Pyramid Saimira Theatre

1.  I have audited the attached Balance Sheet of M/s.PYRAMID SAIMIRA
 THEATRE LIMITED as at 31st March 2008 the Profit and Loss account and
 also the Cash Flow Statement for the year ended on that date annexed
 thereto. These financial statements are the responsibility of the
 Company’s Management. My responsibility is to express an opinion on
 these financial statements based on my audit.
 
 2.  I have conducted my audit in accordance with auditing standards
 generally accepted in India. Those standards require that I 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 amounts
 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. I believe that my audit provides a reasonable basis for
 my opinion.
 
 3.  As required by the Companies (Auditor’s Report) Order, 2003 issued
 by the Central Government of India in terms of sub section (4A) of
 section 227 of the Companies Act, 1956, and on the basis of the
 information and explanations given to me and the books and records
 examined by me in the normal course of my audit and to the best of my
 knowledge and belief, I give below my report on the matters specified
 in paragraphs 4 and 5 of the said order.
 
 4.  Further to the comments in the Annexure referred to above I report
 that:
 
 a) I have obtained all the information and explanations, which to the
 best of my knowledge and belief were necessary for the purpose of my
 audit.
 
 b) In my opinion, proper books of account as required by law have been
 kept by the Company so far as appears from my examination of those
 books.
 
 c) The Balance Sheet and Profit and Loss Account dealt with by this
 report are in agreement with the books of account.
 
 d) In my opinion, the Balance Sheet and Profit and Loss account 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,
 as on 31st March 2008 and taken on record by the Board of Directors, I
 report that none of the Directors is disqualified from being appointed
 as a Director in terms of clause (g) of sub section (1) of section 274
 of the Companies Act, 1956 on the said date.
 
 f) In my opinion and to the best of my information and according to the
 explanations given to me, the said accounts, including the Balance
 Sheet and Profit and Loss account and Cash Flow Statement dealt with by
 this report read with the Notes thereon and documents annexed thereto,
 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.
 
 (i) In the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March 2008, and
 
 (ii) In the case of the Profit and Loss Account, of the Profit for the
 year ended on that date.
 
 (iii) In the case of Cash Flow Statement, of the cash flows for the
 year ended on that date
 
 ANNEXURE TO AUDITOR’S REPORT OF M/s. PYRAMID SAIMIRA THEATRE LIMITED
 FOR THE YEAR ENDED 31st MARCH 2008.
 
 Referred to in paragraph 3 of my report of even date.
 
 i. (a) The Company has maintained proper records showing full
 particulars including quantitative details and situation of Fixed
 Assets.
 
 (b) All the Assets have been physically verified by the management
 during the year and there is a regular programme of verification which,
 in my opinion, is reasonable having regard to the size of the Company
 and the nature of its Assets. No material discrepancies were noticed on
 such verification.
 
 (c) The Company has not disposed off a major part of its Assets.
 
 ii. (a) The Company has no Inventory and hence the provision relating
 to physical verification and sub clauses (b) and (c) does not arise.
 
 iii. The Company had not taken/given loan from/to the listed in the
 Register maintained u/s 301 of the Companies Act, 1956 and hence sub
 clauses b,c,d,e,f and g of clause (iii) of the said order not
 applicable.
 
 iv In my opinion and according to the information and explanations
 given to me, there are adequate internal control procedures
 commensurate with the size of the Company and the nature of its
 Business with regard to purchases of Inventory, Fixed Assets and sale
 of goods. During the course of my audit, I have not observed any
 continuing failure to correct major weaknesses in internal controls.
 
 v. (a) According to the information and explanations given to me, I am
 of the opinion that the transactions that need to be entered into the
 register maintained under section 301 of the Companies Act, 1956 have
 been so entered.
 
 (b) In my opinion and according to the information and explanations
 given to me, the transactions made in pursuance of contracts or
 arrangements entered in the register maintained under section 301 of
 the Companies Act, 1956 and exceeding the value of Rupees Five Lakhs in
 respect of any party during the year have been made at prices which are
 reasonable having regard to prevailing market prices at the relevant
 time.
 
 vi.  The Company has not accepted any Deposit from the Public.
 
 vii. In my opinion, the Company has an internal audit system
 commensurate with the size and nature of its Business.
 
 viii. The provision relating the maintenance of cost records under
 section 209(1)(d) of the Companies Act, 1956 does not apply to the
 Company.
 
 ix. (a) The Company is regular in depositing with appropriate
 authorities undisputed statutory does including Provident Fund,
 Investor Education Protection Fund, Employee’s State Insurance, Income
 Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other
 material statutory dues where ever applicable to it.
 
 (b)According to the information and explanation given to me, there are
 no dues of Sales Tax, Income Tax, Customs Duty, Wealth Tax, Excise Duty
 and Cess which have not been deposited on account of any dispute.
 
 x. The Company does not have any accumulated losses as at 31st March
 2008. The Company has not incurred any cash losses during the financial
 year covered by my audit and in the immediately preceding financial
 year.
 
 xi. In my opinion and according to the information and explanation
 given to me, the Company has not defaulted in repayment of dues to
 financial institution and Banks.
 
 xii. In my opinion and according to the information and explanation
 given to me the Company has not granted any Loans and Advances on the
 basis of security by way of pledge of shares, debentures and other
 securities.
 
 xiii. In my opinion, the Company is not a Chit Fund or a Nidhi/Mutual
 Benefit Fund/Society Therefore, the provisions of clause 4(xiii) of the
 Companies (Auditor’s Report) Order, 2003 are not applicable to the
 Company.
 
 xiv In my opinion, the Company is not dealing in or trading in shares,
 securities, debentures and other investments. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditor’s Report) Order,
 2003 are not applicable to the Company.
 
 xv In my opinion, the terms & conditions on which the Company has given
 guarantees for loans taken by others from Banks or Financial
 Institutions are not prejudicial to the interest of the Company.
 
 xvi. In my opinion and according to the information and explanations
 given to me the term loans have been applied for the purpose for which
 they were raised.
 
 xvii. According to the information and explanations given to me and on
 an overall examination of the Balance Sheet of the Company, I report
 that the no funds raised on short term basis have been used for long
 term investment.
 
 xviii. During the year the Company has not made preferential allotment
 of Shares to the parties covered under section 301 of the companies
 act, 1956 other than the Convertible Share Warrants, after obtaining
 the appropriate approvals, and the terms of issue are not prejudicial
 to the interest of the company.
 
 xix. According to the information and explanations given to me, during
 the period covered by my Audit Report, the Company has not issued any
 Debentures and therefore the question of creating security or charge in
 respect thereof does not arise.
 
 xx. The Company has not raised any money by Public Issue during the
 period and however the company has issued Foreign Currency Convertible
 Bonds during the year and I have verified the disclosure made by the
 management on the end use of the money raised by the said bonds.
 
 xxi. According to the information and explanations given to me and
 based upon the audit procedures performed and representations made by
 the management no fraud on or by the Company has been noticed or
 reported during the course of my audit.
 
 Chennai                                          R.MUGUNTHAN
 30th June, 2008                             Chartered Accountant
                                             Membership No.21397