Sagar Systech Ltd. இன் முடிவுகள்

Mar 31, 2025

We have audited the standalone financial statements of Sagar Systech Limited (“the
Company”), which comprise the Balance Sheet as at 31st March 2025, and the
Statement of profit and Loss, Statement of changes in equity, and Statement of Cash
flows for the year then ended, and notes to the financial statements, including 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 standalone financial statements give the information required
by the Companies Act. 2013 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 March 31, 2025, and its Profit, changes in equity, and its
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. Our responsibilities under those
Standards are further described in the Auditor’s Responsibilities for the Audit of the
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 Companies Act, 2013 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.

Other Information

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

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

In connection with our audit of the 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 that fact. We have nothing to report in this regard.

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.

Sr. No.	Key Audit Matter	Auditors'' Response
1.	Revenue from supply of services is recognised when control of the services being provided is transferred to the customer and when there are no longer any unfulfilled obligations. The performance obligations in the contracts are fulfilled at the time of performance, delivery, or upon formal customer acceptance depending on customer terms. Revenue is measured at fair value of the consideration received or receivable, after deduction of any trade discounts, volume rebates and any taxes or duties collected on behalf of the government such as goods and services tax, etc. Accumulated experience is used to estimate the provision for discounts and rebates. Revenue is only recognised to the extent that it is highly probable a significant reversal will not occur. Rebates and discounts are material and have arrangements with varying terms which are based on annual contracts or shorter term arrangements. In addition, the value and timing of promotions for products varies from period to period, and the activity can span over a year end.	Our audit procedures included: • We tested the effectiveness of controls around the recognition of provisions. • We used our subject matter experts to assess the value of material provisions in light of the nature of the exposures, applicable regulations and related correspondence with the authorities. • We challenged the assumptions and critical judgements made by management which impacted their estimate of the provisions required, considering judgements previously made by the authorities in the relevant jurisdictions or any relevant opinions given by the Company’s advisors and assessing whether there was an indication of management bias. • We discussed the status in respect of significant provisions with the Company’s internal tax and legal team. • We performed retrospective review of management judgements relating to accounting estimate included in the financial statement of prior year and compared with the outcome.
2.	The Company could periodically be subjected to challenges/scrutiny on range of matters relating to direct tax and indirect tax. Further, potential exposures may also arise from general legal proceedings, environmental issues, etc. in the normal course of business. Assessment of contingent liabilities disclosure requires Management to make judgements and estimates in relation to the issues and	Our audit procedures included: • We tested the effectiveness of controls around the recording and re¬ assessment of contingent liabilities. • We used our subject matter experts to assess the value of material contingent liabilities in light of the nature of exposures, applicable regulations and related correspondence with the authorities.

	exposures. Whether the liability is	• We discussed the status and potential
	inherently uncertain, the amounts	exposures in respect of significant
	involved are potentially significant	litigation and claims with the Group’s
	and the application of accounting	internal legal team including their
	standards to determine the amount, if	views on the likely outcome of each
	any, to be provided as liability, is	litigation and claim and the magnitude
	inherently subjective.	of potential exposure and sighted any relevant opinions given by the Group’s advisors.
		• We assessed the adequacy of disclosures made.
		• We discussed the status in respect of significant provisions with the Group’s internal tax and legal team.
		• We performed retrospective review of management judgements relating to accounting estimate included in the financial statement of prior year and compared with the outcome.

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

The Company’s Board of Directors is responsible for the matters stated in section
134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these
standalone financial statements that give a true and fair view of the financial position,
financial performance, (changes in equity) and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the
accounting Standards 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 of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent;
and design, implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.

In preparing the financial statements, the Board of Directors 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
the Board of Directors 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 Responsibilities 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 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 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 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 system 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 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 financial statements,
including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.

• Materiality is the magnitude of misstatements in the standalone financial statements
that, individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the 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.

• 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 of the current period and are therefore the key audit matters. We describe
these matters in our auditors'' 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.

Other Matter

We did not audit the financial statements/ information of 0 branches included in the
standalone financial statements of the Company whose financial statements/financial
information reflect total assets of Rs. 0 as at 31st March 2025 and total revenue of Rs. 0
for the year ended on that date, as considered in the standalone financial statements.
The financial statements/information of these branches have been audited by the
branch auditors whose reports have been furnished to us, and our opinion in so far as it
relates to the amounts and disclosures included in respect of branches, is based solely
on the report of such branch auditors. Our opinion is not modified in respect of this
matter.

Report on Other Legal and Regulatory Requirements

1. 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 Companies Act, 2013, we give in the Annexure - A, a statement on the
matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section143 (3) of the Act, we report that:

(a) we have sought and obtained all the information and explanation, 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 Balance Sheet, Statement of Profit and Loss including Other
Comprehensive Income, the Cash Flow Statement and 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 with Rule
3 of the Companies (Accounts) Rules, 2021.

(e) on the basis of written representations received from the Directors, as on the
date of balance sheet, and taken on record by the board of directors, we report
that none of the directors is disqualified as on the said date 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 B”; and

(g) the remuneration paid by the company to its directors is in accordance with
the provisions of section 197 of the Companies Act, 2013, and remuneration
paid to any director is not in excess of the limit laid down under the said section.

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

a. the Company does not have any pending litigations which would impact its
financial position;

b. In our view, the Company has made provision, as required under the
applicable law or accounting standards, for material foreseeable losses, if any, on
long-term contracts including derivative contracts;

c. There are no amounts due for transfer to the Investor Education and
Protection Fund by the Company.

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

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

e(iii). Based on such audit procedures that we have considered reasonable and
appropriate in the circumstances, nothing has come to our notice that has caused
us to believe that the representations under sub-clause (i) and (ii) contain any
material mis-statement.

f. There was no dividend declared or paid by the Company during the year, and
therefore the clause as to whether the dividend declared or paid during the year
by the company is in compliance with section 123 of the Companies Act, 2013 is
not applicable.

g. 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. The audit trail has been preserved by the company as per
the statutory requirements for record retention.

h. In our opinion, the managerial remuneration, has been paid / provided by the
Company to its directors in accordance with the provisions of section 197 read
with Schedule V to the Act, wherever applicable.

FOR SHAH, SHAH & SHAH
CHARTERED ACCOUNTANTS

Mehul Shah
Partner
FRN: 116457W
M. No.: 049361

Place: Mumbai

Date: 30/04/2025

UDIN: 25049361BMKOTI6445

---

Mar 31, 2024

We have audited the standalone financial statements of Sagar Systech Limited (“the
Company”), which comprise the balance sheet as at 31st March 2024, and the statement
of profit and loss, statement of changes in equity, and statement of cash flows for the
year then ended, and notes to the financial statements, including 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 standalone financial statements give the information required
by the Companies Act. 2013 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 March 31, 2024, and its Loss changes in equity, and its 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. Our responsibilities under those
Standards are further described in the Auditor''s Responsibilities for the Audit of the
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 Companies Act, 2013 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.

Other Information

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

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

In connection with our audit of the 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 that fact. We have nothing to report in this regard.

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.

Sr. No.	Key Audit Matter	Auditors'' Response
1	Revenue from supply of services is recognised when control of the services being provided is transferred to the customer and when there are no longer any unfulfilled obligations. The performance obligations in the contracts are fulfilled at the time of performance, delivery, or upon formal customer acceptance depending on customer terms. Revenue is measured at fair value of the consideration received or receivable, after deduction of any trade discounts, volume rebates and any taxes or duties collected on behalf of the government such as goods and services tax, etc. Accumulated experience is used to estimate the provision for discounts and rebates. Revenue is only recognised to the extent that it is highly probable a significant reversal will not occur. Rebates and discounts are material and have arrangements with varying terms which are based on annual contracts or shorter term arrangements. In addition, the value and timing of promotions for products varies from period to period, and the activity can span over a year end.	Our audit procedures included: • We tested the effectiveness of controls around the recognition of provisions. • We used our subject matter experts to assess the value of material provisions in light of the nature of the exposures, applicable regulations and related correspondence with the authorities. • We challenged the assumptions and critical judgments made by management which impacted their estimate of the provisions required, considering judgments previously made by the authorities in the relevant jurisdictions or any relevant opinions given by the Company''s advisors and assessing whether there was an indication of management bias. • We discussed the status in respect of significant provisions with the Company''s internal tax and legal team. • We performed retrospective review of management judgments relating to accounting estimate included in the financial statement of prior year and compared with the outcome.
2	The Company could periodically be subjected to challenges/scrutiny on range of matters relating to direct tax and indirect tax. Further, potential exposures may also arise from general legal proceedings, environmental issues, etc. in the normal course of business.	Our audit procedures included: • We tested the effectiveness of controls around the recording and re-assessment of contingent liabilities. • We used our subject matter experts to assess the value of material contingent liabilities in light of the nature of exposures,

	Assessment of contingent	applicable regulations and related
	liabilities disclosure requires Management to make judgements	correspondence with the authorities.
	and estimates in relation to the	• We discussed the status and potential
	issues and exposures. Whether the	exposures in respect of significant litigation
	liability is inherently uncertain,	and claims with the Group''s internal legal
	the amounts involved are	team including their views on the likely
	potentially significant and the	outcome of each litigation and claim and the
	application of accounting	magnitude of potential exposure and sighted
	standards to determine the	any relevant opinions given by the Group''s
	amount, if any, to be provided as liability, is inherently subjective.	advisors. • We assessed the adequacy of disclosures made. • We discussed the status in respect of significant provisions with the Group''s internal tax and legal team. • We performed retrospective review of management judgments relating to accounting estimate included in the financial statement of prior year and compared with the outcome.

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

The Company''s Board of Directors is responsible for the matters stated in section 134(5)
of the Companies Act, 2013 (“the Act”) with respect to the preparation of these
standalone financial statements that give a true and fair view of the financial position,
financial performance, changes in equity and cash flows of the Company in accordance
with the accounting principles generally accepted in India, including the accounting
Standards 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 of the assets of the Company and for preventing and detecting
frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement, whether due to fraud
or error.

In preparing the financial statements, the Board of Directors 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 the
Board of Directors either intends to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.

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

Auditor''s Responsibilities 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 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 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 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 system 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 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 financial statements,
including the disclosures, and whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.

• Materiality is the magnitude of misstatements in the standalone financial statements
that, individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the 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.

• 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 of the current period and are therefore the key audit matters. We describe
these matters in our auditors'' 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.

Other Matter

We did not audit the financial statements/ information of 0 branches included in the
standalone financial statements of the Company whose financial statements/financial
information reflect total assets of Rs. 0 as at 31st March 2024 and total revenue of Rs. 0
for the year ended on that date, as considered in the standalone financial statements.
The financial statements/information of these branches have been audited by the
branch auditors whose reports have been furnished to us, and our opinion in so far as it
relates to the amounts and disclosures included in respect of branches, is based solely on
the report of such branch auditors. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. 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
Companies Act, 2013, we give in the Annexure - A, a statement on the matters specified
in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section143 (3) of the Act, we report that:

(a) we have sought and obtained all the information and explanation, 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 Balance Sheet, Statement of Profit and Loss including Other Comprehensive
Income, the Cash Flow Statement and 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 with Rule 3 of the
Companies (Accounts) Rules, 2021.

(e) on the basis of written representations received from the Directors, as on the date of
balance sheet, and taken on record by the board of directors, we report that none of the
directors is disqualified as on the said date 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 B”; and

(g) the remuneration paid by the company to its directors is in accordance with the
provisions of section 197 of the Companies Act 1956, and remuneration paid to any
director is not in excess of the limit laid down under the said section.

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

a. the Company does not have any pending litigations which would impact its financial
position;

b. In our view, the Company has made provision, as required under the applicable law or
accounting standards, for material foreseeable losses, if any, on long-term contracts
including derivative contracts;

c. There has been no delay in transferring amounts, 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 the accounts, 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;

d(ii). The management has represented, that, to the best of its knowledge and belief,
other than as disclosed in the notes to the accounts, 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; and

d(iii). Based on such audit procedures that we have considered reasonable and
appropriate in the circumstances, nothing has come to our notice that has caused us to

believe that the representations under sub-clause (i) and (ii) contain any material mis¬
statement.

e. There was no dividend declared or paid by the Company during the year, and
therefore the clause as to whether the dividend declared or paid during the year by the
company is in compliance with section 123 of the Companies Act, 2013 is not applicable.

f. 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.
The audit trail has been preserved by the company as per the statutory requirements for
record retention.

g. In our opinion, the managerial remuneration, has been paid/provided by the Company
to its directors in accordance with the provisions of section 197 read with Schedule V to
the Act, wherever applicable.

FOR SHAH, SHAH & SHAH
CHARTERED ACCOUNTANTS

Mehul Shah
Partner

FRN: 116457W
M. No.: 049361

Place: Mumbai

Date: 23/05/2024

UDIN: 24049361BKCZON2675

---

Mar 31, 2014

We have audited the accompanying financial statements of SAGAR SYSTECH LIMITED, which comprise of 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 is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 . 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.

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.

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 Statement of Profit and Loss, of the profit for the year ended on that date; and

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

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

2. As required by section 227(3) of the Act, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e) On the basis of written representations received from the directors as on March 31, 2014, and 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 clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of SAGAR SYSTECH LIMITED on the accounts of the company for the year ended 31st March, 2014.

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

(i) (a) According to the information and explanations given to us and on the basis of our

examination of the books of account the company does not have any fixed assets as on 31st March,2014. Thus sub clauses (b) & (c) are not applicable to the company.

(ii) (a) According to the information and explanations given to us and on the basis of our

examination of the books of account the company does not have any Inventories as on 31st March,2014. Thus sub clauses (b) & (c) are not applicable to the company.

(iii) (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii (b), iii(c) and iii (d) of the order are not applicable to the Company.

(e) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not taken any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 301 of the Companies Act, 1956. Consequently, the provisions of clauses iii(f) and iii (g) of the order are not applicable to the Company.

(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. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

(v) (a) In our opinion and according to the information and explanation given to us, they are 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.

(b) In our opinion and according to the information and explanation given to us, the transactions made in pursuance of contracts or arrangements entered into the register in pursuance of section 301 of the Act and exceeding the value of Rupees five Lakhs in respect of any party during the year, if any, have been made at prices which are reasonable having regard to the prevailing market prices at te relevant time.

(vi) The company has not accepted any deposits from the public thus clause 4(vi) of the Companies (Auditor''s report) Order 2003 is not applicable.

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

(viii) As explained to us, the Central Government has not prescribed the maintenance of Cost records under section 209 (1) (d) of the Companies Act 1956 for the company''s products.

(ix) (a) According to the information and explanations given to us and according to books and records as produced and examined by us, there are no amount payable in respect of Provident Fund, Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess, and any other statutory dues with the appropriate authorities. There are no undisputed statutory dues as at the year end outstanding for the period more than six months from the date they become payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which have not been deposited on account of any disputes.

(x) The Company has no accumulated losses as at 31st March,2014 and not incurred any cash losses in the years and has not incurred cash losses in the immediately preceding financial year.

(xi) According to the records of the company as examined by us and information and explanation given to us , bank overdraft balance is subject to confirmation and reconciliation as stated in Note. No. 12 (B) (2) of the Other Notes to Accounts.

(xii) The company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities.

(xiii) As the company is not a nidhi / mutual benefit fund / society Clause (xiii) of the order is not applicable.

(xiv) In our opinion and according to the information and explanations given to us the Company is not a dealer or trader in securities thus Clause (xiv) of the order is not applicable.

(xv) The company has not given any guarantees for loans taken by others from bank or Financial Institutions the terms and conditions whereof are prima facie prejudicial to the interest of the Company.

(xvi) According to the information and explanation given to us the company has not obtained any term loans hence Clause (xvi) of the order is not applicable.

(xvii) According to the information and explanation given to us and an overall examination of the balance sheet of the company we report that no funds raised on short term basis has been used for long term investments.

(xviii) The company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301of the Act.

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

(xx) The Company has not raised any money by public issue during the year.

(xxi) During the course of our examination of the books and records of the company carried out in accordance with the Generally Accepted Auditing Practices in India and according to the information and explanation given to us, during the year, we have neither come across any instance of fraud on or by the company nor have we been informed of such case by the management.

For Chaitanya C Dalal & Co. Chartered Accountants

Sd/- Chaitanya C Dalal Membership No. 35809 Firm Registration Number: 101632W

Place: Mumbai Date: 30/05/2014

---

Mar 31, 2012

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

We conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement(s). An audit includes examining on a test basis, evidence supporting the amount and disclosure in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

And we report that:

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

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

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

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

(iii) The Balance Sheet and Statement of Profit and Loss and cash flow statement dealt with by this report are in agreement with the books of account.

(iv) In our opinion the Balance Sheet and Statement of Profit and Loss 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.

(v) On the basis of written representation received from the directors, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2012 from being appointed as director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956.

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

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

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

(c) In the case of cash flow statement, of the cash flows for the year ended on that date.

Annexure to the Auditors' Report

Re: Sagar Systech Limited

As required by the Companies (Auditor's Report) Order 2003 including the Companies (Auditor's Report) (Amendment) 2004 issued by the Central Government of India in term of Section 227(4A) of the Companies Act 1956 and on the basis of such checks as we considered appropriate we report that: -

(i)

a. The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b. These fixed assets have been physically verified by the management at reasonable intervals; and no material discrepancies were noticed on such verification.

c. As per the information and explanations given to us, during the year, the Company has not disposed off any substantial part of fixed assets that would affect the going concern.

(ii) The Company did not carry any inventory during the year. Accordingly, the clauses as to

physical verification of inventory at reasonable intervals, the procedures of physical verification of inventory followed by the management, and maintenance of proper records of inventory are not applicable.

(iii) The Company has neither taken nor granted any unsecured loans to any party covered in the

register maintained under section 301 of the Act. Since unsecured loans neither taken nor granted to any party covered in the register maintained under section 301 of the Act reporting under Clause (b) , (c), and (d) are not required.

(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 for the purchase of fixed assets and revenue recognition. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal procedures.

(v)

a. In our opinion and according to the information and explanations given to us. The transactions that need to be entered into the register in pursuance of Section 301 of Act 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 into the register in pursuance of Sections 301 of the Act and exceeding the value of Rupees Five Lakh in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

(vi) The Company has not accepted any deposits from public; hence question of complying with the directives issued by Reserve Bank of India and the provisions of Sections 58A and 58AA of the Act and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable.

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

(viii)

a. The Act relating to ESIC, and PF are not applicable to the company and According to the information and explanations given to us and the records of the company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues, including investor education and protection fund, income tax, sales-tax, wealth tax, customs duty, excise duty, Cess and other material statutory dues, if any, as applicable

with the appropriate authorities. According to the information and explanations given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31st March 2012, for a period of more then six months from the date they became payable.

b. According to the information and explanations given to us there is no disputed dues of sales tax/income tax/custom tax/wealth tax/excise duty/Cess have been deposited on account of any dispute.

(ix) The Company has no accumulated losses as at 31st March 2012, and not incurred any cash losses in the years and has not incurred cash losses in the immediately preceding financial year.

(x) Company has not granted loan against pledge of shares, debentures and other securities; hence question of Maintenance of adequate documents and records of pledge of shares, debentures and other securities, does not arise.

(xi) According to the information and explanations given to us, the Company has not given any guarantee during the year for loans taken by others from banks or financial institutions.

(xii) The Company has not availed any term loans facility during the year, hence, question of using of it for the purposes for which they were obtained does not arise.

(xiii) The company has maintained proper records of transactions and contracts in respect of trading in shares, debentures, and other securities and timely entries have been made therein, if any. The investments are held by the company in its own names except those allowable under section 49 of the Companies Act, 1956.

(xiv) On the basis of an overall examination of the balance sheet of the Company, in our opinion and according to the information and explanations given to us, there are no funds raised as working capital loans (short term loans) that have been used for long-term investment and vice versa.

(xv) The Company has not made any preferential allotments of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

(xvi) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the management.

(xvii) The other clauses, namely (viii), (xiii), (xix) and (xx) of paragraph 4 of the Companies (Auditor's Report) Order 2003 are not applicable in the current year. Since in our opinion there is no matter which arises to be reported in the aforesaid order.

For Chaitanya C. Dalal & Co.

Chartered Accountants

Chaitanya C. Dalal

Partner

Membership No. 35809

FRN.: 101632W

Place: Mumbai

Date: 13th August 2012.

---

Mar 31, 2011

We have audited the attached Balance Sheet of SAGAR SYSTECH LIMITED as at 31st March, 2011 and Profit and Loss Account and Cash Flow as on that date for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement(s). An audit includes examining on a test basis, evidence supporting the amount and disclosure in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

And we report that:

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

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

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

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

(iii) The Balance Sheet and Profit and Loss Account arid cash flow statement dealt with by this report are in agreement with the books of account.

(iv) In our opinion the Balance Sheet and Profit and 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.

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

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

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011,

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

(c) In the case of cash flow statement, of the cash flows for the year ended on that date.

Annexure to the Auditors' Report

Re: Sagar Systech Limited

As required by the Companies (Auditor's Report) Order 2003 including the Companies (Auditor's Report) (Amendment) 2004 issued by the Central Government of India in term of Section 227(4A) of the Companies Act 1956 and on the basis of such checks as we considered appropriate we report that: -

(i) a. The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b. These fixed assets have been physically verified by the management at reasonable intervals; and no material discrepancies were noticed on such verification.

c. As per the information and explanations given to us, during the year, the Company has not disposed off any substantial part of fixed assets that would affect the going concern.

(ii) The Company did not carry any inventory during the year. Accordingly, the clauses as to physical verification of inventory at reasonable intervals, the procedures of physical verification of inventory followed by the management, and maintenance of proper records of inventory are not applicable.

(iii) The Company has neither taken nor granted any unsecured loans to any party covered in the register maintained under section 301 of the Act. Since unsecured loans neither taken nor granted to any party covered in the register maintained under section 301 of the Act reporting under Clause (b), (c), and (d) are not required.

(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 for the purchase of fixed assets and revenue recognition. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal procedures. .

(v) a. In our opinion and according to the information and explanations given to us. The transactions that need to be entered into the register in pursuance of Section 301 of Act 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 into the register in pursuance of Sections 301 of the Act and exceeding the value of Rupees Five Lakh in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

(vi) The Company has not accepted any deposits from public; hence question of complying with the directives issued by Reserve Bank of India and the provisions of Sections 58A and 58AA of the Act and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable.

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

(viii) a. The Act relating to ESIC, and PF are not applicable to the company and According to the information and explanations given to us and the records of the company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues, including investor education and protection fund, income tax, sales-tax, wealth tax, customes duty, excise duty, Cess and other material statutory dues, if any, as applicable with the appropriate authorities. According to the information and explanations given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31st March 2011, for a period of more then six months from the date they became payable. b. According to the information and explanations given to us there is no disputed dues of sales tax/income tax/custom tax/wealth tax/excise duty/Cess have been deposited on account of any dispute.

(ix) The Company has no accumulated losses as at 31st March 2011, and not incurred any cash losses in the year, however has incurred cash losses of Rs 75,256/- in the immediately preceding financial year.

(x) Company has not granted loan against pledge of shares, debentures and other securities; hence question of Maintenance of adequate documents and records of pledge of shares, debentures and other securities, does not arise.

(xi) According to the information and explanations given to us, the Company has not given any guarantee during the year for loans taken by others from banks or financial institutions.

(xii) The Company has not availed any term loans facility during the year, hence, question of using of it for the purposes for which they were obtained does not arise.

(xiii) The company has maintained proper records of transactions and contracts in respect of trading in shares, debentures, and other securities and timely entries have been made therein, if any. The investments are held by the company in its own names except those allowable under section 49 of the Companies Act, 1956.

(xiv) On the basis of an overall examination of the balance sheet of the Company, in our opinion and according to the information and explanations given to us, there are no funds raised as working capital loans (short term loans) that have been used for long-term investment and vice versa.

(xv) The Company has not made any preferential allotments, of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

(xvi) During the course of our examination of the books and records of the Company, carried oat in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such - case by the management.

(xvii) The other clauses, namely (viii), (xiii), (xix) and (xx) of paragraph 4 of the Companies (Auditor's Report) Order 2003 are not applicable in the current year. Since in our opinion there is no matter which arises to be reported in the aforesaid order.

For Chaitanya C. Dalai & Co Chartered Accountants

Chaitanya C. Dalai

Partner

Membership No. 35809

Firm's Registration No.: 101632W

Place: Mumbai Date: 29th July 2011.

---

Mar 31, 2010

We have audited the attached Balance Sheet of SAGAR SYSTECH LIMITED as at 31st March, 2010 and Profit and Loss Account and Cash Flow as on that date for the period ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. These Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement(s). An audit includes examining on a test basis, evidence supporting the amount and disclosure in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

And we report that:

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 enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order, to the extent applicable to the company.

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

a. We have obtained all the information and explanation, 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 appears from our examination of those books.

c. The Balance Sheet and Profit and Loss Account and cash flow statement dealt with by this report are in agreement with the books of account.

d. In our opinion the Balance Sheet and Profit and 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.

e. On the basis of written representation received from the directors, and taken on record by the Board of Directors, none of the directors is disqualified as on 31s March 2009 from being appointed as director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956.

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

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

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

(c) In the case of cash flow statement, of the cash flows for the year ended on that date.

Annexure to the Auditors Report Re: Sagar Systech Limited

As required by the Companies (Auditors Report) Order 2003 including the Companies (Auditors Report) (Amendment) 2004 issued by the Central

Government of India in term of Section 227(4A) of the Companies Act 1956 and on the basis of such checks as we considered appropriate we report that: -

(i) a. The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets. b.These fixed assets have been physically verified by the management at reasonable intervals; and no material discrepancies were noticed on such verification. c.As per the information and explanations given to us, during the year, the Company has not disposed off any substantial part of fixed assets that would affect the going concern.

(ii) The Company did not carry any inventory during the year. Accordingly, the clauses as to physical verification of inventory at reasonable intervals, the procedures of physical verification of inventory followed by the management, and maintenance of proper records of inventory are not applicable.

(iii) The Company has neither taken nor granted any unsecured loans to any party covered in the register maintained under section 301 of the Act. Since unsecured loans neither taken nor granted to any party covered in the register maintained under section 301 of the Act reporting under Clause (b), (c), and (d) are not required.

(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 for the purchase of fixed assets and revenue recognition. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal procedures.

(v) .a. In our opinion and according to the information and explanations given to us. The transactions that need to be entered into the register in pursuance of Section 301 of Act 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 into the register in pursuance of Sections 301 of the Act and exceeding the value of Rupees Five Lakh in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time. (vi) The Company has not accepted any deposits from public; hence , question of complying with the directives issued by Reserve Bank of

India and the provisions of Sections 58A and 58AA of the Act and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable.

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

(viii) a.The Act relating to ESIC, and PF are not applicable to the company and According to the information and explanations given to us and the records of the company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues including investor education and protection fund, income tax, sales-tax, wealth tax, customs duty, excise duty, Cess and other material statutory dues as applicable with the appropriate authorities. According to the information and explanations given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31st March 2010, for a period of more then six months from the date they became payable.

b.According to the information and explanations given to us there is no disputed dues of sales tax/income tax/custom tax/wealth tax/excise duty/Cess have been deposited on account of any dispute.

(ix) The Company has no accumulated losses as at March 31, 2010 but it has incurred cash losses of Rs. 75,256/- in the financial year ended on that date and in the immediately preceding financial year.

(x) Company has not granted loans against pledge of shares, debentures and other securities; hence question of Maintenance of adequate documents and records of pledge of shares, debentures and other securities, does not arise.

(xi) According to the information and explanations given to us, the Company has not given any guarantee during the year for loans taken by others from banks or financial institutions.

(xii) The Company has not availed any term loans facility during the year, hence, question of using of it for the purposes for which they were obtained does not arise.

(xiii) The company has maintained proper records of transactions and contracts in respect of trading in shares, debentures, and other securities and timely entries have been made therein. The investments are held by the company in its own names except those allowable under section 49 of the Companies Act, 1956.

(xiv) On the basis of an overall examination of the balance sheet of the Company, in our opinion and according to the information and explanations given to us, there are no funds raised as working capital loans (short term loans) that have been used for long-term investment and vice versa.

(xv) The Company has not made any preferential allotments of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

(xvi) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the management.

(xvii) The other clauses, namely (viii), (xiii), (xix) and (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable in the current year. Since in our opinion there is no matter which arises to be reported in the aforesaid order.

For Chaitanya C. Dalai & Co.

Chartered Accountants

Chaitanya C. Dalai

Partner

Membership No. 35809

Firms Registration No.: 101632W

Place: Mumbai

Date:

---

Mar 31, 2009

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

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

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order, to the extent applicable to the company.

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

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

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

(iii) The Balance Sheet and Profit and Loss Account and cash flow statement dealt with by this report are in agreement with the books of account

(iv) In our opinion the Balance Sheet and Profit and Loss Account and casfi 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.

(v) On the basis of written representation received from the directors, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2009 from being appointed as director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956.

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

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

(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 cash flow statement, of the cash flows for the year ended on that date.

ANNEXURE REFERRED TO IN PARAGRAPH OF OUR REPORT OF EVEN DATE

i) (a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets,

(b) These fixed assets have been physically verified by the management at reasonable intervals; and no material discrepancies were noticed on such verification

(c) As per the information and explanations given to us, during the year, the Company has not disposed off any substantial part of fixed assets that would affect the going concern.

ii) The Company did not carry any inventory during the year. Accordingly, the clauses as to physical verification of inventory at reasonable intervals, the procedures of physical verification of inventory followed by the management, and maintenance of proper records of inventory are not applicable. iii) (a) The Company has neither taken nor granted any unsecured loans to any party

covered in the register maintained under section 301 of the Act. Since unsecured loans neither taken nor granted to any party covered in the register maintained under section 301 of the Act reporting under Clause (b) , (c), and (d) are not required.

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 for the purchase of fixed assets and revenue recognition. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal procedures.

v) (a) In our opinion and according to the information and explanations given to us. The transactions that need to be entered into the register in pursuance of Section 301 of Act, 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 into the register in pursuance of Sections 301 of the Act and exceeding the value of Rupees Five Lakhs in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi) The Company has not accepted any deposits from public, hence question of complying with the directives issued by Reserve Bank of India and the provisions of Sections 58A and 58AA of the Act and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable.

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

viii) a). The Act relating to ESIC, and PF are not applicable to the company and According to the information and explanations given to us and the records of the company examined by us, in our opinion , the Company is regular in depositing the undisputed statutory dues including investor education and protection fund, income tax , sales-tax, wealth tax, customs duty, excise duty, cess and other material statutory dues as applicable with the appropriate authorities. According to the information and explanations given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31sl March 2009, for a period of more then six months from the date they became payable.

b). According to the information and explanations given to us there is no disputed dues of sales tax/income tax/custom tax/wealth tax/excise duty/cess have been deposited on account of any dispute.

ix) The Company has no accumulated losses as at March 31, 2009 and it has not incurred cash losses in the financial year ended on that date and in the immediately preceding financial year.

x) According to the records of the company examined by us and information and explanation given to us there is a dispute between the company and Madhavpura Mercantile Co-operative Bank Ltd on certain issues relating to the repayment of dues of Rs. 2.86 lacs and as reported in note no. B(2). It is not possible for us to determine whether there is default in repayment of dues to Madhavpura Mercantile Co-operative Bank Ltd.

xi) Company has not granted loans against pledge of shares, debentures and other securities, hence question of Maintenance of adequate documents and records of pledge of shares, debentures and other securities, does not arise.

xii) According to the information and explanations given to us, the Company has not given any guarantee during the year for loans taken by others from banks or financial institutions.

xiii) The Company has not availed any term loans facility during the year, hence, question of using of it for the purposes for which they were obtained does not arise.

xiv) The company has maintained proper records of transactions and contracts in respect of trading in shares, debentures, and other securities and timely entries have been made therein. The investment are held by the company in its own names except allowable under section 49 of the Companies Act, 1956.

xv) On the basis of an overall examination of the balance sheet of the Company , in our opinion and according to the information and explanations given to us, there are no funds raised as working capital loans (short term loans) that have been used for long-term investment and vice versa.

xvi) The Company has not made any preferential allotments of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

xvii) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the management.

xviii) The other clauses, namely (viii), (xiii), (xix) and (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable in the current year since in our opinion there is no matter which arises to be reported in the aforesaid order.

For Chaitanya C. Dalai & Co.

Chartered Accountants

(Chaitanya C. Dalal)

Partner

Membership No.35809

Place: Mumbai

Date : 31st July 2009.

---

Mar 31, 2008

We have audited the attached Balance Sheet of Sagar Systech Limited as at 31st March 2008 and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order, to the extent applicable to the company.

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

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

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

(iii) The Balance Sheet and Profit and Loss Account and cash flow statement with by this report are in agreement with the books of account

(iv) In our opinion the Balance Sheet and Profit and 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.

(v) On the basis of written representation received from the directors, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2008 from being appointed as director in terms of clause (g) of sub section (I) 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 notes thereon give the information required by the Companies Act, 1956, in the manner so required and in conformity with the accounting principles generally accepted in India and give a true and fair view :

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 3 Is1 March, 2008 and

(b) in the case of the Profit and Loss Account, of the profit 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 REFERRED TO IN PARAGRAPH OF OUR REPORT OF EVEN DATE

i) (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets,

(b) These fixed assets have been physically verified by the management at reasonable intervals; and no material discrepancies were noticed on such verification

(c) As per the information and explanations given to us, during the year, the Company has not disposed off any substantial part of fixed assets that would affect the going concern.

ii) The Company did not carry any inventory during the year. Accordingly, the clauses as to physical verification of inventory at reasonable intervals, the procedures of physical verification of inventory followed by the management, and maintenance of proper records of inventory are not applicable.

iii) (a) The Company has neither taken nor granted any unsecured loans to any party covered in the register maintained under section 301 of the Act. Since unsecured loans neither taken nor granted to any party covered in the register maintained under section 301 of the Act reporting under Clause (b) , (c), and (d) are not required.

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 for the purchase of fixed assets and revenue recognition. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal procedures.

v) (a) In our opinion and according to the information and explanations given to us.

The transactions that need to be entered into the register in pursuance of Section 301 of Act, 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 into the register in pursuance of Sections 301 of the Act and exceeding the value of Rupees Five Lakhs in respect of any party during the year, have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

vi) The Company has not accepted any deposits from public, hence question of complying with the directives issued by Reserve Bank of India and the provisions of Sections 58A and 58AA of the Act and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable.

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

viii) a). The Act relating to ESIC, and PF are not applicable to the company and According to the information and explanations given to us and the records of the company examined by us, in our opinion , the Company is regular in depositing the undisputed statutory dues including investor education and protection fund, income tax , sales-tax, wealth tax, customs duty, excise duty, cess and other material statutory dues as applicable with the appropriate authorities. According to the information and explanations given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31st March 2008, for a period of more then six months from the date they became payable. b). According to the information and explanations given to us there is no disputed dues of sales tax/income tax/custom tax/wealth tax/excise duty/cess have been deposited on account of any dispute.

ix) The Company has no accumulated losses as at March 31, 2008 and it has not incurred cash losses in the financial year ended on that date and in the immediately preceding financial year. . ¦ .

x) According to the records of the company examined by us and information and explanation given to us there is a dispute between the company and Madhavpura Mercantile Co-operative Bank Ltd on certain issues relating to the repayment of dues of Rs. 2.86 lacs and as reported in note no. 2. It is not possible for us to determine whether there is default in repayment of dues to Madhavpura Mercantile Co-operative Bank Ltd.

xi) Company has not granted loans against pledge of shares, debentures and other securities, hence question of Maintenance of adequate documents and records of pledge of shares, debentures and other securities, does not arise.

xii) According to the information and explanations given to us, the Company has not given any guarantee during the year for loans taken by others from banks or financial institutions.

xiii) The Company has not availed any term loans facility during the year, hence, question of using of it for the purposes for which they were obtained does not arise.

xiv) The company has maintained proper records of transactions and contracts in respect of trading in shares, debentures, and other securities and timely entries have been made therein. The investment are held by the company in its own names except allowable under section 49 of the Companies Act, 1956.

xv) On the basis of an overall examination of the balance sheet of the Company , in our opinion and according to the information and explanations given to us, there are no funds raised as working capital loans (short term loans) that have been used for long-term investment and vice versa.

xvi) The Company has not made any preferential allotments of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year.

xvii) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the management.

xviii) The other clauses, namely (viii), (xiii), (xix) and (xx) of paragraph 4 of the Companies (Auditors Report) Order 2003 are not applicable in the current year since in our opinion there is no matter which arises to be reported in the aforesaid order.





For Chaitanva C Dalal & Co. Chartered Accountants

(Chaitanya C )

Partner

Membership No.35809

Place: Mumbai

Date : 23rd July 2008