To

The members of

Intrasoft Technologies Limited

Report on the Standalone Financial Statements

We Rs ave audited the accompanying standalone financial statements of INTRASOFT TECHNOLOGIES LIMITED ("the Company"), which comprises the Balance Sheet as at 31 March 2015, the Statement of Profit and Loss, 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 Standalone 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 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 principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 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 standalone financial statements based on our audit.

We Rs ave 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 standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevanttotheCompany’spreparationofthestandalonefinancial statements that a give true and fair view 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 Company’s Directors, as well as evaluating the overall presentation of the standalone financial statements.

We believe that the audit evidence we Rs ave obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, 2015 and its Profit and its 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, 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 report that:

a) We Rs ave 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 Rs ave 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 Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone 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 March, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2015, from being appointed as a director in terms of Section 164(2) of the Act.

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

i. The Company Rs as no pending litigations and Rs ence it Rs as no impact on its financial position in its financial statements.

ii. The Company did not Rs ave any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

iii. There Rs as been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company.

For K.N. GUTGUTIA & CO.
CHARTERED ACCOUNTANTS
Firm Registration No.304153E
(K.C.SHARMA)
Date: 27th May, 2015 Partner
Place : Kolkata Membership No. 50819

Annexure to the Independent Auditors’ Report to the Members of INTRASOFT TECHNOLOGIES LIMITED as referred to in paragraph 1 of Report on Other Legal and Regulatory Requirements in our Report of even date

i) (a). The Company Rs as maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

(b). All the fixed assets Rs ave been physically verified by the Management at reasonable intervals. No material discrepancies were noticed on such verification.

ii) The Company’s nature of operations does not require to Rs old inventories and as such clause 3(ii) (a) to (c) of the Companies (Auditor’s Report) Order, 2015 is not applicable.

iii) The Company Rs as not granted any loan, secured or unsecured to Companies, firms or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013 and Rs ence clause 3(iii) (a) to (b) of the Companies (Auditor’s Report) Order, 2015 is not applicable.

iv) In our opinion there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory and fixed assets and with regard to the sale of goods and services. During the course of our audit, we Rs ave not observed any continuing failure to correct major weaknesses in internal control system.

v) The Company Rs as not accepted any public deposits during the year and as such clause 3(v) of the Companies (Auditor’s Report) Order, 2015 is not applicable.

vi) According to the information and explanations given to us, the Central Government Rs as not prescribed the maintenance of cost records under sub-section (1) of Section 148 of the Companies Act, 2013 in respect of services carried out by the Company and as such clause 3(vi) of the Companies (Auditor’s Report) Order, 2015 is not applicable.

vii) (a) According to the information and explanations given to us and records examined by us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it.

According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax and Cess were in arrears as at 31st March, 2015 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax or Sales Tax or Wealth Tax or Service Tax or Duty of Customs or Duty of Excise or Value Added Tax or Cess which Rs ave not been deposited on account of any dispute.

(c) According to the information and explanations given to us, the amount required to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder Rs as been transferred to such fund within time.

viii) The Company Rs as neither accumulated losses at the end of the financial year nor it Rs as incurred any cash losses during the financial year and in the immediately preceding financial year.

ix) Based on our audit procedures and according to the information and explanations given to us, we observed that the Company Rs as not defaulted in repayment of dues to a Financial institution or Bank or Debenture Rs olders during the current financial year.

x) According to the information and explanations given to us the Company Rs as not given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the Company.

xi) According to the information and explanations given to us, the Company Rs as applied the term loans for the purpose for which such loans were obtained.

xii) According to the information and explanations given to us, no fraud on or by the Company Rs as been noticed or reported during the course of our audit.

For K.N. GUTGUTIA & CO.
CHARTERED ACCOUNTANTS
Firm Registration No.304153E
(K.C.SHARMA)
Date: 27th May, 2015 Partner
Place : Kolkata Membership No. 50819