2 We conduct our audit in accordance with the 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 basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003(as amended) 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.

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

(i) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the 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, Profit and Loss Account dealt with by this report are in agreement with the books of account

(iv) In our opinion, the Balance Sheet, Profit and Loss Account 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 representations received from the directors, as on31st March 2007 and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March 2007 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956.

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

(a) In the case of the Balance Sheet of the state of affairs of the company as at 31st March 2007.

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

ANEXURE TO THE REPORT OF THE AUDITORS TO THE MEMBERS

Referred to in paragraph 3 of our report of even date, we state that

i) (a) The company has maintained proper records showing full particular including quantitative details and situation of fixed assets on the basis of information available.

(b) We are informed that fixed assets have been physically verified by the management during the year There is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) There has been no substantial disposal of Fixed assets during the year which has affected the going concern status of the company.

[ii) (a) The stock of software packages have been physically verified by the management at reasonable intervals during the year. In our opinion and as per explanations given to us frequency of the verification is reasonable.

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

(c) In our opinion and according to the information and explanation given to us the company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification between physical stock and book records.

(iii) (a) The company has not granted loan to any company covered in the register maintained under section 301 of the Companies Act, 1956. So the Clause 4 (iii)(b),(c) & (d) of Company (Auditors Report) Order, 2003(as amended) are not applicable to the company.

(e) The Company has not taken any loan secured or unsecured from companies .firms or other parties covered in the register maintained under Section 301 of the Companies Act 1956 So the Clause 4 (iii)(f), (g) of Company (Auditors Report) Order,2003(as amended) 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 with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services . During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

(v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of

the Companies Act 1956 have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

(vi) The company has not accepted any deposits during the year and consequently the provision of

section 58A and 58AA of the companies Act 1956 and the rules framed hereunder are not applicable.

(vii) In our opinion, the company has an internal audit system commensurate with the size of the

company and nature of its business.

(viii) According to the information and explanation given to us the maintenance of Cost Record has not

been prescribed by the central Government u/s 209(1 )(d) of the Companies Act 1956 for any of the activities of the company.

(ix) (a) According to the information and explanation given to us the company is generally regular in depositing with appropriate authorities undisputed statutory dues including income tax, sales tax, wealth tax, custom duty, excise duty, cess and other material statutory dues as applicable to it and there is no undisputed amounts payable in respect of Income Tax, Service Tax, Wealth Tax, Sales Tax, Customs Duty, Excise Duty and Cess as at 31st March, 2007 for a period of more than six months from the date they become payable except Professional Tax amounting to Rs. 16,680 /- which were outstanding for more than six months as on 31st March,2007.

(b) According to the information and explanation given to us, there are no dues of sale tax, income tax, customs duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company does not have any accumulated losses. The company has not incurred cash losses

during the current and immediately preceding financial year.

(xi) According to the information and explanations provided to us the company has no outstanding dues

to financial institutions, banks or debetureholders except the under mentioned claims of Banks which are in dispute and pending.

Bank                    Nature

Union Bank of India      Bank
                         Guarantee
Bank of Baroda           Bank
                         Guarantee

Amount                             Remark

(xii) In our opinion and according to the information and explanations provided to us 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) In our opinion and according to the information and explanations provided to us the nature of

activities of the company does not attract any special statute applicable to Chit Fund and Niddhi/ Mutual Benefit Fund / Society.

(xiv) Based on our examination of records and the information and explanation given to us the company

has not dealt/traded in shares, securities, debentures and other securities during the year.

(xv) In our opinion and according to the information and explanations provided to us the company has not

given any guarantee for loans taken by others from banks or financial institutions.

vi) The Company has not accepted any term loan during the year.

vii) According to the information and explanations given to us and Cash Flow Statement and other

records of the company examined by us, we report that the company has not raised funds, short term or long term during the year.

viii) The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained u/s 301 of the Companies Act 1956

ix) The Company has not issued any debentures till date.

x) The Company has not raised any money through public issue during the year.

xi) According to the information and explanation given to us, no fraud on or by the Company has been noticed or reported during the course of our audit

                                                  murgesh Kabra & Co. 
                                                hartered Accountants

                
                                                  murgesh Kabra
                                              coprietor membership
                                                 No. 44075