T o the Members of Amba Enterprises Limited

Report on the Financial Statements

We have audited the accompanying Financial Statements of Amba Enterprises Limited Company)’, which comprise the Balance Sheet as 31^st March, 2016, Statement of Profit and Loss, 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

The Company’s Board of Directors is responsible for the matters stated in Section B4(5) of the Companies Act, 2013 (the Act)’ with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flow of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section BB of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also include 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.

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section of the Act and other applicable authoritative pronouncement issued by the Institute of Chartered Accountant of India. Those Standards require the company 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 the disclosures in the financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk statements, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, 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 on the financial statements.

Basis for Qualified Opinion

As per AS 15 Employees Benefits, a company is required to get actuarial certificate at least once during the financial year for retirement and other benefits. Also “Defined benefits obligations” in nature of Gratuity and Leave encashment are to be accounted on accrual basis. Leave encashment and Gratuity are accounted on cash basis by the company and not on accrual basis as per an actuarial certificates. The Company has also not obtained an actuarial certificate during the financial year.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the aforesaid 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 parties generally accepted in India, of the state of affairs of the Company as ^31st March, 2016 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

. As required by the Companies (Auditors Report) Order, 206 (the Order)’, issued by the Central Government of India in terms of sub section-on (II) of section 4-3 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure B a statement on the matters specified in the paragraph 3 and 4 of the Order to the extent applicable.

2 As required by Section 43 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations 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 it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the financial statement s.

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 33 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written represent received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 64 (2) of the Act.

(f) With respect to 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 A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial control over financial reporting.

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

i. The Company has disclosed the impact, if any, of pending litigation as 31^st March, 2016 on the financial position in its financial statement Refer to Note no. 22 of the Financial Statements;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection F und by the Company.

ANNEXURE “B” TO INDEPENDENT AUDITORS’ REPORT - 31^st MARCH 2016

(Referred to in Paragraph 1 under the heading of Report on Other Legal and Regulatory Requirements’ ‘section of our report of even date)

Report on Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central Government in terms of Section 143(11) of the Companies Act, 2013 (‘the Act’) of Amba Enterprises Ltd

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets.

(b) The fixed assets were physically verified in the year by the Management accordance with a regular programme of verification. In our opinion, periodicity of physical verification is reasonable having regard to the size company and the nature of its assets. No material discrepancy noticed on such verification.

(c) In our opinion and according to information and explanation given to us and on the basis of an examination of the record of the Company, the title deeds of immovable properties are held in the name of the Company.

(ii) (a) The inventory excluding stocks with third parties has been physically verify the Management during the year. In respect of inventory lying with third these have substantially been confirmed by them. In our opinion, the frequency of verification is reasonable.

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

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, limited liability partnerships or other parties covered in the Register maintained under Section B9 of the Act.

(iv) The Company has not granted loans or made investment over any guarantee or security as covered in the provisions of section 135 and 136 of the Companies Act, 2013 therefore, Clause (IV) of the order is not applicable to the company.

(v) The Company has not accepted deposits during the year and does not any) unclaimed deposits as at March 31, 2013 and therefore, the provisions of clause 3 (v) of the Order are not applicable to the Company.

(vi) The aggregate value of turnover of the Company during the immediate preceding financial year did not emcee rupees thirty five crores and therefore provisions of Companies (Cost Accounting Records) Rules, 2014 notified by ' Central Government under Section 48 of the Act are not applicable to Company for the current financial year.

(vii) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing the undisputed statutory dues in respect of sales tax including value added tax, state insurance, income tax, service tax, duty of customs, duty excise, cess and other material statutory dues, as applicable, with the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Employees. S Insurance, Income Tax, Sales Tax Value Added Tax, Service Tax, duty to Customs, duty of Excise, Cess and other material statutory dues in arrears as at March 3} 206) for a period of more than six months from the date they become payable.

^(c) Details of dues of Income Tax and Value Added To which have not been deposited as at March 3} 206) on account of dispute are given below:

There were no dues of Service Tax, duty of Customs, duty of Excise an< which have not been deposited as at MarB^h2C5) on account of dispute.

(viii) In our opinion and according to the information and explanation given to us, the Company has not defaulted in the repayment of loans or borrowings to bank: Company does not have any loans or borrowings financial institutions o government and has not issued any debentures.

(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause 3 (ix) of the order is not applicable.

(x) During the course of our examination of the books and records of the Com carried out in accordance with the generally accepted auditing practices in and according to the information and explanations given to customer neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have w informed of any such case by the Management.

(xi) In our opinion and according to the information and explanation given to us, t Company has paid / provided managerial remuneration are within the provider of section 197 read with Schedule V to the Act.

(xii) The Company is not a Nidhi Company and hence reporting under clause 3(x) the Order is not applicable.

(xiii) The Company has entered into transaction with the related parties in compliance with provisions of Section 177 and 188 of the Act. The details of such real party transactions have been disclosed in the financial statements required under Accounting Standard (AS) 18, Related Party Disclosures specified u section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules,2014-.

(xiv) During the year, the Company has not made any preferential allotment or ] placement of shares or fully or partly convertible debentures and hence rep under clause 3(xiv) of the order is not applicable to the Company.

(xv) According to the information and explanation given to us and based on our examination of the records the Company, during the year the Company has not entered into any noncash transactions with its Directors or person connect Directors and accordingly paragraph 3(xv) of the Order is not applicable.

(xvi) The Company is not required to be registered Section 45IA of the Reserve Bank of India 1934 therefore, Clause 3(xvi) of the order is not applicable t Company.

ANNEXURE “A” TO INDEPENDENT AUDITORS’ REPORT - 31^st MARCH 2016

(Referred to in Paragraph 2(f) under the heading of Report on Other Legal and Regulatory Requirements “section of our report of even date)

Report on the Internal Financial Control Over Financial Reporting under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

We have audited the internal financial controls over financial reporting Amba Enterprise Ltd. (the Company) as of 31^st March 2016 in conjunction with our audit of the financial statements of the company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit internal Financial Controls over Financial Reporting issued by The Institute of Chartered Accountants of India (ICAI) . These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accordance, and the timely preparation of reliable financial information, as required under the Act.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit We conducted our audit in accordance with the Guidance Note on audit of internal financial controls over financial reporting (the Guidance Note)’ and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the –Audit the extent applicable to an audit of Internal Financial Controls, both applicable to an audit of Internal Financial Controls and, both issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provides for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Company’s internal financial control over financial reporting is a process setting provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial controls of financial reporting includes those policies and procedures that

() pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(2) provides reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with auditor decisions of the management and directors of the Company; and

(3) provides reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on their Financial Statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitation of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial company over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequalcrli0itfinancial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31^st march, 2016, based on the internal financial controls over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For U. D. KACHARE & CO.

Chartered Accountants

Firm Registration N o.I01513W

SD/-

Uday. D. Kachare

Place: Mumbai Proprietor

Date: 30/05/2016 Membership No. 038046