Ind-Swift Laboratories

We have audited the attached Balance Sheet of M/s Ind-Swift
 Laboratories Limited as at 31st March 2009 and the Profit & Loss
 Account and Cash Flow Statement of the Company for the year ended on
 that date annexed thereto.  These Financial Statements are the
 responsibility of the Companys management.  Our responsibility is to
 express an opinion on these financial statements based on our audit.
 
 We conducted our audit in accordance with auditing standards generally
 accepted in India. Those standards require that we plan and perform the
 audit to obtain reasonable assurance about whether the financial
 statements are free of material misstatement. An audit includes
 examining, on a test basis, evidence supporting the amount and
 disclosures in the financial statements. An audit also includes
 assessing the accounting principles used and significant estimates made
 by management, as well as evaluating the overall financial statement
 presentation. We believe that our audit provides a reasonable basis for
 our opinion.
 
 1.  As required by Companies (Auditors Report)(Amendment) Order, 2004,
 issued by the Central Government of India in terms of Section 227(4A)
 of the Companies Act 1956, we annex hereto a statement on the matters
 specified in paragraph 4 and 5 of the said order.
 
 2.  Further to our comments in the annexure referred to in paragraph 1
 above, we report that:
 
 a) Attention is invited to Significant Accounting Policy no 2 (c )
 regarding the amortization of Intangible Assets (Other Assets) from the
 year 2008-09 and onwards.
 
 b) 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.
 
 c) In our opinion, the Company has kept proper books of accounts as
 required by law, so far as appears from our examination of the books.
 
 d) The Balance Sheet and Profit and Loss Account and the Cash Flow
 Statement dealt with by this report are in agreement with the books of
 accounts.
 
 e) In our opinion, the Balance Sheet, Profit & Loss Account and the
 Cash Flow Statement dealt with by this report are in compliance with
 accounting standards specified by The Institute of Chartered
 Accountants of India referred to in Section 211(3C) of Companies Act,
 1956.
 
 f) On the basis of the written representations received from the
 Directors as on 31.3.2009 & taken on record by the Board of Directors,
 we report that none of the Directors is disqualified for being
 appointed as a Director in terms of Clause (g) of sub-section (1) of
 Sec 274 of the Companies Act, 1956.
 
 g) In our opinion and to the best of our information and according to
 explanations given to us, the said accounts read together with notes
 thereon, give the information required by the Companies Act, 1956 in
 the manner so required and also give a true and fair view.
 
 i) In the case the Balance Sheet, of the state of affairs of the
 Company as at 31st March 2009.
 
 ii) In the case of Profit and Loss Account, of the profit for the year
 ended on that date.
 
 iii) In case of Cash Flow Statement, of the cash flows for the year
 ended on that date.
 
 ANNEXURE TO THE AUDITORS’ REPORT
 
 (Referred to in paragraph 1 of our report of even date)
 
 I.  In respect of its fixed assets:
 
 a) The company has maintained proper records showing full particulars,
 including quantitative details and situation of fixed assets.
 
 b) According to the information and explanations given to us, the
 company has a system of physical verification of all its fixed assets
 over a period of two years. In our opinion having regard to the size of
 the company and the nature of its assets, the program of verification
 is reasonable. No material discrepancies have been noticed in respect
 of assets physically verified.
 
 c) During the year, Company has not disposed off any substantial /
 major part of fixed assets.
 
 II.  In respect of its inventories:
 
 a) The inventory was physically verified during the year by the
 management. In our opinion, frequency of verification is reasonable.
 
 b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed by the management are reasonable and adequate in relation to
 the size of the Company and the nature of its business.
 
 c) In our opinion and according to the information and explanations
 given to us and on the basis of our examination of the records of
 inventory, the Company is maintaining proper records of its inventory.
 The discrepancies noticed on physical verification of inventory as
 compared to the book records were not material and have been properly
 dealt with in the books of account.
 
 III.
 
 a) According to the information and explanations given to us, the
 company has granted unsecured loan of Rs. 2297.04 Lac to three parties
 covered in the register maintained under section 301 of the Companies
 Act 1956.
 
 b) The loans given are short term, unsecured and in our opinion the
 rate of interest and other terms and conditions are not prima facie
 prejudicial to the interest of the company.
 
 c) In respect of aforesaid loans, the parties are repaying the
 principal amounts as stipulated and are also regular in payment of
 interest, where applicable.
 
 d) In respect of aforesaid loans granted, there is no overdue amount
 more than Rs. one lac.
 
 e) According to the information and explanations given to us, the
 company has not taken any loan secured or unsecured from companies,
 firms or other parties covered in the register maintained under section
 301 of the Companies Act 1956. Accordingly clause III (e) (f) (g) of
 paragraph 4 of the order are not applicable to the company.
 
 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 of the company and the nature of its business for the
 purchase of inventory and fixed assets and for the sale of goods and
 services. During the course of our Audit, we have not observed any
 continuing failure to correct major weaknesses in Internal Control
 System.
 
 V.  In respect of particulars of contracts or arrangements and
 transactions entered in the register maintained in pursuance of section
 301 of the Companies Act 1956
 
 a) To the best of our knowledge and belief and according to the
 information and explanation given to us, particulars of contracts or
 arrangements that needed to be entered into the register have been so
 entered.
 
 b) According to the information and explanations given to us, these
 contracts or arrangements have been made at prices, which are prima
 facie, reasonable having regard to the prevailing market prices at the
 relevant time.
 
 VI.  In our opinion and according to the information and explanations
 given to us, the Company has complied with the provisions of section
 58A and 58AA of the Companies Act 1956 and the rules framed there under
 and the directives issued by the Reserve Bank of India, with regard to
 the deposits accepted from the public.
 
 VII.  In our opinion, the Company has an adequate internal audit system
 which commensurate with the size and nature of its business.
 
 VIII.  The Company is required to maintain cost records under section
 209(1)(d) of the Companies Act, 1956 for the products of the company
 and according to the information and explanation given to us, the
 company has maintained proper records as prescribed by the Central
 Government.
 
 ANNEXURE TO THE AUDITORS’ REPORT (Contd.) (Referred to in paragraph 1
 of our report of even date)
 
 IX.  According to the information and explanations given to us in
 respect of Statutory and other dues:
 
 a) The company is regular in depositing undisputed statutory dues,
 including Provident Fund, Investors Education & Protection fund,
 Employees State Insurance, Income Tax, Sales Tax, wealth Tax, Service
 Tax, Custom Duty, Excise Duty, cess and any other statutory dues with
 the appropriate authorities during the year.
 
 b) As per the information and explanation given to us, no undisputed
 amounts payable in respect of Sales Tax, Wealth Tax, Service Tax,
 Custom Duty, Excise Duty, and Cess were outstanding as on 31.03.2009
 except Income Tax Demand of Rs. 8.16 Lacs for Assessment Year 2002-03
 for which appeal is pending with Income Tax Tribunal.
 
 X.  The Company does not have accumulated losses at the end of the year
 and has not incurred any cash losses during the current and the
 immediately preceding financial year.
 
 XI.  Based on our audit procedures and on the basis of information and
 explanations given by the management, we are of the opinion that the
 Company has not defaulted in the repayment of dues to financial
 institutions and banks.
 
 XII.  According to the information and explanations, given to us, the
 Company has not granted loans or advances on the basis of security by
 way of pledge of shares, debentures and other securities.
 
 XIII.  In our opinion and according to the information and explanation
 given to us, the Company is not a chit fund or a nidhi / mutual benefit
 fund/ society.
 
 XIV.  According to the information and explanation given to us, the
 Company is not dealing or trading in shares, securities, debentures and
 other investments.
 
 XV.  According to the information and explanations given to us, the
 company has given corporate guarantee for loans taken by others from
 banks or financial institutions and In our opinion, the same are not
 prejudicial to the interest of the Company.
 
 XVI.  To the best of our knowledge and belief and according to the
 information and explanations given to us, term loans availed by the
 company were, prima facie, applied by the company during the year for
 the purposes for which the loans were obtained.
 
 XVII.  According to the Cash flow statement and other records examined
 and as per the information and explanations given to us, on an overall
 basis, funds raised on short term basis have, prima facie, not been
 used during the year for long term investment.
 
 XVIII. The company has made preferential allotment of shares to parties
 and companies covered in the Register maintained under Section 301 of
 the Companies Act 1956, during the year and the price at which shares
 have been issued is not prejudicial to the interest of the Company.
 
 XIX.  The Company has not issued any debentures during the year.
 
 XX.  The Company has not raised monies by public issue during the year.
 
 XXI.  To the best of our knowledge and belief and according to the
 information and explanations given to us, no fraud on or by the company
 was noticed or reported during the year.
 
                                                   FOR JAIN & ASSOCIATES 
                                                   CHARTERED ACCOUNTANTS
                                                            (R.K.GULATI)
                                                                 PARTNER
                                                    Membership No. 11999
 
 PLACE: CHANDIGARH
 DATE : 29.06.2009