Relstruct Buildcon Ltd Auditors Report.

To the Members of

Relstruct Buildcon Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Relstruct Buildcon Limited (the Company1), which comprise the Balance Sheet as at 31st March, 2017, 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.

Managements Responsibility for the 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, 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 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 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 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 the 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 financial control relevant to the Companys preparation of the financial statements that give a 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 the Companys Directors, 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 on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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, 2017, its profit and cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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 the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order.

As required by section 143(3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and beliefwere necessary for the purposes of ouraudit.

b) In our opinion, proper books of account as required by law have 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 the 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 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 B".

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 information and according to the explanations given to us:

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 for which there were any material foreseeable losses;

iii) there were no amounts which were required to be transferred to Investors Education and Protection Fund by the Company.

iv) the Company has provided requisite disclosures in its financial statements as to holdings as well as dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the 8th November, 2016 of the Ministry of Finance, during the period from 8th November, 2016 to 30th December, 2016. Based on audit procedures performed and the representations provided to us by the management we report that the disclosures are in accordance with the books of account maintained by the Company and as produced to us by the Management. Refer clause 14 of note no. 23 to the financial statements.

For R. M. Ajgaonkar & Associates

Chartered Accountants

Firms Registration Number: 117247W

Komal Sevak

Partner

Membership number: 143685

Place: Mumbai Date: 29th May, 2017

ANNEXURE "A" TO AUDITORS REPORT Re: RELSTRUCT BUILDCON LIMITED

The Annexure referred to in our Independent Auditors Report to the members of the Company on the Financial Statements for the year ended 31st March, 2017;

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

(b) As explained to us, the fixed assets have been physically verified by the management during the year, which in our opinion is reasonable having regards to the nature of the assets. No material discrepancies have been noticed 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, we report that no immovable property is held in the name of the Company.

2) Physical verification has been conducted by the management at the yearend in respect of stores and materials at all of its locations. The procedures and frequency of physical verifications of stocks followed by the management were found reasonable and adequate in relation to the size of the Company and nature of its business. Minor discrepancies noticed on such physical verification have been properly dealt with in the books of account.

3) As per the information and explanations given to us, the company has not granted any loans, secured or unsecured to companies, firms Limited liability partnership or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Therefore, the provisions of paragraph 3(iii) of the Order are not applicable to the Company.

4) As per the information and explanations given to us and on the basis of records examined by us, we are of the opinion that the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans, guarantees and securities given and investments made.

5) As per the information and explanation given to us, the Company has not accepted any deposits from the public during the year. Therefore, the provisions of paragraph 3(v) of the Order are not applicable to the Company.

6) On the basis of the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 for the activities of the Company. Therefore the provisions of Paragraph 3(vi) of the Order are not applicable to the Company.

7) (a) As per the information and explanations given to us, the Company is generally 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, cess and any other statutory dues with the appropriate authorities, wherever applicable during the year. As per the information and explanations given to us and the records examined by us, there are no undisputed arrears of statutory dues, which are outstanding as at the last day of the concerned financial year for more than six months from the date they became payable.

(b) As per the information and explanation given to us, there are no disputed dues outstanding on account of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax.

8) In our opinion and according to the information and explanation given to us, the Company ha not defaulted in repayment of loans or borrowings to any financial institutions, banks and government. The Company did not have any outstanding debentures during the year.

9) According to the information and explanation given to us by the management and on the basis of examination of the relevant records, prima facie, it appears that the said amounts have been applied for the purpose for which they were raised

10) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees have been noticed or reported during the year.

11) In our opinion, managerial remuneration has been provided in accordance with the requisite approvals mandate by the provisions of section 197 of the Act read with Schedule V to the Companies Act, 2013.

12) As per the information and explanation given to us, the nature of activities of the Company does not attract any provisions of special statute applicable to a Nidhi Company. Therefore, the provisions of paragraph 3(xii) of the Order are not applicable to the Company.

13) According to the information and explanations given by management, the transactions with the related parties are in compliance with section 188 of the Act, wherever applicable; and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards. The provisions of Section

177 are not applicable to the Company and accordingly, reporting under paragraph 3(xiii), insofar as it relates to that section is not applicable to the Company.

14) According to the information and explanation given to us, the Company has made preferential allotment / private placement of shares during the year. In our opinion, the Company has complied with the provisions of section 42 of the Act and the amount raised has been used for the purpose for which the funds are raised. The Company has not made any preferential allotment / private placement of fully or partly convertible debentures during the year under review.

15) According to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with him, as specified under section 192 of the Act. Therefore, the provisions of paragraph 3(xv) of the Order are not applicable to the Company.

16) According to the information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Therefore, the provisions of paragraph 3(xvi) of the Order are not applicable to the Company.

For R. M. Ajgaonkar & Associates

Chartered Accountants

Firms Registration Number: 117247W

Komal Sevak

Partner

Membership Number: 143685

Place: Mumbai Date: 29th May, 2017