Auditor Report of Yuranus Infrastructure Ltd.

Mar 31, 2024

We have audited the accompanying financial statements of Yuranus Infrastructure Limited (the ‘Company’),
which comprise the Balance Sheet as at 31 st March 2024, the Statement of Profit and Loss, the Cash Flow
Statement and a summary of significant accounting policies and other explanatory information.

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 March, 2024 and its Profit and Cash Flows for the year ended
on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013 (“the Act”). Our responsibilities under those Standards are further
described in the Auditor’s Responsibilities for the Audit of the Financial Statement section of our report.

We are independent of the Company in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 201 3 and the Rules there under, 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.

Key Audit Matters

Key Audit Matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined that there are no significant matters that are
required to be disclosed here.

Information other than Financial Statements and the Auditor’s Report thereon

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

Our opinion on the 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 financial statements, our responsibility
is to read the other information and in doing so, consider whether the other information is materially
inconsistent with the 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 the fact. We have nothing to report in
this regard.

Management’s and Board of Directors’ Responsibilities for the Financial Statements

The Company’s Management and Board of Directors are responsible for the matters stated in Section
134(5) of the Act with respect to the preparation of these standalone 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 principles generally accepted in India, including the Indian Accounting Standards (Ind
AS) specified under Section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material misstatement, whether due to fraud
or error.

In preparing the financial statements, management 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 and board of directors 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 responsibility for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an 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 Standards on Auditing (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 financial statements.

As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

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

ii. Obtain an understanding of the internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the act, we are also
responsible for explaining our opinion on whether the company has adequate internal financial
controls system in place and the operating effectiveness of such controls.

iii. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

iv. Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue
as a going concern.

v. Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in

a manner that achieves fair presentation.

Materiality

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

Communication with Management

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.

Other matters

Changes in Ownership Structure:

Mr. Dinesh Navinchandra Desai, one of the members of the promoter and promoter group and other
promoter and promoter group of the Company (Seller), Kushal Nitinbhai Patel and other relatives
(Acquirer) and the Company entered into a Share Purchase Agreement (SPA) dated February 24, 2023

and Letter of Offer dated May 1, 2023, whereby the Acquirer agreed to purchase 16,01,100 fully
paid-up equity shares of Rs. 10/- each, constituting 45.75 % of the fully diluted voting share capital
of the Company (Shares), from the Seller, at a price of Rs. 8/- per equity share (Transaction). Seller
transferred the said Shares to the Acquirer. The Acquirer is classified as one of the promoters of the
Company and would be part of the promoter group alongwith the existing promoter/promoter group.
The Acquirer has already made an open offer to the public shareholders of the Company to acquire
from them upto 26% of the fully diluted outstanding equity share capital of the Company at a price of
Rs. 8/- per share aggregating to Rs. 72.8 lakhs under the relevant provisions of SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011. The Draft Letter of Offer (DLOF) in respect of
the open offer was filed by the Acquirer with SEBI on May 1,2023 and accordingly with due procedure
acquirer have acquired requisite shares from public as well as seller and as of now acquirer cum
promoters and promoter group hold 66.59 % of the fully diluted equity share capital of the Company.

Changes in Management Team:

• Pursuant to the Transaction, the Board of Directors was re - constituted, the details of appointment
/ resignation and resignation of Directors in the course of such re-constitution are set out herein
below under Directors and Key Managerial Personnel. Mr. Pankhil Dineshbhai Desai, Mr. Mohit
Dinesh Desai, Mrs. Nisha Mohit Desai, Mr. Rajendrakumar Shantilal Gandhi and Mr. Atul Jayantilal
Shah were resigned from the post of Directorship w.e.f. May 11,2023.

• Mr. Kushal Nitinbhai Patel, Mr. Nitinbhai Govindbhai Patel, Mr. Kunjal Jayantkumar Soni, Mr. Vinod
Kanubhai Rana and Ms. Rashmi Kamlesh Otavani were appointed as an Additional Director w.e.f
May 08, 2023.

• The transition in management is aimed at leveraging the expertise and experience of the new
executives to enhance operational efficiency and drive future growth.

These changes are expected to have substantial implications for the company''s future strategy,
governance, and operational focus. We have reviewed the relevant documents and confirmed that
all changes have been executed in compliance with regulatory requirements and the terms of the
acquisition agreement.

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, we report that Managerial Remuneration has been paid
and provided by the company in accordance with the requisite approvals mandated by the
provisions of Section 197 of the Act read with Schedule V to the Act.

2. As required by ‘the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Act we give in the “Annexure
B”, the statement on the matters specified in paragraphs 3 and 4 of the Order, to the extend
applicable.

3. Further to our comments in Annexure B as required by Section 143 (3) of the Act, we report that:

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

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

c) The balance sheet, the statement of profit and loss and the Cash Flow Statement dealt with by
this report are in agreement with the books of account;

d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section
133 of the Act;

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

f) With respect to the adequacy of the internal financial controls over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure A” to this report;

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

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

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

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

iv. The management has represented that, to the best of its knowledge and belief, other than
as disclosed in the notes to the accounts,

I. 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

II. 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.

III. 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
believe that the representations under sub-clause (i) and (ii) contain any material
misstatement.

h) No dividend has been declared and paid during the year by the company

i) Based on our examination which included test checks, the company has used an accounting
software for maintaining its books of account which has a feature of recording audit trail (edit
log) facility and the same has operated throughout the year for all relevant transactions
recorded in the software. Further, during the course of our audit we did not come across any
instance of audit trail feature being tampered with.

For Mistry & Shah LLP

Chartered Accountants

F.R.N: - W100683

Malav Shah

Partner

M.NO. 117101

UDIN: 24117101BKBHHY3460

Date: 21/05/2024

Place: Ahmedabad

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Mar 31, 2014

We have audited the accompanying financial statements of Yuranus Infrastructure Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of 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 notified under the Companies Act, 1956 ("the Act") read with the General Circular 15/2013 Dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility:

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

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 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:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

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

(iii) 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 Section 227(4A) 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 it appears from our examination of those books.

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

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the notified under the Act read with the General Circular 15/2013 Dated 13th September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e. On the basis of the written representations received from the directors as on March 31, 2014, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of Section 274(1) (g) of the Act.

Annexure to Independent Auditors'' Report

Referred to in Paragraph 1 under the heading of "report on other legal and regulatory requirements" of our report of even date

1. In respect of the Company''s fixed assets:

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

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

c) In our opinion, the Company has not disposed of substantial part of its fixed assets during the year and the going concern status of the Company is not affected.

2. In respect of the Company''s inventories:

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

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) The Company has maintained proper records of inventories. As explained to us, the discrepancies noticed on physical verification of inventories as compared to the book records were not material and have been properly dealt with in the books of account.

3. In respect of the loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956:

According to the informations & explanations given to us, the Company has not granted any loan to companies, firms or other parties covered in the register maintained u/s. 301 of the Companies Act, 1956. The Company has taken unsecured loans of Rs. 17,500 from four parties covered in the register maintained under section 301 of the Act. The maximum amount involved during the year involved was Rs. 17,500.

a) In our opinion and according to the information and explanation given to us, the rate of interest, wherever applicable and other terms & conditions are not prima facie prejudicial to the interest of the Company.

b) In our opinion and according to the information and explanation given to us, the interest payments are regular and the principal amount is repayable on demand.

c) There is no overdue amount in respect of loans taken by the Company.

4. In our opinion and according to the information and explanations given to us, there are generally adequate internal control systems commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods and services during the course of our audit. In our opinion and according to the information and explanations given to us, there is no continuing failure to correct major weakness in internal control system.

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

a) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in 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 transactions made in pursuance of contracts or arrangements entered in the register maintained u/s. 301 of the Companies Act, 1956 in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. According to information and explanations given to us, the Company has not invited or accepted any public deposit, hence the provisions of section 58A, 58AA and any other relevant provision of the Companies Act, 1956 and the rules framed there under are not applicable to the Company and no order under the aforesaid section have been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any tribunal, on the Company.

7. In our opinion, the company has an adequate internal audit system commensurate with the size and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under Clause (d) of sub section (1) of Section 209 of the Companies Act, 1956 for any of the products traded/ commissioned by the Company.

9. In respect of statutory dues:

According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty Excise Duty, Cess, and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at March 31, 2014 for a period of more than six months from the date they become payable.

10. The Company has accumulated losses at the end of the financial year which is not more than 50 % of its net worth. The company has not incurred any cash losses during the financial year covered by the audit and in the immediately preceding financial year.

11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the Company has not defaulted in the repayment of dues to financial institutions and banks. The Company does not hold any debentures.

12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other investments.

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

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

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

16. In our opinion and according to the information and explanation given to us, the term loans were applied for the purpose for which they were obtained.

17. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, prima facie, the quantum of long term funds of the company is not significantly different from the long term application and accordingly, we report that fund raised on short-term basis have not significantly been used during the year, for long term investments.

18. During the year, the Company has not made any preferential allotment of shares 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 and therefore the question of creating security & charge in respect thereof does not arise.

20. The Company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For Loonia & Associates Chartered Accountants (Firm Registration No.130883W)

Date: 19.05.2014 Place: Ahmedabad Hitesh Loonia (Proprietor) Mem. No. 135424

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Mar 31, 2013

1. We have audited the attached Balance Sheet of YURANUS INFRASTRUCTURE LIMITED as at March 31,2013 and the Profit and Loss Account of the Company for the year ended on March 31, 2013 both annexed therto and report thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. These standards require that we plan and perform the audit to obtain reasonable assurance about whwther the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amount and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statements 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 Company Law Board in terms of subsection (4A) of Section 227 of the Companies Act, 1956 and in terms of information and explaination given to us and also on the basis of such cheeks as we considered appropriate, we give in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said order to the extent applicable.

4. Further to our comments in the Annexure referred to in paragraph 3 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 purpose of our audit.

ii) In our opinion, proper books of accounts, as required by Law, have been kept by the Company so far as appears from our examination of the books

iii) The Balance Sheet and Profit and loss Account, dealt with by this report, are in agreement with the books of Accounts.

iv) In our opinion, the Profit & Loss Account and Balance sheet comply with the Accounting Standard referred to in subsection (3C of Section 211 of the Companies Act, 1956.

v) On the basis of the written representation received from the directors /Board of directors, we report that none of the Directors of the Company is disqualified as at March 31, 2013 from being appointed as a director in terms of clause (g) of sub-section (l) of section 274 of the Companies Act, 1956.

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to the Note. B(iv) of Schedule 11 and read together with the notes thereon/attached thereto and the significant accounting policies give the information as 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 the Balance Sheet, of the state of affairs of the Company as at March 31, 2013 and

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

c) In the case of Cash Flow statement of the cash flows for the year ended on that date.

a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed asstes.

b) As explained to us, physically certification of fixed assets was conducted by the management during the year. In our opinion the frequency of physical verification is reasonable having regard to the size of the company and the nature of its asstes. As informed to us no material discrepancies have been noticed on such physical verification.

(iii) a) The inventory has been plysically verified at regular intervals during the year by the management. Il our opinion, the frequency of such verification is reasonable.

b) The procedures of Physical verification of inventories followed by the managenment are reasonable and adequate in rekdlen. to the size of the company and nature of its business.

c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the hysical stock and the book records were not material.

(iii) a) According to the information and explaination given to us, the rate of interest and other terms and conditions on which loans have been taken from/ granted to companies, firms or other parties listed in the register maintained under section 301 of the Comapnies Act, 1956 are not prima facie, prejudicial to the intrest of the Company.

b) Parties to whom the advances in the nature of loans have been given by the company are not paying the samw as stipulated. The company is yet to take any concrete steps for the recocery of the same.

c) In our opinion and according to the information and explaination given to us, during the company had taken Unsecured Loan, from 2 parties listed in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 0.87 Lacs and year end balance from such parties was Rs.0.18. Lacs.

d) In our opinion, terms and conditions on which loan has been taken from parties listed in the register maintained u/s, 301 of the companies Act, 1956 are not prima facie prejudicial to the interet of the company.

e) As regards the loans taken as stated in Para Para (b) above, the terms of repayment have not been stipulated.

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

(v) a) According to the information and explainations given to us, we are of the opinion that there is no transaction and explainations given to us, we are of the opinion that there is no transactions that need to be entered into the register maintained under section 301 of the Copmanies Act, 1956 have been so entered.

b) In our opinion and according to the information and explainations given to us, that there is no transactions made in pursuance of contract or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having to prevailing market prices at the relevant time.

(vi) In our opinion and according to the information and explainations given to us, the company has not accepted any deposits from the public, thus the directives issued by the Reserve Bank of India and the provisions of sections 58A and 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 are not applicable. The Copmany Law Board has not passed any order.

(vii) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

(viii) The Central Government has not prescribed maintenance of cost records under clayse (d) of subsection (1) of Section 209 of the Copmanies Act, 1956 for any of the products manufactured by the company.

(ix) According to the information and explaination given to us and on the basis of our examination of books of accounts, we are in the opinion that the Provident fund, Employees State Insurance, Investor Education Protection Fund and Wealth tax are not applicable to the copmany, however Company has been generally regular in depositing undisputed other statutory dues including Investor Education Protection Fund, Employees'' state insurance, Income tax, Sales tax, ss, Custom duty and Excise duty and other statutory dues with appropriate authorities, whereever applicable to it and there are no arrears of outstanding statutory dues, as at the last day of the financial year for a period of more than six month from the date they became payable.

(x) The company has accumulated losses as at the end of the year which is nor more that 50% of its net worth.

(xi) According to the information and explainatins given to us, the company does not have any loan from financial institution or bank.

(xii) According to the information and explainations given to us, we are of the opinion that the company has not granted loans and advances on the basis of security by way of pledge of shares, debentured and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi mutual benefit fund society, I herefore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order 2003 are not applicable to the company.

(xiv) According 10 information and explanation given to us. we are in opinion that the company is not dealing in or trading in shares, securities, debenture and other investments during the year Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xv) According to the information and explanation given to us. we are of the opinion that the company has not given any guarantee for loans taken by others from banks or financial institutions.

(xvi) According to the information and explanations given to us, we are of the opinion that the company has not obtained any term loans.

(xvii) According to the information and explanations given to us, we report that the funds raised on short-term basis have not been used for long-term investmeni and vice versa.

(xviii) According to the information and explanations given to us. The company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

(xix) The company has not issue any debentures during the year.

(xx) During the year covered by our audit report the company has not raised any money by way of public issue.

(xxi) To the best of our knowledge and belief and accordingly to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit,



PLACE: AHMEDABAD R.S. Rajput & Associates

DATE: 30/04/2013 Chartered Accountants

(FRN:119760W)





(B.S. Rajput)

Partner ( Mem.No. 106729)

---

Mar 31, 2012

1. We have audited the attached Balance Sheet of YURANUS INFRASTRUCTURE LIMITED as at March 31, 2012 and the Profit and Loss Account of the Company for the year ended on March 31, 2012 both annexed thereto and report thereto. These financial statements are the responsibility of the Company''s management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amount and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statements 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 Company Law Board in terms of subsection (4A) of Section 227 of the Companies Act, 1956 and in terms of information and explanation given to us and also on the basis of such checks as we considered appropriate, we give in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said order to the extent applicable.

4. Further to our comments in the Annexure referred to in paragraph 3 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 purpose of our audit.

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

iii) The Balance Sheet and Profit and Loss Account, dealt with by this report, are in agreement with the books of Accounts.

iv) In our opinion, the Profit & Loss Account and Balance Sheet comply with the Accounting Standard referred to in subsection (3C) of Section 211 of the Companies Act, 1956.

v) On the basis of the written representation received from the directors /Board of directors, we report that none of the Directors of the Company is disqualified as at March 31, 2012 from being appointed as a 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 explanations given to us, the said accounts subject to the Note. B(iv) of Schedule 11 and read together with the notes thereon/attached thereto and the significant accounting policies give the information as 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 the Balance Sheet, of the state of affairs of the Company as at March 31, 2012 and

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

c) In the case of Cash Flow statement, of the cash flows for the year ended on that date

ANNEXURE OF THE AUDITORS'' REPORT

TO THE MEMBERS OF Yuranus infrastructure Ltd (Referred to in paragraph 3 there of)

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

b) As explained to us, physically verification of fixed assets was conducted by the management during the year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the company and the nature of its assets. As informed to us no material discrepancies have been noticed on such physical verification.

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

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

c) The company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stock and the book records were not material.

(iii) a) According to the information and explanation given to us, the rate of interest and other terms and conditions on which loans have been taken from / granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie, prejudicial to the interest of the Company. b) Parties to whom the advances in the nature of loans have been given by the company are not paying the same as stipulated. The company is yet to take any concrete steps for the recovery of the same.

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

(v) a) According to the information and explanations given to us, we are of the opinion that there is no transactions that need 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, that there is no transactions made in pursuance of contract or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having to prevailing market prices at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public, thus the directives issued by the Reserve Bank of India and the provisions of sections 58A and 58AA of the Companies Act.,1956 and the Companies ( Acceptance of Deposits ) Rules,1975 are not applicable. The Company Law Board has not passed any order.

(vii) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

(viii) The Central Government has not prescribed maintenance of cost records under clause (d) of subsection (1) of Section 209 of the Companies Act, 1956 for any of the products manufactured by the company.

(ix) According to the information and explanation given to us and on the basis of our examination of books of accounts, we are in the opinion that the Provident fund, Employees'' State Insurance, Investor Education Protection Fund and Wealth tax are not applicable to the company, however Company has been generally regular in depositing undisputed other statutory dues including Investor Education Protection Fund, Employees'' state insurance , Income tax, Sales tax, cess ,Custom duty and Excise duty and other statutory dues with appropriate authorities, wherever applicable to it and there are no arrears of outstanding statutory dues except tax deducted at sources of Rs. 29142, as at the last day of the financial year for a period of more than six month from the date they became payable.

(x) The company has accumulated losses as at the end of the year which is not more than 50% of its net worth.

(xi) According to the information and explanations given to us, the company does not have any loan from financial institution or bank.

(xii) According to the information and explanations given to us, we are of the opinion that the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

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

(xiv) According to information and explanation given to us, we are in opinion that the company is not dealing in or trading in shares, securities, debenture and other investments during the year . Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

(xv) According to the information and explanation given to us, we are of the opinion that the company has not given any guarantee for loans taken by others from banks or financial institutions.

(xvi) According to the information and explanations given to us, we are of the opinion that the company has not obtained any term loans.

(xvii) According to the information and explanations given to us, we report that the funds raised on short- term basis have not been used for long-term investment and vice versa.

(xviii) According to the information and explanations given to us, the company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year.

(xix) The company has not issue any debentures during the year.

(xx) During the year covered by our audit report the company has not raised any money by way of public issue.

(xxi) To the best of our knowledge and belief and accordingly to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

PLACE: AHMEDABAD B.S. Rajput & Associates

DATE: 20/08/2012 Chartered Accountants

(FRN:119760W)

(B.S. Rajput)

Partner

( Mem.No.106729)