Auditor Report of Viksit Engineering Ltd.

Mar 31, 2024

We have audited the accompanying standalone financial statements of M/s Viksit
Engineering Limited, (“the Company”), which comprise the Standalone Balance Sheet as at
31st March 2024, the Standalone Statement of Profit and Loss (including standalone other
comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone
Cash Flow Statement for the year ended on that date, and notes to the Standalone financial
statements, including a summary of significant accounting policies and other explanatory
information (herein after referred to as the “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 March 31, 2024 and its Loss including other comprehensive income,
changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards
on Auditing (“SA”s) as specified under section 143(10) of the Companies Act, 2013 as
amended (“the Act”). 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 the financial statements under the provisions of the Act 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 obtained by
us is sufficient and appropriate to provide a basis for our opinion on the standalone financial
statements.

Emphasis of matter

We draw attention to-

Note No. 1(A) and Note No. 30 of the financial statements, wherein, it has been provided that
the Honourable NCLT, Mumbai bench has admitted the Corporate Insolvency Resolution
Process (CIRP) against the company vide an order dated 08^th December 2023. Pursuant to
this order, the power of the Board of Directors was suspended and were exercisable by Shri
Dinesh Kumar Deora, the interim resolution professional appointed by the Honourable NCLT
who was consequently confirmed to be continue as a resolution professional (RP) by the
committee of creditors in their meeting held on 05^th January 2024.

Further, we draw attention that, on account of CIRP being initiated as mentioned above, on
account of continuous losses, on account of no regular operations of the Company and on
account of companies net worth being eroded further, are the factors which has raised doubt
whether the company will be continue as the going concern. However, the financial results
have been prepared on the assumption that the company will continue as the going concern.

ii) Note No. 3 (i) of the financial statement and the line item of extraordinary items of the statement

of profit and loss of the financial statement, wherein the company has provided/charged in the
statement of Profit and Loss Account for the diminution in the value of investments by Rs
84.55 lakhs during the current financial year in respect of investment in equity shares of Benco
Finance Investment Private Limited.

However, our opinion is not modified in respect of the above matters
Key audit Matters

Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the standalone financial statements for the financial year ended
March 31, 2024. These matters were addressed in the context of our audit of the standalone
financial statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.

Other information

The Company''s Board of Directors/ Resolution Professional is responsible for preparation
of the other information. The other information comprises the information included in the
Management Discussion and Analysis, Board''s Report including annexures to Board''s
Report, Business Responsibility Report, Corporate Governance and Shareholder''s
Information, but does not include the Standalone 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 the standalone financial statements, our responsibility is to read
the other information and, in doing so, consider whether such 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 that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with governance for the Standalone
Financial Statements

In accordance with the applicable provisions of the Insolvency and Bankruptcy Code 2016, (IBC),
M/s Epoch Mercantile Private Limited, in its capacity as financial creditor has filed a petition
under IBC with the Honourable NCLT, Mumbai Bench. The NCLT vide its order dated 08th
December, 2023 admitted the Corporate Insolvency Resolution Process (CIRP) in respect of
the Company and appointed Mr. Dinesh Kumar Deora, as the Resolution Professional (RP) in
terms of the IBC. Further, the Committee of Creditors of the company confirmed his appointment
as a resolution professional (RP) in their meeting held on 05^th January 2024

The Company''s Board of Directors / Resolution Professional is responsible for the matters stated
in sub section (5) of Section 134 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, financial performance including other comprehensive income, cash flows
and changes in equity of the Company in accordance with the Accounting Principles generally
accepted in India, including the Indian Accounting Standards specified under section 133 of the
Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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
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, management/Resolution Professional 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.

Those Board of Directors are also responsible for overseeing the Company''s financial reporting
process.

Auditor''s Responsibility for 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 skepticism 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 financial 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 controls with reference to standalone financial
statements in place and the operating effectiveness of such controls.

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

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

> Evaluate the overall presentation, structure and content of the 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.

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 the Companies (Auditor''s Report) Order, 2020 issued by the Central Government
of India in terms of sub-section (11) of Section 143 of the Companies Act, 2013, we provide
"Annexure-A”, a statement on the matters specified in paragraphs 3 and 4 of the said 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 purpose of our audit.

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

c) The Standalone Balance Sheet and Standalone Statement of Profit and Loss (including
Standalone Other Comprehensive Income), Standalone Cash Flow Statement and Standalone
Statement of Changes in Equity 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 Companies (Indian Accounting
Standards) Rules, 2015, as amended.

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 term of sub-section (2) of section
164 of the Companies Act, 2013.

f) With respect to the adequacy of the internal financial controls over financial reporting of
the Company with reference to these standalone financial statements and the operating
effectiveness of such controls, refer to our separate Report in "Annexure B” to this report.

g) According to the information and explanations given by the management and audit
procedures performed by us, the remuneration paid/provided by the company to its
directors is in accordance with the provisions of Section 197 read with Schedule V of the
Act.

h) With respect to the other matter to be included in the Auditor''s report in accordance with
Rule 11 of the Companies (Audit and Auditors) Rule,2014, as amended, in our opinion and
to the best of our information and according to explanation given to us:

(a) According to the information provided by the management, there is no pending litigation
which may impact the financial position of the Company. (Except reference is made to Note
No. 30 of the standalone financial statements).

(b) The company does not have long term contracts including derivative contracts for which there
are any material foreseeable losses.

(c) There has been no delay in transferring amount, required to be transferred, to the investor
education and protection fund by the company.

(d) (i) The Management has represented that, to the best of its knowledge and belief, other
than as disclosed in the notes to accounts to the Standalone Financial Statements, no funds
(which are material either individually or in the aggregate) 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 or entity, including foreign entity ("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;

(ii) The Management has represented, that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by
the Company from any person or entity, including foreign entity ("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 the audit procedures that have been 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 (i) and (ii) of Rule11(e), as provided under (i)and (ii)
above, contain any material misstatement.

(e) The company has not declared any interim or final dividend during the year.

(f) Based on our examination, which included test checks and on the basis of management
representation, the Company has used accounting software''s for maintaining its books of
account for the financial year ended 31 March 2024 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''s. Further, during the course of our audit we did not
come across any instance of the audit trail feature being tampered with.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from 1 April 2023,
reporting under Rule 11 (g) of the Companies (Audit and Auditors) Rules, 2014 on preservation
of audit trail as per the statutory requirements for record retention is not applicable for the
financial year ended 31 March 2024

For AKB Jain & Co
Chartered Accountants
FRN:003904C

RAHUL DEWANI
(Partner)

M.No:435066

UDIN: 24435066BKFOHK7087
Place: Bhopal
Date: 28.05.2024

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Mar 31, 2014

We have audited the accompanying financial statements of VIKSIT ENGINEERING LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2014, and 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 and financial performance 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") read with General Circular 15/2013 dated 13 September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility''

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Opinion

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

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

(b) in the case of the Profit and Loss Account, of the Loss for the year ended on that date

(c) in the case of the Cash Flow Statement, of the Cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. The Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of Sub-section (4A) of Section 227 of the Companies Act, 1956 is applicable to the Company.

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 where necessary for the purpose of our audit.

B. In our opinion proper books of accounts as required by law have been kept by the Company so far as appears from our examination of the books.

BB. Since the Company does not have any branches, the report on the account of the Branch offices audited by other auditor u/s 228(3)(c) of the Companies Act, 1956 is not applicable.

C. The Balance Sheet and the Statement of Profit and Loss dealt with by this report are in agreement with the books of account.

D. In our opinion, the Balance Sheet and the Statement of Profit and Loss dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 read with General Circular 15/2013 dated 13 September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act 2013; and

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

Annexure to Auditor''s Report

Referred to in paragraph 2 of our report of even date

1. In respect of its 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, 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 assets. No material discrepancies were noticed on such physical verification.

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

2. In respect of its 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 some major inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

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

a) The Company has accepted not unsecured loans from any party covered in register maintained under section 301 of the act.

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

c) The Company has not granted any loan to any of the parties referred herein above.

d) 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 adequate internal control procedures commensurate with size of the Company and nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the courses of our audit, we haven''t observed any major weaknesses in internal controls.

5. In respect of transactions covered under 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 explanation given to us, company has entered transactions in pursuance or contracts or arrangements in the register maintained under Section 301 of the Companies Act, 1956 aggregation during the year to Rs. 5,00,000/- (Five Lacs only) or more in respect of party.

6. The Company has not accepted any deposits from the public in contravention of Section 58A of the Companies Act.

7. In our opinion, the internal audit system of the Company is commensurate with its size and nature of its business.

8. The Central Government has not prescribed maintenance of Cost Records under Section 209(l)(d) of the Companies Act, 1956 in respect of manufacturing activities carried on by the Company.

9. In respect of statutory dues.

a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees'' State Insurance, Income Tax, Sales Tax, Customs Duty, Excise Duty and other statutory dues have been generally regularly deposited with the appropriate authorities. Except the case stated below, there are no undisputed statutory dues payable which were outstanding at the end of the year for a period of more than six months from the date they become payable:-

Name of the statute Nature of the dues Amount

The Income Tax Act, 1961 Tax Deposited at Source 9338/-

b) As informed to us by management, there are disputed Statutory liabilities as below:

Name of Nature Of Amount Period to Forum Statue Dues which the where amount matter is related pending

Income Tax Income tax Rs. 2,62,61,619/- A.Y. 2008-09 Income Tax Act Appellate Tribunal - Mumbai

Income Tax Income tax Rs. 17,42,510/- A.Y. 2010-11 CIT Act (Appeal) - Mumbai

Income Tax Income tax Rs. 33,76,530/- A.Y. 2011-12 CIT Act (Appeal) - Mumbai

10. The Company has no accumulated losses and the Company has not incurred cash losses during the financial year covered by our audit

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 repayment of dues to financial institutions, bank or debenture holders.

12. In our opinion and according to the information and explanations 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 securities.

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

14. In our opinion, the Company has dealt in shares and proper records of the same have been kept by the Company.

15. The Company has not given guarantees for loans taken by others from banks or financial institutions.

16. The Company has not raised term loan from any financial institution.

17. 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 Company has not utilized short term funds towards repayment of long-term borrowing and acquisition of fixed assets.

18. During the year, the Company has not made 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.

20. During the Financial year, the Company has not raised any money by public issues.

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, that caused the financial statements to be materially misstate.

FOR GUPTA SAHARIA & CO CHARTERED ACCOUNTANTS

Sd/-

PAWAN GUPTA PARTNER M.NO. 071471 FRN: 103446W Place: MUMBAI Date:30.05.2014

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Mar 31, 2010

We have audited the attached Balance Sheet of Viksit Engineering Limited as at 31st March, 2010 and also the Profit and Loss Account for the year ended on that date annexed thereto. These financial Statements are responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

1. We conducted our audited in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance 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.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of Sub-section (4A) of Section 227 of the Companies Act, 1956. We enclosed in the Annexure –2, a statement on the matters specified in paragraph – 4 and 5 of the said order.

Further to our comments in the annexure referred to above, we report that :- 1. We have obtained all the information and explanations, which to the best of our knowledge and belief where necessary for the purpose of our audit.

2. 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 those books.

3. The Balance Sheet and Profit & Loss Account dealt with by this report are in agreement with the books of account.

4. In our opinion, the Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 :

5. On the basis of written representations received from the Directors, as on 31st March, 2010 and taken on record by Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2010 from being appointed as a Director in terms of clause (g) of sub-section (I) of Section 274 of the Companies Act, 1956.

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

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010 and

b) In the case of the profit and loss account of the Profit for the year ended on that

c) In the case of the Cash Flow Statement of the cash flow for the year ended on that.

Annexure to Auditor's Report Referred to in paragraph 2 of our report of even date

1. In respect of its 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, 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 assets. No material discrepancies were noticed on such physical verification.

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

2. In respect of its 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 some major inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

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

a) The Company has not accepted unsecured loans from members, Directors & their relatives.

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

c) The Company has not granted any loan to any of the parties referred herein above.

d) 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 adequate internal control procedures commensurate with size of the Company and nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the courses of our audit, we have observed no major weaknesses in internal controls.

5. In respect of transactions covered under 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 explanation given to us, there are no transactions in pursuance or contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregation during the year to Rs. 500000/- (Five Lacs only) or more in respect of any party.

6. The Company has not accepted any deposits from the public in contravention of Section 58A of the Companies Act.

7. In our opinion, the internal audit system of the Company is commensurate with its size and nature of its business.

8. The Central Government has not prescribed maintenance of Cost Records under Section 209(1)(d) of the Companies Act, 1956 in respect of manufacturing activities carried on by the Company.

9. In respect of statutory dues.

a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Customs Duty, Excise Duty and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanation given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2010 for a period of more than six months from the date of becoming payable

b) As informed to us there are no disputed Statutory liabilities.

10. The Company has no accumulated losses and the Company has not incurred cash losses during the financial year covered by our audit

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 repayment of dues to financial institutions, bank or debenture holders.

12. In our opinion and according to the information and explanations 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 securities.

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

14. In our opinion, the Company has dealt in shares and proper records of the name has been kept by the Company.

15. The Company has not given guarantees for loans taken by others from banks or financial institutions.

16. The Company has not raised term loan from any financial institution.

17. 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 Company has not utilized short term funds towards repayment of long-term borrowing and acquisition of fixed assets.

18. During the year, the Company has not raised capital by preferential allotment of Equity Shares to existing parties in the Register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures.

20. During the Financial year, the Company has not raised any money by public issues.

21. In our opinion and according to the information and explanations given to the us, no fraud on or by the Company has been noticed or reported during the year, that caused the financial statements to be materially misstate.

FOR GUPTA SAHARIA & CO. CHARTERED ACCOUNTANTS

(PAWAN KUMAR GUPTA) PARTNER M.NO. 71471

Place : Mumbai Date : 01.09.2010

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Mar 31, 2009

We have audited the attached Balance Sheet of Viksit Engineering Limited as at 31st March, 2009 and also the Profit and Loss Account for the year ended on that date annexed thereto. These financial Statements are responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

1. We conducted our audited in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance 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.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of Sub-section (4 A) of Section 227 of the Companies Act, 1956. We enclosed in the Annexure -2, a statement on the matters specified in paragraph - 4 and 5 of the said order.

Further to our comments in the annexure referred to above, we report that :-

1. We have obtained all the information and explanations, which to the best of our knowledge and belief where necessary for the purpose of our audit.

2. 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 those books.

3. The Balance Sheet and Profit & Loss Account dealt with by this report are in agreement with the books of account.

4. In our opinion, the Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 :

5. On the basis of written representations received from the Directors, as on 31st March, 2009 and taken on record by Board of Directors, we report that none of die Directors is disqualified as on 3 1st March, 2009 from being appointed as a Director in terms of clause (g) of sub-section (I) of Section 274 of the Companies Act, 1956.

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

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2009 and

b) In the case of the profit and loss account of the Profit for the year ended on that

c) In the case of the Cash Flow Statement of the cash flow for the year ended on that.



Annexure to Auditors Report



Referred to in paragraph 2 of our report of even date

1. In respect of its 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, 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 assets. No material discrepancies were noticed on such physical verification.

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

2. In respect of its 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 some major inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

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

a) The Company has not accepted unsecured loans from members, Directors & their relatives.

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

c) The Company has not granted any loan to any of the parties referred herein above.

d) 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 adequate internal control procedures commensurate with size of the Company and nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the courses of our audit, we have observed no major weaknesses in internal controls.

5. In respect of transactions covered under 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 explanation given to us, there are no transactions in pursuance or contracts or arrangements entered in the register maintained under Section 301 of the Companies Act, 1956 aggregation during the year to Rs. 500000/- (Five Lacs only) or more in respect of any party.

6. The Company has not accepted any deposits from the public in contravention of Section 58A of the Companies Act.

7. In our opinion, the internal audit system of the Company is commensurate with its size and nature of its business.

8. The Central Government has not prescribed maintenance of Cost Records under Section 209(1 )(d) of the Companies Act, 1956 in respect of manufacturing activities carried on by the Company.

9. In respect of statutory dues.

a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Customs Duty, Excise Duty and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanation given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2009 for a period of more than six months from the date of becoming payable

b) As informed to us there are no disputed Statutory liabilities.

10. The Company has no accumulated losses and the Company has not incurred cash losses during the financial year covered by our audit

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 repayment of dues to financial institutions, bank or debenture holders. -

12. In our opinion and according to the information and explanations 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 securities.

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

14. In our opinion, the Company has dealt in shares and proper records of the name has been kept by the Company.

15. The Company has not given guarantees for loans taken by others from banks or financial institutions.

16. The Company has not raised term loan from any financial institution.

17. 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 Company has not utilized short term funds towards repayment of long-term borrowing and acquisition of fixed assets.

18. During the year, the Company has not raised capital by preferential allotment of Equity Shares to existing parties in the Register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures.

20. During the Financial year, the Company has not raised any money by public issues.

21. In our opinion .and according to the information and explanations given to the us, no fraud on or by the Company has been noticed or reported during the year, that caused the financial statements to be materially misstate.

FOR GUPTA S AHARIA & CO.

CHARTERED ACCOUNTANTS

Place: Mumbai (PAWAN GUPTA)

Date: 01.09.2009 PARTNER

M.NO. 71471