ECS Biztech Ltd Auditors Report.

To,

The Members,

ECS Biztech Limited

Ahmedabad.

Report on the Financial Statements:

We have audited the accompanying financial statements of ECS Biztech Limited ("the Company"), which comprise the Balance Sheet as at March 31st, 2017, 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.

Managements Responsibility for Financial Statements:

The Companys 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 financial statements that give a true and fair view of the financial position and financial performance 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 relevant rules of the Companies (Accounts) Rules, 2014. The responsibility also includes maintenance of adequate accounting records in accordance with the provision 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 judgment and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring that adequacy 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.

Auditors Responsibility:

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. 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 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 assessments, the auditor considers internal control relevant to the Companys 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 the 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 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, 2017 and (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 Cash Flow Statement of the cash flow for the year ended on that date.

Report on Other Legal and Regulatory Requirements:

1. As required by the Companies (Auditors Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 & 4 of the orders, to the extent applicable.

2. As required by section 143(3) of the Act, we report that: a) We 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 our opinion, proper books of account as required by law have been kept by the Company, in 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. d) In our opinion, the Balance Sheet, the 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 read with relevant rules of the Companies (Accounts) Rules, 2014 e) On the basis of written representations received from the directors as on 31st March, 2017, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2017, from being appointed as a director in terms of Section 164(2) of the Act. f) With respect to the 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. g) 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 knowledge and belief and according to the information and explanations given to us:

• The Company has disclosed the impact, if any, of pending litigations as at March 31, 2017 on its financial position in its financial statements for the year ended March 31, 2017;

• The Company did not have any long-term contracts as at March 31, 2017. The Company did not have any long-term derivative contracts as at March 31, 2017;

• There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

3. According to the information and explanations given to us and the audit procedures performed including management representations obtained, we report that the Company has cash in hand during the period from November 8, 2016 to December 30, 2016. Accordingly, the disclosure requirement as envisaged in Notification G.S.R 308 (E) dated March 30, 2017 as to holdings as well as dealings in Specified Bank Notes during this period Refer Note 26(4) to the forming part of financial statement.

For, Kajarekar & Co.

Firm Registration No. 137731W

Chartered Accountants

Hemant R. Kajarekar

Proprietor

Membership No. 041962

Ahmedabad

May 30, 2017

Annexure A to the Independent Auditors Report:

Referred to in paragraph 2(f) of the Independent Auditors Report of even date to the members of ECS Biztech Limited on the financial statements for the year ended March 31, 2017

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act:

We have audited the internal financial controls over financial reporting of ECS Biztech Limited ("the Company") as of March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls:

The Companys 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 of Internal Financial Controls Over Financial Reporting (the "Guidance Note") 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 companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (the Act).

Auditors Responsibility:

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing deemed to be prescribed under section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the 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 was 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 control 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 provide a basis for our audit opinion on the Companys internal financial control system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting:

A companys internal financial control over financial reporting is a process designed to provide 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 companys internal financial control over financial reporting includes those policies and procedures that (1) 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) provide 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting:

Because of the inherent limitations 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 may 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 control 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 adequate internal financial control system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2017, 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 issued by the Institute of Chartered Accountants of India.

For, Kajarekar & Co.
Firm Registration No. 137731W
Chartered Accountants
Ahmedabad Hemant R. Kajarekar
May 30, 2017 Proprietor
Membership No. 041962

Annexure B to the Independent Auditors Report

Referred to in paragraph 1 of the Independent Auditors Report of even date to the members of

ECS Biztech Limited on the financial statements for the year ended March 31, 2017

1. In respect of Fixed Assets:

(a) The Company is in the process of maintaining fixed asset register showing full particulars including quantitative details and situation of fixed assets. (b) As explained to us, physical verification of major fixed assets has been conducted by the management at appropriate intervals. In our opinion, the programme is reasonable having regard to the size of the Company and the nature of the fixed assets. According to information and explanations given to us, no material discrepancies have been reported on such verification. (c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.

2. In respect of Inventories:

In our opinion, the inventories have been physically verified during the year by the management at reasonable intervals and as explained to us no material discrepancies were noticed on physical verification.

3. In respect of Loan to parties covered in the register maintained under Sec.189:

The Company has not granted any unsecured loans to companies, firms and other parties covered in the Register maintained u/s 189 of the Act, hence the provision of clause (iii) (a), (b) and (c) of paragraph 3 of the Order are not applicable.

4. In respect of Loans, investments, guarantees complied with section 185 & 186:

In our opinion and according to the information and explanations given to us, the Company does not have any transactions to which the provisions of Section 185 apply. The Company has compiled with the provisions of Section 186 of the Act, with respect to the loans, investments, guarantees and security.

5. In respect of deposit from Public:

The Company has not accepted deposit from the public within the meaning of Sec.73 to 76 and other relevant provisions of the Act and rules framed there under.

6. In respect of maintenance of cost records:

According to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of Sec.148 of the Companies Act, 2013.

7. In respect of statutory dues:

(a) According to the records of the Company, the Company is not regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Value Added Tax, Service Tax, and other material statutory dues applicable to it. According to the information and explanations given to us, the amounts of undisputed amounts payable in respect of the aforesaid dues as outstanding as at 31st March, 2017 for a period of more than six months from the date of becoming payable are as under:

Nature of Statute Nature of Duty Period to which the amount relates Amount Rs. Due Date Date of Payment
Gujarat State Taxes on Profession, Traders and Callings and Employments Act 1976 Professional Tax 2015-16 and earlier years 287,520 Various Dates Not yet paid
Gujarat State Taxes on Profession, Traders and Callings and Employments Act 1976 Professional Tax 2015-16 14,700 Various Dates Not yet paid
ESIC Act,1948 ESIC Employee Contribution 2015-16 and earlier years 29,321 Various Dates Not yet paid
ESIC Act,1948 ESIC Employee Contribution 2016-17 1,797 Various Dates Not yet paid
EPF Act 1952 Provident Fund 2015-16 & earlier years 464,830 Various Dates Not yet paid
EPF Act 1952 Provident Fund 2016-17 16,937 Various Dates Not yet paid
Maharastra Value Added Tax, 2013 Vat 2013-14 48,239 Various Dates Not yet paid
Chapter V of the Finance Act, 1994 Service Tax 2015-16 & Earlier Years 3,231,643 Various Dates Not yet Paid

(b) According to the records of the Company, there were no disputed statutory dues in respect of sales tax, wealth tax, customs duty and cess, excise duty which have not been deposited, except the following particulars of income-tax dues not deposited by the Company on account of dispute as at March 31, 2017:-

Nature of the statue Nature of the dues Amount in Rs. Period to which amount relates Forum where dispute is pending
Income-tax Act Income-tax u/s 220(2) 1,443 2011-12 CPC
Income-tax Act Income-tax u/s 143(3) 18,73,930 2013-14 Assessing Officer

8. In respect of dues to financial institution/banks/debentures:

Central Bank of India and State Bank of India have restructured the dues of interest and principal during the year ended March 31, 2016. According to explanation given to us and record examined by us, the Company has not defaulted in repayment of dues to financial institutions or banks or government or debenture holders as to the Balance Sheet date as explained in Note 26(5).

9. In respect of application of term loans:

The Company has not raised any moneys by way of initial public offer, further public offer and term loans. Accordingly, the provisions of Clause 3(ix) of the Order are not applicable to the Company.

10. In respect of fraud:

Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company have been noticed or reported during the year.

11. In respect of Managerial Remuneration:

According to the information and explanation given to us and the books of accounts verified by us, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with the schedule V to the Act.

12. In respect of Nidhi Company:

The company is not a Nidhi Company; hence the provisions of Clause 3(xii) are not applicable to the Company.

13. In respect of Related Parties Transactions:

According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and details of such transactions have been disclosed in the Financial Statements as required by the applicable accounting standards.

14. In Respect of Preferential Allotment/ Private Placement:

According to the information given to us, during the year the Company has not made any preferential allotment as private placement of shares or fully or partly convertible debentures, hence the provisions of clause 3(xiv) are not applicable to the Company.

15. In respect of Non-cash Transaction:

According to the information and explanation given to us and the books of accounts verified by us, the company has not entered into any non-cash transaction with directors or person connected with him.

16. In respect of section 45-IA of RBI Act, 1934:

The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934

For, Kajarekar & Co.
Firm Registration No. 137731W
Chartered Accountants
Ahmedabad Hemant R. Kajarekar
May 30, 2017 Proprietor
Membership No. 041962