ఆడిటర్ నివేదిక Sugam Agro-Tech Ltd.

Mar 31, 2011

1. We have audited the attached Balance Sheet of M/s. SUGAM AGRO-TECH LIMITED as at 31st March, 2011, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. 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 material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures In the financials statements. An audit also Includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that out audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors' Report) Order, 2003 Issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 of India (the Act) and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we set out In the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to In paragraph 3 above, we report that:

(i) We have obtained all the information and explanations, which to the best of our knowledge and ' belief were necessary for the purposes of our audit.

(ii) 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;

(iii) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

(iv) In our opinion, the Balance Sheet Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.

(v) On the basis of written representations received from the directors, as on 31st March, 2011, and taken on record by the Board of Directors, we report that none of the directors Is disqualified as on 31st March 2011 from being appointed as a director in terms of clause (g) of sub-section (1) of section 272 of the Companies Act 1956.

(vi) In our opinion to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon and attached thereto give in the prescribed manner the information required by the Companies Act, 1956 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 31st March, 2011;

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

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

ANNEXURE TO THE AUDITORS' REPORT (Referred to In paragraph (3) of our report of even date)

1. (a) The Company has maintained proper records showing full particulars Including quantitative details and situation of fixed assets.

(b) The faced assets of the company have been physically verified by the management during the year as per a programme of verification, which In our opinion Is reasonable having regard to the size of the company and the nature of Its fixed assets. No material discrepancies were noticed on such verification.

(c) In our opinion and according to the Information and explanations given to us, during the year, the company has not disposed off any substantial part of its fixed assets so as to affect its going concern.

2. (a) The Company has not granted any loans to Companies, Firms or other parties listed in the Register maintained under Section 301 of the Act

(b) In our Opinion, the rate of Interest and other terms and conditions on which loan has been granted to Company listed In the Register maintained under Section 301 of the Companies Act, 1956 are not prima facie, prejudicial to the Interests of the Company.

3. 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, for the purchase of plant and machinery, equipment and other assets and in respect of sales & services rendered. Further, on the bastes of our examination and Information and according to the explanations given to us, we have neither come across nor have we been informed of any Instance of major weaknesses hi the aforesaid Internal control procedures.

4. (a) In our opinion and according to the Information and explanations given to us, the particulars of contracts or arrangements that need to be entered Into the Register maintained under section 301 of Act, have been so entered.

(b) In our opinion, and according to the information and explanations given to us, the company has not made any transactions In regard to purchase of goods and materials and sale of services in pursuance of contracts or arrangements that need to be entered In the register maintained under section 301 of the Act

5. In our opinion and according to the Information and explanations given to us, the company has not accepted any deposits from the public to which the provisions of section 58A of the Companies Act 1956 and the rules framed there under are applicable.

6. The company has no Internal audit system as there Is no business activity during the year.

7. The maintenance of cost records has not been prescribed by the Central Government under clause

(d) of sub-section (1) of section 209 of the Companies Act 1956.

8. The company has accumulated losses of Rs.12,34,05,112/- as on 31.03.2011 and has incurred cash losses of Rs.1,70,928/- during the financial year ended on that date. The company has incurred a cash loss of Rs.62,221/- in the Immediately preceding financial year.

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

10. In our opinion, the company is not a chit fund or a nidhi, mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditors' Report), 2003 are not applicable to this company.

11. In our opinion, the company is not dealing In or trading in shares, securities, debentures and other investments. Accordingly, the Provisions of Clause 4(xiv) of the Companies (Auditors' Report) Order, 2003 are not applicable to the Company.

12. In our opinion and according to the Information and explanations given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

13. in our opinion and according to the information and explanations given to us and on an overall examination, we report that the company has not availed any term loan during the year under report.

14. According to the Information and explanations given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment No long-term funds have been used to finance short-term assets.

15. According to the information and explanations given to us, the company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act, 1956.

16. According to the information and explanations given to us, during the period covered by or audit report, the company has not issued any debentures.

17. The company has not raised any money by public issue, during the year.

18. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit

PLACE: HYDERABAD FOR SPAD & ASSOCIATES

Date : July 29,2011 CHARTERED ACCOUNTANTS

FRN:011569S

AMRIT KUMAR KOTA

PARTNER

Membership No.200605

---

Mar 31, 2010

1. We have audited the attached Balance Sheet of M/s. SUGAM AGRO-TECH LIMITED as at 31st March, 2010, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that data annexed thereto. These financial statements are the responsibility of the Companys management Out responsibility is to express an opinion on these financial statements based on our audit

2. 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 malarial misstatement An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financials statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that out audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 issued by (he Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act 1956 of India (the Act) and on the basis: of such checks as we considered appropriate and according to the information and explanations given to us, we set out in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that

(i) We have obtained aU the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit

(ii) 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;

(iii) The Balance Sheet Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement wttrt the books of account;

(iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act 1956.

(v) On the basis of written representations received from the directors, as on 31st March, 2009, and taken on record by the Board of Directors, we report that none of the directors Is disqualified as on 31st March 2009 from being appointed as a director in terms of clause (g) of sub-section (1) of section 272 of the Companies Act 1956.

(vi) In our opinion to the best of our information and according to the explanations given to us, the said accounts together with the notes thereon and attached thereto give in the prescribed manner the information required by the Companies Act 1956 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 31st March, 2010;

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

c. In the case of Cash Flow Statement of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph (3) of our report of even date)

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

(b) The fixed assets of the company have been physically verified by the management during the year as per a programme of verification, which in our opinion is reasonable having regard to the size of the company and the nature of its fixed assets. No material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, during the year, the company has not disposed off any substantial part of its fixed assets so as to affect its going concern.

2. (a) The Company has not granted any loans to Companies, Firms or other parties listed in the Register maintained under Section 301 of the Act

(b) In our Opinion, the rate of interest and other terms and conditions on which loan has been granted to Company listed in the Register maintained under Section 301 of the Companies Act, 1956 are not prima facie, prejudicial to the interests of the Company.

3. 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, for the purchase of plant and machinery, equipment and other assets and in respect of sales & services rendered. Further, on the basis of our examination and information and according to the explanations given to us, we have neither come across nor have we been Informed of any Instance of major weaknesses in the aforesaid internal control procedures.

4. (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements that need to be entered into the Register maintained under section 301 of Act have been so entered.

(b) in our opinion, and according to the Information and explanations given to us, the company has not made any transactions in regard to purchase of goods and materials and sale of services in pursuance of contracts or arrangements that need to be entered in the register maintained under section 301 of the Act

5. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public to which the provisions of section 58A of the Companies Act 1956 and the rules framed there under are applicable.

6. The company has no Internal audit system as there Is no business activity during the year.

7. The maintenance of cost records has not been prescribed by the Central Government under clause

(d) of sub-section (1) of section 209 of the Companies Act, 1956.

8. The company has accumulated losses of Rs.12,32,34,184/- as on 31.03.2010 and has incurred cash losses of Rs.62.221/- during the financial year ended on that date. The company has incurred a cash toss of Rs.68.869/- in the immediately preceding financial year.

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

10. In our opinion, the company is not a chit fund or a nidhi, mutual benefit fund/ society. Therefore, the provisions of clause 4 (xiii) of the Companies (Auditors Report), 2003 are not applicable to this company.

11. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the Provisions of Clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not appfcaWe to the Company.

12. In our opinion and according to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

13. In our opinion and according to the information and explanations given to us and on an overall examination, we report that the company has not availed any term loan during the year under report.

14. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment No long-term funds have been used to finance short-term assets.

15. According to the Information and explanations given to us, the company has not made any preferential allotment of shares to parlies and companies covered in the register maintained under section 301 of the Act, 1956.

16. According to the information and explanations given to us, during the period covered by or audit report, the company has not issued any debentures.

17. The company has not raised any money by public issue, during the year.

18. According to the information and explanations given to us, no fraud on or by the company has been roticed or reported during the course of our audit

PLACE: HYDERABAD FOR SPAD & ASSOCIATES

July 29,2010 CHARTERED ACCOUNTANTS

AMRIT KUMAR KOTA

PARTNER

Membership No.200605