We have audited the accompanying financial statements of MAHESH AGRICULTURAL IMPLIMENTS & STEEL FORGING LTD ("the Company"), which comprise the Balance Sheet as at March 31, 2014. the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, 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"). 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 lor our audit opinion.

Opinion

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

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

(b) in the case of the Profit and Loss Account, of the 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.

Report on Other Legal and Regulatory Requirements

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 [and proper returns adequate for the purposes of our audit have been received from branches not visited by us];

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 land with the returns received from branches not visited by us]

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.

f. Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

The Annexure referred to in paragraph 1 of the Our Report of even date to the members of MAHESH AGRICULTURAL IMPLIMENTS & STEEL FORGING LTD 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:

1. (a) The company has generally maintained proper records showing full particulars including quantitative details and situation of its fixed assets.

(b) As explained to us, fixed assets, according to the practice of the company, have been physically verified by the management at reasonable intervals in a phased verification programme, which our opinion, is reasonable looking to the size of the company and nature of its assets. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, no fixed asset has been disposed during the year and therefore does not affect the going concern assumption.

2. On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we report that as the company does not have any inventories. Therefore, clause (ii) (a), (b), (c) of the order does not apply to the company.

3. (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 unsecured loan to any parties covered in the register maintained under Section 301 of the Companies Act, 1956. Consequently the provisions of clauses iii(b), (c) and (d) of the order are not applicable to the company.

(b) 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 from companies firms or other parties listed in the register maintained under Section 301 of the Companies Act. 1956.

4. In our opinion and according to the information and explanations given to us, there is generally an adequate internal control procedure commensurate with the size of the company and the nature of its business with respect to fixed assets and payment for expenses. The company does not have any inventory and has not sold any goods during the year. During the course of our audit, no major instance of continuing failure to correct any weaknesses in the internal controls has been noticed.

5. 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 were no transactions during the year that require to be entered in the register under section 301 of the Act.

6. In our opinion and according to the information and explanations given to us, the company has not accepted deposits from the public, and therefore the questions of compliance of the provisions of Section 58A and 58 AA of the Companies Act. 1956 and the rules framed there under and the directives issued by the Reserve Bank of India does not arise. No order has been passed by Company Law Board, Reserve Bank of India or any Court or any other Tribunal.

7. According to the information and explanation given to us and on the basis of such checks as we considered appropriate, the company has not continued operations and therefore no comment is required with respect to internal audit system.

8. According to the information and explanations given to us as the company has not continued its operations. Hence, the provisions of section 209(1)(d) of the companies Act, 1956 do not apply to the company. Hence in our opinion, no comments are required on maintenance of cost records under of section 209(1 )(d) of the companies Act, 1956.

9. (a) According to its records it is observed that the company is generally regular in depositing undisputed statutory dues including Income Tax, Sales Tax and any other material statutory dues with the appropriate authorities. Statutory dues in respect of Excise duty, Customs duty, Wealth Tax, Provident Fund, Employees' State Insurance and Service Tax were not applicable to the company during the year.

(b) According to the information and explanations given to us, there are no dues in respect of Income Tax, Value Added Tax, Service Tax, Excise Duty, Customs Duty, Wealth Tax, Cess and other statutory dues are outstanding as on 31st March, 2014 which were due for a period of less than six months from the date they became due. There are no disputes with any of the above authorities.

10. The Company does not have accumulated losses nor incurred cash losses during the financial year covered by our audit but has incurred cash losses in the immediately preceding financial year. The accumulated losses do not exceed fifty percent of the net worth of the company during the year under review.

11. In our opinion and according to the information and the explanations given to us, we are of the opinion that, the company has not borrowed any money from banks and financial institution nor has issued any debentures. Hence, no comment is required under this clause.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares debentures and other securities.

13. As informed to us the provisions of any special statute applicable to chit fund are not applicable to the Company.

14. The company is not dealing or trading in shares securities, debentures and other investments, therefore, the question of maintaining records in respect of transactions and contracts does not arise

15. In our opinion and according to the information and explanations given to us, the company has not given guarantees for the loans taken by others from banks. Therefore no comment is required under this clause.

16. On the basis of the records examined by us, the Company has not raised any funds by way of term loans.

17. According to the information and explanations given to us and on an overall examination of the Financial Statements of the Company and after placing reliance on the reasonable assumptions made by the Company for classification of long term and short term usages of funds, we are of the opinion that, prima-facie, as at the close of year, no short term funds have been utilised for long term purposes, and vice - versa. I

18. The Company has made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

19. The Company has not issued any non convertible redeemable debentures during the year.

20. The Company has not raised any money by public issue except preferential allotment during the year.

21. Based on the audit procedures performed and the information and explanations given to us. we report that no fraud on or by the Company has been noticed or reported during the year, nor have we been informed of such case by the management.

Place : Ahmedabad                        For V.D. Shukla & Co.
Date : 30/05/2014                        Chartered Accountants
                                         Firm Registration No.: 110240W

                                         Vimat D. Shukla
                                         (Proprietor)
                                         Membership No. : 036146