Auditor Report of Socrus Bio Sciences Ltd.

Mar 31, 2013

We have audited the accompanying financial statements of M/s Socrus Bio Sciences Limited ("the Company"), which omprise the Balance Sheet as at 31st March ,2013, the Statement of Profit and Loss and the Cash Flow Statement for the ear then ended, and a summary of the significant accounting policies and other explanatory information. Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of ne financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards : sferred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, ¦nplementation and maintenance of internal control relevant to the preparation and presentation of the financial statements lat give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditors'' Responsibility responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in iccordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require hat 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.

Audit involves performing procedures to obtain audit evidence about the amounts and the .disclosures in the financial itatements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material nisstatement of the financial statements, whether due to fraud or error, fn 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 ign audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of looting policies used and the reasonableness of the accounting estimates made by the Management, as well as jvaluating the overall presentation of the financial statements. that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

n our opinion and to the best of our information and according to the explanations given to us, the financial statements give :hinformation 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: s) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013; in the case of the Statement of Profit and Loss, of the Loss 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.

Dion Global Solutions Limited fcgpprt on Other Legal and Regulatory Requirements

As required by the Companies (Auditor''s Report) Order, 2003("the Order") issued by the Central Government of India in Sens of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in ¦anagraphs 4 and 5 of the Order.

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 he 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 »u"r 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 igreement 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 of Directors, none of the directors is disqualified as on 31st March, 2013 from being appointed as a director in terms of sub-section (1) of section 274 of the Act.

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

ANNEXURE TO THE AUDITORS REPORT

deferred to in paragraph (1) of our report-of even date attached I) (a) In our opinion and according to information and explanations given to us. The company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets.

(b) According to the information and explanations given to us the fixed assets of the company have beenReally verified by the Management at reasonable intervals during the year and no material discrepancies are stated to have been noticed on such verification as compared to Books of Account. -

(c) In our opinion and according to information and explanations given to us, all fixed assets have been disposed off during the year,which could not affect the going concern status of the Company.

ll) (a) According to the information and explanations given to us. Physical verification of inventory has been conducted at reasonable intervals by the Management during the year. In our opinion, the frequency of verification is reasonable.

(b) In our opinion and according to information and explanation given to us, the procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the company and the C- nature of its business.

(c) In our opinion, the company has maintained proper records of inventory and according to information and explanations given to us no material discrepancies were noticed on physical verification conducted by the management.

(a) In our opinion and according to information and explanations given to us, the Company, has granted loans to three ( } nartres covered in the Register maintained under section 301 of the Companies Act 1956, the maximum amount involved during the year was Rs.3500000/-and year end balance is Rs. 3500000/- ,

(b) The rate of Interest and other terms and conditions of loans given by the company,to the extent of interest free loans are not prejudicial to the interest of the company.

(c) The parties are regular in repaying principal as stipulated and have been regular in payment of interest any.

(d) There is no overdue amount of loans granted to companies,firms or other parties listed in the register maintained under section 301 of the companies act, 1956.

(e)The company has not taken unsecured loans covered in the register maintained under section 301 of the Companies Act 1956,hence point (f) and (g) is not applicable to the Company.

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

(V) (a) According to the information and explanations given to us, we are of the opinion that the transaction that needs to be entered into the register maintained under section 301 of the companies Act, 1956 have been so entered.

(b)In our opinion and according to the information and explanations given to us, the anions made in pursuance of contracts of arrangements entered in the register maintained under section 301 of the Companies Act. 1956 have been made at prices which are reasonable having regard to prevailing market prices at the relevant time. According to the information and explanations given to us, the company has not accepted deposits during the year and consequently the provisions of Section 58 A and 58 AA of the Companies Act and the Rules framed there under are not applicable.

(VII) We are of the opinion that the company has an internal audit system commensurate with the size company and nature of its business.

VIII) In our opinion and according to information and explanations given to us, the maiCompied y: Don Gobal Solutions - '' been prescribed by the Central Government under Section 209 (1) (d) of the Companies Act. 1956..for the activities ot the company and we have however not made a detailed examination of the cost records with a view to determine whether they are accurate or complete. We have been explained that the cost audit wffl be done by the company m due course.

[X) (a) According to the information and explanation given to us,the company is regular in depositing with appropriate authorities undisputed statutory Dues including provident fund employees'' state insurance, income tax, wealth tax,sales tax, excise duty, cess and other material statutory dues applicable to it.

(b) According to the information and explanations given to us, no undisputed statutory dues-were in arrears as at 31.03.2013 for a period of more than six months from the date they become payable.

(c ) According to the information and explanations given to us, there were no pending dues which have not been deposited on account of any dispute in respect of sales tax/ income tax / custom duty / wealth tax / excise duty / cess as at 31 st March 2013

X) The company have accumulated losses as at 31st st March 2013. The company have incurred cash losses during the financial year covered under audit but incurred profit in the immediately preceding financial year.

XI) In our opinion according to the information and explanations given to us, the company does not have any outstanding dues to financial institutions,banks or debentureholders.

XII) According to the information and explanations given to us, the company has not granted any loans and advances on the basis to security by way of pledge of shares, debentures and other securities, hence the maintenance of adequate ; W'' (documents and records is not applicable.

XIII) In our opinion and according to the information and explanations provided to us, the nature of activities of the company does not attract any special statute applicable to chit fund and a Nidhi / Mutual Benefit fund / Society.

XIV) According to information and explanation given to us, the company has maintained proper records for dealing in shares & debentures and timely entries have been made therein, alt shares, debentures and other securities have been held by the company in its own name.

XV) According to the information and explanations given to us, the company has not given any guarantee for loans taken by other, from Bank of Financial institution.

XVI) The Company has not accepted any term loans during the year.

XVII) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we are of the opinion that the no funds raised on short - term basis have been used for long - term investment. No long-term funds have been used to finance short -term assets except permanent working capital.

XVIII) In our opinion and according to the information and explanations given to us, the company has not made any preferential allotment of shares during the financial year to parties and companies covered in Register maintained under section 301 of the Act.

The Company has not issued any debentures, hence the provisions of clause 4 (xix) are not Applicable to the company.

XX) During the financial year, company has not raised any money by public issues.

XXI) In our opinion and according to the information and explanations given to us, no fraud on or by the company was noticed or reported during the year.

For SHYAM NAGORI & COMPANY

PLACE INDORE CHARTERED ACCOUNTANTS

DATE-05th September 2013 FRN-004573C

PROPRIETOR

M. No. 073609