We have audited the attached Balance Sheet of Infinite Computer
 Solutions (India) Limited as at 31st March 2012 and the annexed profit
 and loss account and cash flow statement for the period then ended.
 These financial statements are the responsibility of the Company''s
 management. Our responsibility is to express an opinion on these
 financial statements based on our audit.
 
 We conducted our audit in accordance with the auditing standards
 generally accepted in India. Those standards require that we plan and
 perform the audit to obtain reasonable assurance about whether the
 accounts are free of material misstatements. An audit includes
 examining, on a test basis, evidence supporting the amounts and
 disclosures in the financial statements. An audit also includes
 assessing the accounting principles used and significant estimates made
 by the management, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 As required by Companies ( Auditor''s Report ) Order, 2003 issued by the
 Central Government of India in terms of section 227(4A) of the
 Companies Act, 1956 and on the basis of such information and
 explanations given to us during the course of our audit, we report
 that:
 
 1.  In respect of its fixed assets
 
 a.  The company is maintaining proper records showing full particulars
 including quantitative details and situation of the fixed assets.
 
 b.  As explained to us, all the fixed assets have been physically
 verified by the management and no material discrepancies have been
 noticed on such physical verification.
 
 c.  The fixed assets disposed off during the year are not substantial
 and such disposal has not affected the ability of the company to
 continue as a going concern.
 
 2.  The company being a service company and providing software
 consulting services does not hold any inventories.  Accordingly clause
 (ii)(a), (ii)(b) and (ii)(c) of paragraph 4 of the order is not
 applicable to the company.
 
 3.  The company had granted unsecured loans to companies listed in the
 register maintained under Section 301 of the Companies Act, 1956. These
 have been repaid during the year, and the maximum amount due, at any
 time during the year, was Rs. 10,26,00,000. In our opinion, the rate of
 interest and the other terms and conditions, on which the loans have
 been given, are not prima-facie, prejudicial to the interests of the
 Company.
 
 4.  The company has taken unsecured loans, from companies listed in the
 register maintained under section 301 of the Companies Act, 1956. This
 has been repaid during the year, and the maximum amount due, at any
 time during the year, was Rs. 32,76,00,000. In our opinion, the rate of
 interest and the other terms and conditions, on which the loans have
 been taken, are not prima-facie, prejudicial to the interests of the
 Company.
 
 5.  In our opinion and according to the information and explanations
 given to us, there are adequate internal control procedures
 commensurate with the size of the business for purchase of the fixed
 assets, and also for the provision of services and man hours billed for
 the development of software.
 
 6.  In our opinion and according to the information and explanations
 given to us, there are no transactions made in pursuance of contracts
 and arrangements the particulars of which need to be entered in the
 register required to be maintained under Section 301 of the Companies
 Act, 1956.  Accordingly clauses (v)(b) of paragraph 4 of the order is
 not applicable to the Company.
 
 7.  The Company has not accepted any deposits from the public within
 the meaning of sections 58A and 58AA or any other relevant provisions
 of the Companies Act, 1956 and the Companies (Acceptance of Deposits)
 Rules, 1975.
 
 8.  In our opinion, the company has an internal audit system,
 commensurate with the size of the company and the nature of its
 business.
 
 9.  According to the information and the explanations given to us, the
 Central government has not prescribed the maintenance of the cost
 records under Section 209(1 )(d) of the Companies Act, 1956 for the
 business activities of the Company.
 
 10.  According to the records of the company, the company is generally
 regular in depositing undisputed statutory dues payable in respect of
 provident fund, employees'' state insurance, income tax, wealth tax,
 sales tax, customs duty and other statutory dues applicable to it, with
 the appropriate authorities during the year. According to the
 information and the explanations given to us, no undisputed amounts
 payable in respect of above were in arrears, as at 31st March, 2012,
 for more than six months from the date they became payable.
 
 11.  According to the information and the explanations given to us,
 there are no dues of income tax, service tax, customs duty, wealth tax,
 and cess that have not been deposited on account of any dispute.
 
 12.  The company does not have any accumulated losses at the end of the
 financial year and has not incurred any cash losses in the financial
 year covered by our audit and in the immediately preceding financial
 year.
 
 13.  According to the records of the company and the information and
 explanations given to us, the company has not defaulted in repayment of
 dues to any bank or financial institution. The company does not owe any
 amounts to debenture holders.
 
 14.  According to the information and the explanations given to us, the
 company has not granted any loans and advances on the basis of any
 security by way of pledge of shares, debentures, and other securities.
 
 15.  In our opinion and according to the information and explanations
 given to us, the company is not a chit fund company or a nidhi / mutual
 benefit fund/society.
 
 16.  According to the information and the explanations given to us, the
 company is not dealing or trading in shares, securities, debentures and
 other investments.
 
 17.  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.
 
 18.  According to the information and the explanations given to us and
 an overall examination of the balance sheet of the company, we report
 that no funds raised on short term basis have been used for long term
 investment.
 
 19.  The company has not made any preferential allotment of shares to
 parties and companies covered in the register maintained under section
 301 of the Companies Act, 1956.
 
 20.  The company has not issued any debentures during the year.
 
 21.  We have verified the end-use of money raised by public issue as
 disclosed in the notes to the financial statements.
 
 Further to the above, we state 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, so far as appears from our examination of
 those books;
 
 c) The Balance Sheet, Profit and Loss accounts and cash flow statements
 dealt with by this report, are in agreement with the books of accounts;
 
 d) In our opinion the balance sheet, profit and loss account and cash
 flow statement dealt with by this report comply with the accounting
 standards referred to in sub-section (3C) of section 211 of the
 Companies Act, 1956;
 
 e) On the basis of written representations received from the
 Directors/Companies as on 31st March, 2012, and taken on record by the
 Board of Directors, we report that they are not disqualified as on 31st
 March, 2012 from being appointed as a director in terms of clause (g)
 of sub-section (1) of Section 274 of the Companies Act, 1956.
 
 f) In our opinion and to the best of our information and according to
 the explanations given to us, the said accounts read together with the
 Significant Policies and notes thereon, give the information required
 by the Companies Act, 1956 in the manner so required and give a true
 and fair view in conformity with the accounting principles generally
 accepted in India:
 
 a.  in case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2012,
 
 b.  in case of the Profit and Loss Account, of the Profit of the
 Company for the year ended 31 st March, 2012,
 
 c.  in case of the Cash Flow Statement, of the cash flows for the year
 ended 31st March, 2012.
 
                                                   For Amit Ray & Co.
 
                                               Chartered Accountants
 
                                                  CV Savit Kumar Rao
 
                                                             Partner
 
 Place : Bengaluru                              Membership No. 70009
 
 Date : May 15th, 2012                             Firm Reg No: 483C