Divine Entertainment Ltd.की ऑडीटर रिपोर्ट

Mar 31, 2011

1. We have audited the attached Balance Sheet of M/S DIVINE ENTERTAINMENT LTD. as at 31st March 2011 and also the Profit and Loss Account for the year ended on that date annexed thereto. 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.

2. 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 amounts and disclosures in the financial statements. An audit also includes assessing the accounting principal' 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.

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of sub section (4 A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matter specified in paragraph 4 and 5 of the said order.

4. Further to our comments in the Annexure referred to above, we report that: -

a) We have obtained all the information and explanation, 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 (and proper returns adequate for the purpose of our audit have been received from the branches not visited by us. The Branch Auditor's Reports have been forwarded to us and have been appropriately dealt with.)

c) The Balance Sheet and Profit & Loss Account dealt with by this report are in the agreement with the books of account (and with the audited returns from the branches).

d) In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this report comply with the accounting standards referred to in sub section (3 C) of section 211 of the Companies Act, 1956.

e) On the basis of written representations received from the Directors, as on 31st March 2011, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2011 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 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 principals generally accepted in India.

i) In the case of the Balance Sheet of the state of affairs of the Company as at 31st March, 2011and

ii) In the case of Profit & Loss Account of the Profit / Loss for the year ended on that date.

ANNEXURE REFERRED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE

1. The Company has maintained proper records showing full particulars including quantitative details and location of its Fixed Assets.

2. All the assets Fixed Assets have been physically verified by the Management covering all the items and no material discrepancies between the book records and the physical inventory have been noticed.

3. The fixed assets of the Company have not been revalued during the year.

4. Since the Company is not having any inventory therefore no comments are required for physical verification or control thereof.

5. The company has not taken any loans, secured or unsecured, from the companies, firms or other parties listed in the regular maintained u/s 301 of the Companies Act, 1956 and/or form the companies under the same management as defined under sub-section (IB) of section 370 of the companies Act. 1956, where the rate of interest and other terms are prejudicial to the interest of the shareholders, in terms of sub-section (6) of Section 370 of Companies Act, 1956 the provisions of the sections are not applicable to the company on or after 31st October 1998.

6. The company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the regular maintained u/s 301 of the Companies Act, 1956 and/or to the companies under the same management as defined under sub-section (IB) of section 370 of the companies Act, 1956, in terms of sub-section (6) of Section 370 of Companies Act, 1956 the provisions of the sections are not applicable to the company on or after 31st October 1998.

7. The Company has not granted loans and advances in the nature of loan to directors.

8. In our opinion there are adequate internal control procedures commensurate with the size of the company and nature of its business, for purchase of Plant and machinery, equipments and similar assets and for the sale of services.

9. In our opinion, no transaction of purchase of goods and materials and sale of materials and services in pursuance of contracts or arrangements entered in the registers maintained under section 301 of the Companies Act, 1956 and aggregating to Rs 500,000 or more in value in respect of each of the party have been made during the year.

10. The Company has a system of determining unserviceable or damaged finished products on the basis of technical evaluation and no write offs/provisions were considered necessary.

11. The company has not accepted any deposits within the meaning of Section 58A of the Companies act, 1956 and the rules framed thereunder.

12. In our opinion, the company has an adequate internal audit system.

13. The Central Government has not prescribed the maintenance of cost records by the Company under Section209 (1) (d) of the Companies Act, 1956 for any of its products.

14. As certified by the management, at the last day of the financial year, there was no amount outstanding in respect of undisputed income-tax, sales-tax, custom duty and excise-duty which were due for more than 6 months from the date they become payable.

15. During the course of our examination of the books of accounts carried out in accordance with the generally accepted auditing practices, we have not come across any personal expenses which have been charged to P&L Account, other than those payable under contractual obligations or in accordance with generally accepted business practices, nor have we been informed of any such case by the Management.

16. The company is not a Sick Industrial company with in the meaning of clause(o) of sub-section ( I ) of section 3 of the Sick Industrial Companies (Special Provisions ) Act, 1985.

17. As the company is not a manufacturing company, the question of maintaining records for sale and disposal of realizable by-products or scrap does not arise.

FOR PVR-N & CO.

Chartered Accountants

Sd/-

Place : New Delhi PRADEEP JINDAL

Dated : 28th AUGUST,2011 PARTNER