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India E-Commerce Ltd.

BSE: 531061 Sector: Others
NSE: N.A. ISIN Code: INE416B01018
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India E-Commerce Ltd. (INDIAECOMMERCE) - Auditors Report

Company auditors report

INDEPENDENT AUDITOR

TO THE MEMBERS OF INDIA E-COMMERCE LIMITED

Report on the Financial Statements

We have audited the attached Balance Sheet of;I NDIA E-COMMERCE LIMITED whichcomprise of the Balance Sheet as at 31st March 2014 the statement of Profit & Lossand Cash Flow Statement for the year ended on that date and a summary of SignificantAccounting Policies and other explanatory information. These financial statements are ther e sponsibility of the Company's management. Our responsibility is to express an opinionon these financial statements based on our audit.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give atrue and fair view of the financial position financial performance and cash flows of theCompany in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act 1956 ("the Act"). This responsibility includesthe design i m plementation and maintenance of internal control relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. We conducted our audit in accordance with the Standards on Auditing issued by theInstitute of Chartered Accountants of India. Those Standards require that we comply withethical r e quirements and plan and perform the audit to obtain reasonable assurance aboutwhether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal control relevant to the Company’s preparation and fairpresentation of the financial statements in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of the accounting estimates made bymanagement as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the financial statements give the information required by the Act in themanner so r e quired and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

i. in the case of Balance Sheet of the state of affairs of the Company as at 31stMarch2014 and

i. in the case of statement of Profit and Loss of the Loss for the year endedon that date; and

i i. in the case of the Cash Flow Statement of the cash flows for the yearended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order 2003 ("theOrder") as amended issued by the Central Government of India in terms ofsub-section (4A) of section 227 of the Act we give in the Annexure a statement on thematters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act we report that:

a. We have obtained all the information and explanations which to the best of ourknowledge 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 theCompany so far as appears from our examination of those books;

c. The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

d. In our opinion the Balance Sheet Statement of Profit and Loss and Cash FlowStatement comply with the Accounting Standards referred to in subsection (3C) of section211 of the Companies Act 1956; and

e. On the basis of written representations received from the directors as on 31 March2014 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 March 2014 from being appointed as a director in terms of clause (g) ofsub-section (1) of section 274 of the Companies Act 1956.

For K. R. Tiwari & Co.

CHARTERED ACCOUNTANTS

FIRM REGISTRATION NO. 111003W

Sd/-

K.R. TIWARI

Proprietor

MEMBERSHIP NO. 043003

Place: Mumbai

Date: 30-05-2014

Annexure to the Auditors Report

( Re ferred to in our report of even date)

1. The Company does not have any fixed assets.

2. The Company has no inventory.

3. (a) The Company has not taken any secured or unsecured loans from Companies

Firms or other parties listed in the register maintained under Section 301 of theCompanies Act 1956 or from the companies under same management as defined undersub-section (1B) of Section 370 of the Companies Act 1956.

(b) The Company has not given taken any secured or unsecured loans to Companies Firmsor other parties listed in the register maintained under Section 301 of the Companies Act1956 or from the companies under same management as defined under sub-section (1B) ofSection 370 of the Companies Act 1956.

4. There is an adequate internal control procedure commensurate with the size andnature of the business for the purchase and sale of shares. During the course of ouraudit no major material weakness has been noticed in internal control system.

5. In respect of transaction covered under section 301 of the Companies Act 1956:

that the transactions that need to be entered into the Register maintained underSection 301 of the Act have been so entered.

b) In our opinion and according to the information and explanation given to us thereare no transaction of sale of goods made in pursuance of contract or arrangement enteredin the register maintained u/s 301 of the Companies Act1956 as exceeding the value of Rs.500000/- ( Rupees Five Lakh Only ).

6. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public.

7. In our opinion the Company has a formal internal audit system commensurate with itssize of the Company and nature of its business.

8. To the best of our knowledge and as explained the Central Government has notprescribed maintenance of cost records under (d) of sub-section (1) 209 of the CompaniesAct 1956.

9. According to the records of the Company the Company is regular in depositingundisputed statutory dues including Income Tax with the appropriate authorities. Accordingto the information and explanations given to us there is no undisputed amounts payable inrespect of Income Tax Sales Tax Wealth Tax Custom Duty Excise Duty and cess wereoutstanding at the year end for a period of more than six months from the date they becomepayable. According to the records of the Company there are no dues outstanding of IncomeTax Sales Tax Wealth Tax Custom Duty Excise Duty and cess on account of any dispute.

10. The Company has accumulated losses at the end of financial year not less thanfifty percent of its net worth and the Company has incurred cash losses in the financialyear and in the financial year immediately preceding financial year also.

11. The company has not taken any loan from Financial Institutions or Banks and thereis no debenture.

12. The Company has not granted any loans & advances on the basis of security byway of pledge of shares debentures and other securities.

13. In our 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’sReport) Order 2003 are not applicable to the Company.

14. In our opinion the Company is not dealing in or trading in shares securitiesdebentures or other investments. Therefore the provisions of clause 4(xiv) of theCompanies (Auditor’s Report) Order 2003 are not applicable to the Company.

15. According to the information and explanations given to us the Company has notgiven any guarantee for loans taken by other from bank or other financial institutions.

16. The Company has not taken any term loan during the year.

17. The Company has not raised funds on short-term basis during the year under review.

18. The Company has not made any preferential allotment of shares during the year.

19. The Company has not issued any debentures during the year.

20. The Company has not made any public issue during the year and therefore theprovisions of 4(xx) of the Companies (Auditor’s Report) Order 2003 are notapplicable to the Company.

21. According to the information and explanations given to us no fraud on or by theCompany has been noticed or reported during the course of audit.

For K. R. Tiwari & Co.

CHARTERED ACCOUNTANTS

FIRM REGISTRATION NO. 111003W

Sd/-

K.R. TIWARI

Proprietor

MEMBERSHIP NO. 043003

Place: Mumbai

Date: 30-05-2014