, from being appointed as a director in terms of
section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting
of the company in reference to the financial statements and the operating effectiveness
of such controls, refer our separate report in “Annexure- B”

g) With respect to the othermatters to be included in the Auditor’s Report in accordance
withthe requirements of section 197(16) of the Act, as amended, In our opinion and to
the best of our information and according to the explanations given to us, the
remuneration paid by the Company to its directors during the yearis in accordance
with the provisionsof section 197of the Act.

h) With respect to the other matters to be included in the Auditor’s Report in accordance
with Rule11 of theCompanies (Audit and Auditors) Rules, 2014, in our opinion and to
thebest of our information and according to the explanations given to us:

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

ii) Thecompany did not haveany long-termcontract including derivativecontracts for
which there were any material foreseeable losses.

iii) There were no amounts which were required to be transferred to the Investor
Educationand Protection Fund by the company.

iv) Themanagement has represented that, to the best of it’s knowledge and belief,
other than as disclosed in the notes to the accounts,

(a) no funds have been advanced or loaned or invested (either from borrowed
funds or share premium or any other sources or kind of funds) by the company to
or in any other person(s) or entity(ies), including foreign entities ‘Intermediaries’,
withtheunderstanding, whether recorded in writing or otherwise, that the
Intermediary shall, whether, directly or indirectlylendor investinother persons or
entitiesidentifiedinanymanner whatsoever by or onbehalf of the company
‘Ultimate Beneficiaries ‘or provideany guarantee, security or the like on behalf of
the Ultimate Beneficiaries; and

(b) no funds have been received by the company from any person(s) or entity(ies),
including foreign entities ‘Funding Parties’, with the understanding, whether
recorded in writing or otherwise, that the company shall, whether, directly or
indirectly, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the Funding Party ‘Ultimate Beneficiaries’ or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on audit procedures carried out by us, that we have considered reasonable
and appropriate in the circumstances, nothing has come to our notice that has
caused us to believe that the representations under sub-clause (a) and (b) contain
any material misstatement.

(d) The company has not declared or paid any dividends during the year and
accordingly reporting on the compliance with section 123 of the companies
Act,2013 is not applicable for the FY 2024-25.

i)Based on our examination, which included test checks, we notethat thecompany has
used an accounting software for maintaining its books of account. However, the audit
trail (edit log) featureavailableinthesaidsoftwarewas not enabledduringthefinancial
year. Consequently, we were unable to verify the operation of the audit trail feature
for the relevanttransactions. In view of the same, the question of identifying instances
of tampering with the audit trail or the preservation of such audit trail as per the
statutory requirements does not arise.
forAyyar&Cherian
Chartered Accountants
FirmRegistrationNo.000284S
Dijo Philip Mathew
MembershipNo.224930
Place:Ernakulam
Date: 28.05.2025
UDIN:25224930BMINTM6130

---

Mar 31, 2024

RAJPUTANA INVESTMENTS & FINANCE LIMITED Report on the Audit of Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying standalone Ind As financial statements of RAJPUTANA INVESTMENT & FINANCE LIMITED (the company), which comprise the Balance Sheet as at 31^st March 2024, the Statement of Profit and Loss (Including Other Comprehensive Income), Statement of changes in equity and Statement of Cash Flow for the year ended and notes to financial statement including a summary of significant accounting policies and other explanatory information (herein referred to as “standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act 2013 as amended (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian accounting standards prescribed under section 133 of the Act read with the companies(Indian Accounting standards) Rules 2015,as amended (“Ind AS”)and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March 2024, its profit including other comprehensive income, its change in equity and its cash flow for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the standalone financial statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of standalone financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the financial statements.

Key Audit Matters
Key Audit Matters	How our audit addressed the key audit matter
Revenue of Rs.2,86,28,804.85 /- received from BRD Car world is the main operating income received on the sale of luxurious pre-owned car based on the gross margin received, involves the key judgements relating to identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized at a point of time. Due to the judgement relating to determination of point of time in satisfaction of performance obligations, this matter is considered as Key Audit Matter.	Our audit approach consisted testing of the design and operating effectiveness of the internal control and substantive testing as follows: • We evaluated the design of internal controls relating to the revenue accounting standard. • We selected on sample basis, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination of procedures involving inquiry and observation, reperformance and inspection of evidence in respect of operating evaluation of these controls.
	• We selected on sample basis and performed the following procedures: a) Read, analysed, and identified the distinct performance obligations. b) Compared these performance obligations with that identified and recorded by the Company. • We tested on sample basis whether specific revenue transactions around the year end have been recognised in appropriate period.

Information other than the financial statements and auditor’s report thereon

The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report but does not include the standalone financial statements and our auditors'' report thereon.

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

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the standalone Ind AS 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 standalone financial statements that give a true and fair view of the financial position and financial performance including other comprehensive income, cash flows and changes in equity of the company in accordance with Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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.

In preparing the standalone financial statements, management is responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

The board of directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

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

• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act 2013, we are also responsible for expressing our opinion on whether the company has adequate financial control with reference to standalone financial statements in place and the operating effectiveness of the 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 company’s ability to continue as going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31,2024 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1) As required by Companies (Auditors Report) Order, 2020, issued by the Government of India in terms of sub-section 11 of section 143 of the Companies Act 2013 we give in the Annexure-“A”, a statement on the matters specified in the paragraphs 3 and 4 of the order.

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

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

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

c) The Balance Sheet, The Statement of Profit and Loss including other comprehensive income, Statement of changes in Equity and Statement of cash flow 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 Companies (Indian Accounting Standard) Rules, 2015 as amended including the companies (Indian Accounting Standards) amendment rules, 2019.

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

f) With respect to the adequacy of the internal financial controls over financial reporting of the company in reference to the financial statements and the operating effectiveness of such controls, refer our separate report in “Annexure- B”

g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended, In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

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

i) The company has disclosed the impact of pending litigations on its financial position in its financials.

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

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

iv) The management has represented that, to the best of it’s knowledge and belief, other than as disclosed in the notes to the accounts,

(a) no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities ‘Intermediaries’, with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company ‘Ultimate Beneficiaries ‘or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(b) no funds have been received by the company from any person(s) or entity(ies), including foreign entities ‘Funding Parties’, with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ‘Ultimate Beneficiaries’ or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on audit procedures carried out by us, that we have considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement.

(d) The company has not declared or paid any dividends during the year and accordingly reporting on the compliance with section 123 of the companies Act,2013 is not applicable for the FY 2023-24.

i) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, which mandates the maintenance of books of account using accounting software equipped with a feature to record an audit trail (edit log) facility, effective from April 1, 2023.During our audit procedures, it was identified that the accounting software currently utilized by the company does not possess the necessary audit trail feature as specified in the aforementioned proviso.

For Ayyar & Cherian

Chartered Accountants Firm Registration No. 000284S

Dijo Philip Mathew

Membership No. 224930 Place: Ernakulam Date: 22-05-2024 UDIN: 24224930BKACUN2333

---

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of M/S. RAJPUTANA INVESTMENT & FINANCE 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 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.

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 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 March 31, 2013 ;

(b) in the case of the Statement of Profit and Loss, of the profit 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 Centra! 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 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.

INDEPENDENT AUDITORS'' REPORT TO THE MEMBERS OF RAJPUTANA INVESTMENT & FINANCE LIMITED

PAGE:2

c) The Balance Sheet, the Statement of Profit & Loss and the Cash Flow Statement referred to in this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet, the Statement of Profit & Loss and the Cash Flow Statement dealt with by this report are in compliance with the applicable Accounting Standards referred to in Section 211(3C) 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 the manner in which such cess is to be paid, no cess is due and payable by the Company.

Annexure to Independent Auditors'' Report to the Members of Rajputana Investment & Finance Limited

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

i) The Company does not possess any Fixed Assets. Therefore, the question of maintaining any records, physical verification and disposal thereof does not arise.

ii) The Company is not a Trading and/or Manufacturing Company and hence does not have an Inventory.

iii) The Company has not taken any loan from or given any loan to Companies, firms or other parties covered in the Register maintained u/s.301 of the Companies Act, 1956.

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 the purchase of inventory fixed assete, and with regards to sale of goods wherever applicable. During the course of our audit, we have not come across any continuing failure to correct major weaknesses in internal controls.

v) According to the information and explanations given to us, we are of the opinion that the Company did not enter into any transactions during the year under report that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.

vi) As far as we have been able to ascertain, the Company has not accepted any deposits from the public, hence the question of complying with the provisions of sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 and Reserve Bank Directives does not arise.

vii) Since the Company does not have paid up capital and reserves exceeding fiftty Lac rupees at commencement of the financial year under report or average annual turnover exceeding five crore rupees for a period of three consecutive financial years immediately preceding the financial year under report, the Company is not covered by the requirement of having an internal audit system.

viii) The rules regarding the maintenance of cost records are not applicable to the Company.

ix) The Company is regular in depositing with appropriate authorities undisputed statutory dues as applicable to it 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 any other statutory dues. As per the information and explanations given to us no undisputed amount in respect of the abovementioned statutory dues were outstanding as at 31st March, 2013 for a period of more than six months from the date they became payable and there are no such statutory dues which have not been deposited on account of any dispute.

x) The Company has been registered for a period more than five years and it does not have any accumulated losses at the end of the financial year under report and it has not incurred cash losses during the financial year covered by audit as well as during the immediately preceding financial year.

xi) The Company does not have any dues payable to financial institution, banks or debenture holder, hence, the question of any default in repayment thereof does not arise.

xii) The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities, hence the question of maintenance of records therefor does not arise.

xiii) The Company is not a chit fund or a nidhi/mutual fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to it.

xiv) The Company is investing in shares and securities. Proper records have been maintained of the transaction and contracts and as informed by the management, timely entries have been made therein. AU shares have been held by the Company, in its own name in case of shares held in physical form and as a beneficial owner in case of shares held in dematerialised form.

xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions, hence the question of the terms and conditions whereof being prejudicial to the interest of the Company does not arise.

Annexure to Independent Auditors'' Report to the Members of Rajputana Investment & Finance Limited

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

PAGE:2

xvi) The Company does not have any term loan, hence, the question of its applicability does not arise.

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

xviii) The Company has not made any preferential allotment of shares to any body during the year under report.

xix) The Company has not issued any debentures, hence, the question of creating securities thereagainst does not arise.

xx) The Company has not raised any money by way of public issue during the financial year under report.

xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the financial year covered by our audit.

For AGARWAL SANGANERIA & CO. Chartered Accountants

BINA GUPTA Partner C. A. Membership No.060269

Kolkata, dated the Firm Regn.(with ICAI)No.317224E 3rd day of August, 2013

---

Mar 31, 2012

We have audited the attached Balance Sheet of RAJfPUTANA INVESTMENT & FINANCE LIMITED as at 31st March, 2012 and also the Statement of Profit & Loss and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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 financial statements are free of material mis-statements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. With these comments we report that:

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

ii) 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 such books.

iii) The Balance Sheet, the Statement of Profit & Loss and the Cash Flow Statement referred to in this report are in agreement with the books of account.

iv) In our opinion, the Balance Sheet, the Statement of Profit & Loss and the Cash Flow Statement dealt with by this report are in compliance with the applicable Accounting Standards referred to in Section 21 l(3C) of the Companies Act, 1956.

v) On the basis of the information and explanations given to us by the management, we report that none of the directors is disqualified as on 31st March, 2012 from being appointed as a director, in terms of section 274(1 )(g) of the Companies Act, 1956.

vi) In our opinion and to the best of our information and according to explanations given to us, the said accounts subject to and read with notes as given in Note II thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view

(a) in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012 ; and

(b) in so far as it relates to the Statement of Profit & Loss of the Profit for the year ended on that date.

(c) in so far as it relates to the Cash Flow Statement, the cash flow of the Company for the year ended on that date.

As required by Companies (Auditor's Report) Order, 2003 issued by the Central Government under section 227(4A) of the Companies Act, 1956 and on the basis of such checks of the books and the records of the Company as we considered appropriate and as per the information and explanations given to us during the course of our Audit, we further report that in our opinion :

i) The Company does not possess any Fixed Assets. Therefore, the question of maintaining any records, physical verification and disposal thereof does not arise.

ii) The Company is not a Trading and/or Manufacturing Company and hence does not have an Inventory.

iii) The Company has not taken any loan from or given any loan to Companies, firms or other parties covered in the Register maintained u/s.301 of the Companies Act, 1956.

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 the purchase of inventory, fixed assets, and with regards to sale of goods wherever applicable. During the course of our audit, we have not come across any continuing failure to correct major weaknesses in internal controls.

v) According to the information and explanations given to us, we are of the opinion that the Company did not enter into any transactions during the year under report that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.

vi) As far as we have been able to ascertain, the Company has not accepted any deposits from the public, hence the question of complying with the provisions of sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 and Reserve Bank Directives does not arise.

vii) Since the Company does not have paid capital and reserves exceeding fifty Lac rupees at commencement of the financial year under report , or average annual turnover exceeding five crore rupees for a period of three consecutive financial years immediately preceding the financial year under report, the Company is not covered by the requirement of having an internal audit system.

viii) The rules regarding the maintenance of cost records are not applicable to the Company.

ix) The Company is regular in depositing with appropriate authorities undisputed statutory dues as applicable to it 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 any other statutory dues. As per the information and explanations given to us no undisputed amount in respect of the abovementioned statutory dues were outstanding as at 31st March, 2012 for a period of more than six months from the date they became payable and there are no such statutory dues which have not been deposited on account of any dispute.

x) The Company has been registered for a period more than five years and it does not have any accumulated losses at the end of the financial year under report and it has not incurred cash losses during the financial year covered by audit as well as during the immediately preceding financial year.

xi) The Company does not have any dues payable to financial institution, banks or debenture holder, hence, the question of any default in repayment thereof does not arise.

xii) The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities, hence the question of maintenance of records therefor does not arise.

xiii) The Company is not a chit fund or a nidhi/mutual fimd/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to it.

xiv) The Company is investing in shares and securities. Proper records have been maintained of the transaction and contracts and as informed by the management, timely entries have been made therein. All, the shares have been held by the Company, in its own name in case of shares held in physical form and as a beneficial owner in case of shares held in dematerialised form.

xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions, hence the question of the terms and conditions whereof being prejudicial to the interest of the Company does not arise.

xvi) The Company does not have any term loan, hence, the question of its applicability does not arise.

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

xviii) The Company has not made any preferential allotment of shares to any body during the year under report.

xix) The Company has not issued any debentures, hence, the question of creating securities thereagainst does not arise.

xx) The Company has not raised any money by way of public issue during the financial year under report.

xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the financial year covered by our audit.

For AGARWAL SANGANERIA & CO. Chartered Accountants

P. K. AGARWAL Partner C, A. Membership No.53496 Firm Rcgn.(with ICAI) No.3179.74 F

Kolkata, dated the 3rd day of August, 2012

---

Mar 31, 2011

We have audited the attached Balance Sheet of RAJPUTANA INVESTMENT & FINANCE LIMITED as at 31st March, 2011 and also the Profit & 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.

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 financial statements are free of material mis-statcments An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. With these comments we report that:

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

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

iii) The Balance Sheet, the Profit & Loss Account and the Cash Flow Statement referred to in this report are in agreement with the books of account.

iv) In our opinion, the Balance Sheet, the Profit & Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the applicable Accounting Standards referred to in Section 21 l(3C) of (he Companies Act, 1956.

v) On the basis of the information and explanations given to us by the management, we report that none of the directors is disqualified as on 31st March, 2011 from being appointed as a director in terms of section 274(l)(g) of the Companies Act, 1956.

vi) In our opinion and to the best of our information and according to explanations given to us, the said accounts subject to arid read with notes as given in Schedule "E" thereon give the information required by the Companies Act, 1956 in the maimer so required and give a true and fair view

(a) in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011; and

(b ) in so far as it relates to the Profit & Loss Account of the Profit for the year ended on that date.

(c) in so far as it relates to the Cash Flow Statement, the cash flow of the Company for the year ended on that date.

As required by Companies (Auditor''s Report) Order, 2003 issued by the Central Government under section 227(4A) of the Companies Aci, 1956 and on the basis of such checks of the books and the records of the Company as we considered appropriate and as per the information and explanations given to us during the course of our Audit, we further report that in our opinion :

i) The Company does not possess any Fixed Assets. Therefore, the question of maintaining any records, physical verification and disposal thereof does not arise.

ii) The Company has inventory of shares and Mutual Fund Units. These were physically verified by the management during the year in case of shares held in physical form. In our opinion, the frequency of physical verification is reasonable. The procedure of physical verification of shares followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. The Company is maintaining proper records of the stock of shares and other securities.

iii) The Company has not taken any loans from or given any loan to Companies, firms or other parties covered in the Register maintained U/s.301 of the Companies Act, 1956.

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 the purchase of inventory, fixed assets, and with regards to sale of goods wherever applicable. During the course of our audit, we have not come across any continuing failure to correct major weaknesses in internal controls.

v) According to the information and explanations given to US, we are of the opinion that the Company did not entered into any transactions during the year report that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.

vi) As far as we have been able to ascertain, the Company has not accepted any deposits from the public, hence the question of complying with the provisions of sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 does not arise.

vii) Since the Company does not have paid capital and reserves exceeding fifty Lac rupees at commencement of the financial year under report or average annual turnover exceeding five crore rupees for a period of three consecutive financial years immediately preceding the financial year under report, the Company is not covered by the requirement of having an internal audit system. .

viii) The rules regarding the maintenance of cost records are not applicable to the Company.

ix) The Company is regular in depositing with appropriate authorities undisputed statutory dues as applicable to it 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 any other statutory dues. As per the information and explanations given to us no undisputed amount in respect of the abovementioned statutory dues were outstanding as at 31st March, 2011 for a period of more than six months from the date they became payable and there are no such statutory dues which have not been deposited on account of any dispute.

x) The Company has been registered for a period more than five years and it does not have any accumulated losses at the end of the financial year under report and it has not incurred cash losses during the financial year covered by audit as welt as during the immediately preceding financial year.

xi) The Company does not have any dues payable to financial institution, banks or debenture holder, hence, the question of any default in repayment thereof does not arise.

xii) The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities, hence the question of maintenance of records therefor does not arise.

xiii) The Company is not a chit fund or a nidhi/mutual fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to it.

xiv) The Company is investing in shares and securities. Proper records have been maintained of the transaction and contracts and as informed by the management, timely entries have been made therein. All, the shares have been held by the Company, in its own name in case of shares held in physical form and as a beneficial owner in case of shares held in dematcrialised form.

xv) The Company has not given any guarantee for loans taken by others from bank or financial institutions, hence the question of the terms and conditions whereof being prejudicial to the interest of the Company does not arise.

xvi) The Company does not have any term loan, hence, the question of its applicability does not arise.

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

xviii) The Company has not made any preferential allotment of shares to any body during the year under report.

xix) The Company has not issued any debentures, hence, the question of creating securities thereagainst does not arise.

xx) I he Company has not raised any money by way of public issue during the financial year under report.

xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the financial year covered by our audit.

For AGARWAL BHUWANIA & CO. Chartered Accountants

O. P. AGARWAL Partner C. A. Membership No. 11415 Firm Regn.(with ICAI) No.307033E Kolkata, dated the 29th day of June, 2011