Management's responsibility for the Financial Statements

The Company's Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956 ("the Act") ( Which continue to be applicable in respect of section 133 of Companies Act, 2013 in terms of circular 15/2013 dated 13.09.2013 of the Ministry of Corporate Affairs as well as per circular 08/2014 dated 04.04.2014 of the Ministry of Corporate Affairs). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

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

Basis for Qualified Opinion

Reference is invited to Note No. 20 wherein, management has given reasons for presenting financial statements on the principles applicable to going concern, which in our opinion is based upon happening of certain future events on which we are unable to form such an opinion.

Matter of Emphasis

We draw attention without qualifying the report to the following matters:

a) During the F.Y. 2012-13, a Bank Guarantee invoked by customers of Rs. 191.65 Million in August 2012, which is being contested before High Court of Punjab & Haryana at Chandigarh, has been referred to arbitration. ( Note No. 22 )

b) The entire expenditure incurred at or for contract sites are shown under "Contract Costs" without classifying the same under nominal heads of expenditure. ( Note No. 33 )

c) Post 31st March 2014, various Bank Guarantees aggregating to Rs. 353.44 Million issued by the Company towards performance / mobilization advance / security has been invoked by various clients / vendors.

In our opinion the accounts read with the observations in the paragraph above " Basis for Qualified Opinion and Matter of Emphasis", give a true and fair view.

(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 loss 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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2003 ("the Order"), as amended, 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 sub-section (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.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph 1 of our report of even date)

(i) The Company has maintained proper records to show full particulars including quantitative details and location of fixed assets.

As per the information and explanations given to us, the fixed assets of the Company have been physically verified by the management at reasonable intervals and no serious discrepancies between the book records and physical verification were noticed. During the year the Company has not disposed off any substantial / major part of fixed assets.

(ii) a) As per the information and explanations given to us, the inventories of consumables and spare parts have been physically verified by the management at reasonable intervals during the year.

b) In our opinion and as per the information and explanations given to us, procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) The Company is maintaining proper records of inventories. In our opinion, discrepancies noticed on physical verification of inventory were not material in relation to the operations of the Company and the same have been properly dealt with in the books of account.

(iii) The Company has not granted / taken any loans, secured or unsecured, to / from companies, firms or other parties as listed in the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clause (iii) (b) to (iii) (d) of paragraph 4 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 with regard to purchase of inventory and fixed assets and for the sale of goods.

(v) Based on the audit procedures applied by us and according to the information and explanations provided by the Management, we are of the opinion that there are no transactions that need to be entered in the Register maintained under Section 301 of the Companies Act, 1956.

(vi) As the Company has not accepted any deposits from the public within the meaning of the provisions of Section 58A and 58AA of the Companies Act, 1956 and rules made there under, clause (vi) of the order is 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) The maintenance of cost records for certain sites and areas, pursuant to Section 209(1)(d) of the Companies Act, 1956 are applicable to the Company and are broadly maintained by the Company.

(ix) (a) (i) As part of the Company's work is carried out at various sites and collection of data regarding Provident Fund dues takes time. It is the practice of the Company to deposit a lump sum amounts against these dues and adjust the excess or deficit payments periodically after ascertaining details.

Further, there is delay in remittance of Outstanding Provident Fund dues. Provident Fund outstanding as on March 31,2014 is Rs. 60.35 Million including Employees Deposit Linked Insurance, for the current period.

(ii) As informed to us, provisions of Employees' State Insurance Scheme ( E.S.I.) are not applicable to the Company, except in respect of eight sites where Company is yet to deposit Rs. 0.38 Million .

(iii) According to information and explanations given to us, following statutory payments are outstanding for more than six months, from due date of payment -

- Service Tax Rs.276.72 Million ( excluding interest ) .

- Provident Fund Rs. 40.75 Million

- T.D.S. Rs 12.66 Million

- Profession Tax Rs. 0.79 Million

- E.S.I. Rs. 0.08 Million

- Employee's Deposit Linked Insurance Rs. 5.69 Million relating to earlier years.

- Gratuity Rs. 4.84 Million

(b) According to the information and explanations given to us, details of the amounts due on account of dispute in respect of Sales Tax and Income Tax dues as of March 31,2014, have not been deposited with the authorities and the forum where the disputes are pending as given below :

Sr. Particulars  Nature of  Financial   Amount       Forum where
No.              the Dues   Year to     Outstanding  dispute is
                            which the   (Rs.Million) pending
                            Amounts 
                            Relate 

1 Sales Tax      Sales
  & other        Tax        1987 - 2014   391.88     Sales Tax , 
  Indirect       Service                             Central Excise
  Taxes          Tax,                                and Customs
  Customs                                            Authorities in
                                                     Various States

2 Sales Tax      Sales Tax
  Deferral                  1987 - 1994    53.86     High Court,
  Scheme                                             Mumbai

3 Income         Income     2008-09         0.68     Commissionern of     
  Tax            Tax        2009-10       198.98     Income Tax, Pune

(x) In the current financial year ended March 31,2014 the company had incurred a cash loss. There was no cash loss in the immediately preceding financial year.

(xi) In the current financial year ended March 31,2014 , there was a delay in repayment of Bank Loan Installments together with Interest aggregating to Rs. 122.40 Million along with devolved Letter of Credits outstanding of Rs. 113.14 Million.

(xii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on basis of security by way of pledge of shares, debentures and other securities.

(xiii) Clause (xiii) of the order is not applicable to the Company as the Company is not a Chit fund company or nidhi / mutual benefit fund/ society.

(xiv) Clause (xiv) of the order is not applicable to the Company, as the Company is not dealing or trading in shares, securities, debentures and other investments.

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

(xvi) Based on audit procedures and on the information given by the Management, we report that during the year Company has availed Term Loan, as per Terms of sanction by bank.

(xvii) During the year under purview the Company has not made any long term Investments out of funds raised on short-term basis or vice versa.

(xviii) The Company has not made any preferential allotment of shares during the year.

(xix) Clause (xix) of the order is not applicable to the Company, as the Company has not issued any debentures.

(xx) The Company has not raised any money by public issues during the year covered by our report.

(xxi) As per the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For M/s. V. P. MEHTA & Co. CHARTERED ACCOUNTANTS ( Firm Registration No.106326 W )

VIPUL P. MEHTA ( PROPRIETOR ) Mem. No. 035722 Mumbai November 19, 2014