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Year End :2014-03 
1. I have audited the accompanying financial statements of NEPTUNE EXPORTS LIMITED ("the Company"), which comprise the Balance Sheet as at March 31,2014, and the Statement of Profit and Loss for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance 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 the Companies Act, 2013 in terms of General Circular 15/2013 dared 13th September 2013 of 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.

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

3. 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.

4. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion.

5. In my opinion and to the best of my information and according to the explanations given to me, 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 Statement of Profit and Loss, of the profit for the year ended on that date ;

c) in the case of the Cash Flow Statement, of the cash flow for the year ended on that date.

Subject to the following observations :

(a) The Company has filed suit against one of its Ex-Director for recovery of sums, which include cash in hand of Rs. 46,173.87.

(b) No provision has been made in the accounts in respect of advances amounting to Rs 389,179.00 and Security Deposit of Rs 12,000.00, which in my opinion are doubtful of recovery.

The cumulative effect of (a) & (b) may adversely effect the profit for the year as well as year end net assets to the extent of Rs 447,352.87.

6. 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, I give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

7. As required by section 227(3) of the Act, we report that:

a) I 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 my 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 and Statement of Profit and Loss dealt with by this Report are in agreement with the books of account;

d) In my opinion, the Balance Sheet and Statement of Profit and Loss and the Cash Flow Statement comply with the Accounting Standards notified under the Act, which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dared 13th September 2013 of Ministry of Corporate Affairs.

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.

ANNEXURE TO THE AUDITORS' REPORT

The Annexure referred to in paragraph 7 of our report of even date to the shareholders of NEPTUNE EXPORTS LIMITED on the accounts of the company for the year ended March 31,2014

On the basis of such checks as I considered appropriate and according to the information and explanation given to me during the course of the audit, I report that

1. a) The company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets. The fixed assets have been physically verified by the management at reasonable intervals. Material discrepancy was not noticed on such verification. In my opinion the frequency of verification is reasonable.

b) None of the fixed assets have not been revalued during the year.

c) The company has not disposed off substantial part of its fixed assets.

2. The company did not have any inventory during the year under review.

3. The company has neither granted nor taken any loan secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.Consequently the provisions of sub-clauses b, c, d, f, g of the order are not applicable to the company.

4. The internal control procedure for the purchase of Fixed Assets and Income earned is adequate and commensurate with the size of the company and nature of its business. I have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control procedure.

5. a) There are no transactions that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

b) There is no transaction made in pursuance of a contract or arrangement entered in the register in pursuance of Section 301 of the Companies Act, 1956.

6. The Company has not accepted deposits from the public as per provisions of Section 58A and 58AA of the Companies Act, 1956.

7. The Company has an internal audit system commensurate with its size and nature of its business.

8. I have been informed that maintenance of cost records has not been prescribed by the Central Government under section 209(1)(d) of the Companies Act, 1956 in respect of the company's activities.

9. a) The Company is regular in depositing the undisputed statutory dues. There are no undisputed amounts payable in respect of Statutory Dues in arrears on 31.03.2014 for a period of more than six months from the date they became payable.

b) The Company has not deposited following dues on account of dispute with appropriate authority:-

Name of        Nature of    Amount      Period to which     Forum where
Statute        Dues         Rs          the amount          dispute is
                                        relates             pending

Income Tax   Income Tax     927,052/-   2001-02               ITAT
Act, 1961                 1,736,488/-   2002-03               ITAT
                           307,736/-    2006-07             CIT (A)
10. The Company has no accumulated losses as on 31st March, 2014 and it has not incurred cash loss during the financial year under review and also in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to a financial institution or bank or debenture holders.

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

13. The provisions of any special statute applicable to chit fund/mutual benefit fund/societies are not applicable to the company.

14. In my opinion the company is not a dealer or trader in share, securities, debenture and other securities.

15. The Company has not given any guarantee for loans taken by others from banks or financial institution.

16. The Company has not obtained any term loan.

17. The Company has not raised any short term funds.

18. The Company has not made any allotment of shares during the year.

19. The Company has not issued any debenture during the year.

20. The Company has not raised any money by public issues during the year.

21. I have neither come across any instance of material fraud on or by the company, noticed or reported during the year nor have I been informed of such case by the management.

                                          For L.B. JHA & CO., CALCUTTA
                                                 Chartered Accountants
                                                           FRN 301086E

                                                        Amitava Sarkar
Place: Kolkata                                              Proprietor
Date :29th May, 2014                             Membership No: 050290