Report on the Financial Statements

We have audited the accompanying Ind AS financial statements of Fervent Synergies Limited (‘the Company’) which comprise the Balance Sheet as at 31^st March 2018, the Statement of Profit and Loss and the 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 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 standalone Ind AS 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 Ind AS financial statements based on our audit. While conducting the 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 thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. 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, that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s 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 for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the Ind AS 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, of the state of affairs of the Company as at 31st March 2018, and its profit, total comprehensive income and its cash flows for the year ended on that date.

Other Matters

The transition date opening balance sheet as at 1^st April 2016 included in these standalone Ind AS financial statements and that for the year ended 31^st March 2017, are based on the statutory financial statements prepared in accordance with the Companies (Accounting Standards) Rules, 2006 audited by the predecessor auditor whose report for the year ended 31^st March 2016, dated 2^nd May 2016, and for the year ended 31^st March 2017, dated 25^th May 2017 respectively, expressed an unmodified opinion on those standalone financial statements, and have been restated to comply with Ind AS. Adjustments, if any, made to the previously issued said financial information prepared in accordance with the Companies (Accounting Standards) Rules, 2006 to comply with Ind AS have been audited by us.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by section 143(3) of the Act, we further 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 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;

c) the Balance Sheet, Statement of Profit and Loss including Other Comprehensive Income and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d) in our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e) on the basis of written representations received from the directors as on 31^st March 2018, and taken on record by the Board of Directors, none of the directors are disqualified as on 31^st March 2018, from being appointed as a director in terms of Section 164(2) of the Act.

f) In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014:

i. The Company does not have any pending litigations which would impact its financial position.

ii. The Company did not have any long-term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise.

iii. There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. So the question of delay in transferring such sums does not arise.

ANNEXURE TO THE AUDITOR’S REPORT

The Annexure referred to in our report to the members of Fervent Synergies Limited (‘the Company’) for the year ended 31^st March 2018. We report that:

1. a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b) Verification of Fixed Assets is being conducted in a phased program by the Management designed to cover all assets over a period of three years, which in our opinion is reasonable having regard to the size of the Company and the nature of assets. No material discrepancies were noticed on such verification.

c) The title deeds of immovable properties are held in the name of the company only, wherever applicable.

2. As informed to us, the inventories were physically verified at reasonable intervals by the management and no material discrepancies were noticed thereon.

3. According to the information & explanation given to us, 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 189 of the Companies Act, 2013.

4. The provisions of section 185 and 186 of the Companies Act, 2013 have been duly complied with in respect of all loans, investments, guarantees and securities, wherever applicable.

5. In our opinion and according to the information and explanation given to us, the Company has not accepted any deposits within the meaning of the provisions of the Companies Act, 2013 and the rules framed there under.

6. We are informed that the Central Government has not specified the maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013.

7. According to the information and explanation given to us and the records of the Company examined by us, in respect of statutory and other dues:

a) The Company is regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, goods & service tax and any other statutory dues with the appropriate authorities, as far as applicable to it. There were no undisputed amounts outstanding as at 31st March 2018 for a period of more than six months from the date they became payable.

b) There are no unpaid dues on account of any disputes pending with any forum with respect to the above.

8. The Company has not defaulted in repayment of loans or borrowings to any financial institution, bank, Government or dues to debenture holders.

9. As neither any money was raised by way of initial public offer or further public offer (including debt instruments) nor any term loans were obtained, there is no question of application of the same for the purpose for which those were raised.

10. On the basis of our examination and according to the information and explanation given to us, no fraud, by or on the Company, by its officers or employees has been noticed or reported during the year.

11. All managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with schedule V to the Companies Act.

12. The Nidhi Rules, 2014 are not applicable since the company is not a Nidhi company.

13. All transactions with the related parties are in compliance with Section 177 and 188 of Companies Act, 2013, wherever applicable, and the details have been duly disclosed in the Financial Statements etc. as required by the accounting standards.

14. The company has not made any preferential allotment / private placement of shares or fully or partly convertible debentures during the year under review.

15. The company has not entered into any non-cash transactions with directors or persons connected with him.

16. According to the information and explanation given to us, the company is not required to be registered under section 45 IA of the Reserve Bank of lndia Act, 1934.

FOR VISHAL H. SHAH & ASSOCIATES

Chartered Accountants

VISHAL SHAH

PROPRIETOR

M. No. 101231 / Firm Regn No.116422W Mumbai - May 24, 2018