Nimbus Industries Ltd Auditor Reports

To the Members of Nimbus Industries Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statement* of Nimbus Industries Limited (the Company), Which comprise the balance sheet as at 31 March 20^A 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 the Standalone 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 and presentation 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 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 financial statemen ts 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 standalone 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 there under, and theorda U/S-143 (II) of the act.

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 auditto 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 ofthe 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 the accounting policies used and the reasonableness of the accounting estimates made by the Companys Directors, as well asevaluatingthe overall presentation ofthe 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 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 31 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 (Auditors 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 the paragraph 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 have 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 have been kept by the Company so far as itappears from our examination ofthose 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 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 the 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; and

(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 has no pending litigations and hence the question of disclosing the impact of the same on its financial position in its financial statements does not arise; ii. the Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts; and iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

N. L. Upadhyaya& Co.

Chartered Accountants

PRN: 11165 W

Proprietor

Mem No: 35535

Date:-28/05/2016

Annexure to the Independent Auditors Report The Annexure referred to in our Independent Auditors Report to the members of the Company on the standalone financial statements for the year ended 31 March 2015, we reportthat:

1. As required by the Companies (Auditors 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 the paragraph 3 and 4 of the Order, to the extentapplicable.

2. As required by section 143 (3) ofthe Act, we reportthat:

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

(b)The Company has a regular programme of physical verification of its fixed assets by which fixed assets arc verified every year. In accordance with this programme, fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) (a) Physical verification of stock of inventories has been carried out by the managementat reasonable intervals.

(b) The procedures of physical verification of inventories followed by the management is reasonable and adequate in relation to the size ofthe company and nature of its business.

(c) The company has been maintaining proper records of its inventories and no material discrepancies were noticed on physical verification of inventories carried out by the management.

(iii) The Company has not granted any loans, secured or unsecured, to companies, firms and other parties covered in the register maintained under section 189 ofthe Companies Act. 2013 (the Act).

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size ofthe Company and the nature of its business with regard to puritan of inventory & fixed assets and sale of goods. We have not observed any major weakness in the internal control system duringthe course ofthe audit.

(v) The Company has not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records by the Company undersection 148(1) ofthe Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination ofthe records ofthe Company, amotnas deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess, wherever applicable, and other material statutory dues, except income tax, have been regularly deposited during the year by the Company with the appropriate authorities. According to the information and explanations given to us. no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 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 material dues of wealth tax, duty of customs & cess which have not been deposited with the appropriate authorities on account of any dispute.

(c) According to the information and explanations given to us there were no amounts which were required to be transferred to the investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (I of 1956) and rules there under.

(i) The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

(ii) The Company did not have any outstanding dues to financial institutions, banks or debenture holders during the year.

(iii) in our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(iv) The Company- did not have any temu loans outstanding during the year.

(v) According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit.

N. L. Upadhyaya& Co.

Chartered Accountants

PRN: 11165 W

Proprietor

Mem No: 35535

Date:- 28/5/2016