We have audited the attached Balance Sheet of MARKET CREATORS LIMITED as on 31st March, 20l4 and also the Profit and Loss Account for the year ended on that date annexed thereto. These financial statements arc 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. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of materia misstatement. An audit includes assessing the accounting principles used and significant estimates made by the management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable bast for our opinion.

1. As required by the companies ( Auditor's Report) order, 2003, (read with amendments Order 2004) issued by the Central Government of India in terms of Section 227(4A) 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,

2 Further to our comments in the Annexure referred to in paragraph 1 above, we report that:

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

b) In our opinion, proper books of accounts as required by the law have been kepi by the company so fa as appears from our examination of such books.

c) The Balance Sheet and Profit and Loss account dealt with by this report are in agreement with the books of accounts of the company.

d) in our opinion, the Profit and Loss account and Balance Sheet dealt with by this report comply with the accounting standards referred to in Sub-section (3C) of Section 211 of the Company's Act, 1956 so far as it is applicable to the company.

c) On the basis of written representations received from the Directors as on 31st March, 2014 and taker on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2014 from being appointed as a Director in terms of Clause (g) of Sub-section (1) of Section 274of 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 read together with the accounting policies followed and notes thereon, give the information as required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i. In the case of the Balance Sheet, of the state of affairs of the company as on 31st March, 2014; and

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

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

ANNEXURE TO THE AUDITOR'S REPORT

(Referred to in paragraph I of our report of even date on the Accounts of Market Creators Limited, as on 31st March, 2014)

i. The company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets. All the assets have been physically verified by the management during the year at reasonable intervals and no discrepancies have been noticed on such verifications. No substantial part of Fixed Assets has been disposed off during the year, which has bearing on the going concern assumption.

ii. The company's nature of operation is such that Clause 4(ii) of the aforesaid order is not applicable to the company.

(a) The company has not granted any loans, secured or unsecured to the companies, firms or other parties listed in the Register maintained u/s301 of the Companies Act, 1956. and in view of this sub clause (b), (c) & (d) are not applicable to the company.

(b) According to the information and explanations given to us, we are of the opinion that the rate of interest and terms and conditions of loans taken by the company are prima facie not prejudicial to the interest of the company.

(c) The company is repaying the principal amount as stipulated and is also regular in payment of the interest. There is no overdue amount of loan taken from the party listed in the Register maintained u/s 301 of the Companies Act, 1956.

iii. 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 Fixed Assets. During the course of our audit, no weakness has been noticed in the internal controls.

iv. In our opinion and according to the information and explanations given to us, the transactions that need to be entered in the register in pursuance of Section 301 of the Act have been entered and the transactions have been made at prices which are reasonable with regard to the prevailing market prices at the relevant time.

v. The company has not accepted any deposits from the public, hence, the provisions of Section 58A and 58AA of the Companies Act, 1956 and rules there-under are not applicable to the company.

vi. In our opinion, the company hits an internal audit system commensurate with the size and nature of is business.

vii. According to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under Clause (d) of Sub-section (1) of Section 209 of the Companies Act, 1956 in respect of services carried out by the company.

viii. According to the information and explanations given to us, and on the basis of our examination of the books of accounts, the company has been regular in deposidng with the appropriate authorities undisputed statutory dues applicable to it.

ix. According to the information and explanations given to us, no undisputed dues in respect of Income Tax, Excise duty (Service Tax) were outstanding on 31-3-2014 for a period of more than six months from the date they became payable,

x. According to the information and explanations given to us, there are no dues in respect of Income Tax, Excise duty (Service Tax) that have not been deposited with the appropriate authorities.

XL The company docs not have accumulated losses at the end of the Financial year in excess of fifty percent of its net worth and has not incurred Cash losses in the Financial year and in the Financial year immediately preceding such Financial year.

xii. The company has not defaulted in repayment of dues to a Financial Institution or Bank or Debenture holders as the company has neither taken any loans from a Financial Institution or a Bank nor has issued any Debentures. Accordingly Clause 4(xi) of the aforesaid order is not applicable to the company.

Xiii. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures or other securities. Accordingly Clause No. 4(xii) of the aforesaid order is not applicable to the company.

XiV. The company is not a chit fund, Nidhi or mutual benefit fund or a society. Accordingly Clause 4(xiii) of the aforesaid order is not applicable to the company,

XV. The company is not dealing or trading in shares, securities, debentures or other investments. Accordingly Clause 4(xiv) of the aforesaid order is not applicable to the company.

xvi. The company has not given any guarantee for loans taken by others from Banks or Financial Institutions. Accordingly Clause 4(xv) of the aforesaid order is not applicable to the company.

XVII. The company has not obtained any term loans during the year. Accordingly Clause 4(xvi) of the aforesaid order is not applicable to the company.

XVIII. The company has not raised any funds on shortterm basis. Accordingly Clause 4(xvii) of the aforesaid order is not applicable to the company.

XIV. 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. Accordingly Clause 4(xviii) of the aforesaid order is not applicable to the company.

XX. The company has not issued any debentures. Accordingly Clause 4(xix) of the aforesaid order is not applicable to the company.

XXI. The company has not raised any money by public issues during the year. Accordingly Clause 4(xx) of the aforesaid order is not applicable to the company.

XXII. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For SHAH & TALATI Chartered Accountants ICAT Registration No: 120183W

S/d CA HITESH K. SHAH PARTNER (Membership No. 43521) Place: Nadliad Date: 09th May, 2014