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GIVOGIVO LIMITEDCIN:  L18101HR1993PLC032010Regd. Office: 42nd Mileston GIVOGIVO LIMITEDCIN:  L18101HR1993PLC032010Regd. Office: 42nd Mileston

GIVOGIVO LIMITEDCIN: L18101HR1993PLC032010Regd. Office: 42nd Mileston - PDF document

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GIVOGIVO LIMITEDCIN: L18101HR1993PLC032010Regd. Office: 42nd Mileston - PPT Presentation

1 2 GIVOnclosures 21st Annual Report comprising of the Directors Report Auditors Report Audited Balance Sheet Statement of Profit Loss CashFlow Statement along with Accounting Policies and N ID: 820085

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1GIVOGIVO LIMITEDCIN: L18101HR1993PLC0
1GIVOGIVO LIMITEDCIN: L18101HR1993PLC032010Regd. Office: 42nd Milestone, Delhi Jaipur Highway, Kherki Daula, Gurgaon -122001, (Haryana.), India.N O T I C ENotice is hereby given that 21st Annual General Meeting of GIVO Limited will be held on Wednesday, 6th August, 2014 at 11:30 AM at theRegistered Office of the Company situated at 42nd Milestone, Delhi Jaipur Highway, Kherki Daula, Gurgaon-122001, (Haryana) India to transactthe following businesses:ORDINARY BUSINESSITEM NO.1:To receive, consider and adopt the audited financial statements of the company comprising Balance Sheet as at 31st March, 2014, Statementof Profit & Loss, and Cash Flow Statement for the year ended on that date and the reports of the Directors and Auditors thereon.ITEM NO.2:To appoint a Director in place of Sh. Karan Singh Thakral, who retires by rotation and being eligible, offers himself for re-appointment.ITEM NO.3:To appoint a Director in place of Sh. G.D. Khemani, who retires by rotation and being eligible, offers him for re-appointment.ITEM NO.4:To consider and, if thought fit, to pass with or without modifications, if any, the following Resolution as an Ordinary Resolution:RSOLVD THAT Ms. B.S. Sawhney & Associates, Chartered Accountants, New Delhi, the retiring Auditors be and are hereby re-appointedas Statutory Auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next Annual General Meetingon a remuneration to be fixed by the Board of Directors of the Company in consultation with the Auditors.SPECIAL BUSNIESSITEM NO.5:To consider and, if thought fit, to pass with or without modifications, if any, the following Resolution as an Ordinary Resolution:RSOLVD THAT pursuant to the provisions of Section 14 and all other applicable provisions of the Companies Act, 2013 read with Rule 14of the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force),M/s Sanjay Gupta & Associates, Cost Accountants, appointed by the Board of Directors as cost auditors to conduct audit of the cost recordsof the Company for the financial year ending March 31, 2015 be paid remuneration as recommended/fixed by the Board and set out in theStatement annexed to the Notice convening this Meeting.RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all acts and take all such steps as maybe necessary, proper or expedient to give effect to this resolution.ITEM NO. 6:To consider and, if thought fit, to pass with or without modifications, if any, the following Resolution as a Special Resolution:RSOLVD THAT in partial modification of the special resolution passed at the xtra Ordinary General Meeting of the company held on 11thJanuary, 2010 ("said resolution") read with Section 62(1)(b) of the Companies Act, 2013 and the Securities and Exchange Board of India(Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and any other applicable regulatory requirement,consentapproval of the members be and is hereby accorded to the Board (herein after called as the Board which term shall be deemed toinclude Remuneration Committee or any other Committee(s) thereof for the time being exercising the powers conferred on the Board) forextending the exercise period of the options granted/vested under the Employee Stock Option Scheme, 2009 (ESOS,2009) constituted pursuantto the said resolution from the existing approved period to further three years till 10th January,2016.RESOLVED FURTHER THAT the amendment to clause 15 of the ESOS 2009, for extending the exercise period from the existing period to furtherthree years till 10th January,2016 (with such exceptions as may be considered necessary or appropriate by the Board or any Committeethereof) be and is hereby approved.RESOLVED FURTHER THAT the Board of directors or any Committee thereof, be and is hereby authorized to do all such acts, deeds, mattersand things as it may in its absolute discretion deem fit, necessary or desirable for the purpose of giving effect to this resolution with power tosettle any issues, questions, difficulties or doubts that may arise in this regard.ITEM NO.7:To consider and, if thought fit, to pass with or without modifications, if any, the following Resolution as a Special Resolution:RSOLVD THAT pursuant to the provisions of Section 1 of the Companies Act, 2013 and rules made there under, the lease agreement withMr. Ajay Srivastava, Vice chairman & director for providing his property situated at -4, DLF Phase  II, Gurgaon, Haryana to the company forguest house purpose on a consolidated monthly hire charges of Rs. 3.00 Lacs (Rupees three Lacs only ) which is inclusive of the furniture& fixtures, maintenance charges, and house property taxes, etc with effect from 1st April, 2014, as approved by the Board of Directors in theirMeeting held on 19th May, 2014 be and is hereby approved and ratifiedITEM NO.8:To consider and, if thought fit, to pass with or without modifications, if any, the following Resolution as a Special Resolution:RSOLVD THAT pursuant to the provisions of Section 10(1) (d) of the Companies Act, 2013, consent be and is hereby accorded to theCompany for extending time for repayment of the balance amount of the housing loan of Rs.12.65 Lacs (Rupees Twelve Lacs and Sixty fiveThousand) due from Mr. Aninda Mukharji, director of the company , by a f

urther period of two years ending on 30t
urther period of two years ending on 30th June, 2016 and in case ofdefault in repayment of the said loan by the said date of 30th June,2016, the balance outstanding, if any, shall become due and payableimmediately .By Order of the Board For GIVO LimitedSd/-Place: Gurgaon R.K. SharmaDate: 30th June, 2014 CFO & Company SecretaryPAN -AUPPS7381D2GIVOnclosures: 21st Annual Report comprising of the Directors Report, Auditors Report, Audited Balance Sheet, Statement of Profit & Loss, CashFlow Statement along with Accounting Policies and Notes to the Accounts, etc.NOTES:1.The Statement pursuant to Section 102 of the Companies Act, 2013 and additional information pursuant to Clause 49 of the listingagreement in respect of the Directors seeking reappointment at the AGM is annexed with the Notice.2.A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT ANOTHER PERSON AS A PROXY TO ATTEND ON HIS/HER BEHALF AND SUCH PROXY NEED NOT BE A MEMBER OF THE COMPANY.3.The appointment of proxy shall be in the Form annexed to this notice and in order to be effective should be duly stamped, complete andsigned and must be deposited at the Registered Office of the Company not less than 48 hours before the time scheduled for holding theaforesaid meeting.4.Corporate members intending to send their authorised representatives to attend the AGM are required to send to the Company a certifiedtrue copy of the Board Resolution authorising their representative to attend and vote at the AGM on their behalf.5. Members who hold shares in dematerialized form are requested to bring their client ID and DPID numbers for facilitating identification forattendance at the meeting.6.Members/Proxies should bring the Attendance Slip duly filled in for attending the meeting.7.The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of Companies Act, 2013 willbe available for inspection by the members at the AGM.8.The Register of Contracts or Arrangements in which Directors are interested, maintained under Section 189(4) of the Companies Act, 2013will be available for inspection by the members at the AGM.9.The Register of Members and Share Transfer Books of the Company shall remain closed from 4th August, 2014 to 6th August, 2014 (bothdays inclusive).10.The Company is conscious of promoting e-governance and green and sustainable environment. Members are requested to update theiremail address with their Depositary Participants to enable the company to send the future correspondences / communication via e-mail.11.The notice of the AGM alongwith the copies of the 21st Annual Report 2014, attendance slip and proxy form are being sent by electronicmode only to all the members whose email addresses are registered with the company / Depository Participants / Registrar and TransferAgent for communication purposes.12.Hard copy of the notice alongwith the copies of the 21st Annual Report 2014, attendance slip and proxy form are being sent by thepermitted mode to those members who have not registered their email addresses and those who have requested for the same.13.Notice of the 21st AGM alongwith the copies of the 21st Annual Report 2014 shall also be available on companys website being:www.givoltd.com.14.The information required in terms of Clause 49 of the Listing Agreement is given in Corporate Governance Report annexed to the DirectorsReport.15.Members holding shares in demat form are requested to submit their Permanent Account Number (PAN) to their respective DepositoryParticipant and those holding shares in physical form are requested to submit their PAN details to the company / RTA in order to comply withthe SEBI guidelines.16.In terms of the notification issued by the Securities and Exchange Board of India, equity shares of the Company are under compulsorydemat trading by all investors w.e.f. January 29, 2001. Shareholders are therefore advised to dematerialize their shareholding to avoidinconvenience in future.17.The members are requested to send the transfers, change of address, bank mandates and other related correspondence to theRegistrars and Share Transfer Agents, Ms. Skyline Financial Services Pvt. Limited, D-153 A, Okhla Industrial Area, Phase-I, New Delhi 110 020.18.Members can contact the following person for any information relating to Annual General Meeting: Mr. R.K. Sharma, CFO & CompanySecretary, Tel. Nos. 0124 470 9300.19.Members are requested to send the queries, if any, on the accounts and operations of the Company to the Company Secretary (e-mail:givo@del3.vsnl.net.in) at least 10 days before the meeting so that the answers may be made readily available.20.All documents referred to in the accompanying Notice are open for inspection at the Registered Office of the Company on any daybetween 2:00 p.m. and 4:00 p.m. except on holidays and shall also be available at the meeting.ANNEXURE TO THE NOTICE(EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013)1.ITEM NO. 2 & 3 :Information in respect of the Directors seeking re-appointment at the Annual General Meeting as required under Clause 49(vi) of the ListingAgreement with the Stock Exchanges is given hereunder:a)Re-appointment of Sh. Karan Singh Thakral as Non Executive DirectorSh. Karan Singh Thakral aged 59 years is the Executive Director of Thakral Group of Companies, Singapore. Presently, he is Director ofthe following public limited companies excluding

this Company. He does not hold any sha
this Company. He does not hold any shares in the Company.Sr. No.Name of the CompanyDesignation1.Inari Fashions Ltd.Director2.Purearth Infrastructure Ltd.Directorb) Re-appointment of Shri G.D. Khemani as DirectorShri G.D. Khemani aged 79 years is a retired IPS Officer having worked in top management level in the Districts, States and CentralGovernment. He is advising on various matters related to Banking, Production, Marketing, Security, HRD and General Administration.Presently, he is Director of the following public limited companies excluding this company.3GIVOSr. No.Name of the CompanyDesignation1.Asiatic Steel Industries Ltd.Director2.Paramount Surgimed Ltd.DirectorMr. Khemani has been offered 1.00 Lac Options under the ESOS, 2009 but he does not hold any shares in the Company at present.2.ITEM NO. 5:The Board of directors on the recommendation of the Audit Committee has approved the appointment of M/s Sanjay Gupta & associates,Cost Accountants as cost auditors to conduct audit of the cost records of the Company for the financial year ending March 31, 2015 ona remuneration of Rs.1.00 Lacs (Rupees One Lac only) in their board meeting held on 19th May, 2014.In accordance with the provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors)Rules, 2014, the remuneration payable to the Cost Auditors has to be ratified by the shareholders in the general meeting by way of anordinary resolution.Accordingly, consent of the members has been sought for passing an Ordinary Resolution as set out at Item No. 5 of the Notice forratification of the remuneration payable to the Cost Auditors for the financial year ending March 31, 2015 as recommended/fixed by theBoard.None of the Directors, Key Managerial Personnel of the Company or their relatives is, in any way, concerned or interested, financially orotherwise, in the resolution set out at Item No. 6 of the Notice.The Board commends the Ordinary Resolution set out at Item No. 5 of the Notice for approval and ratification by the shareholders.3.ITEM NO. 6:In the Extra ordinary general meeting of the company held on 11th January, 2010, the members had passed a special Resolution approvingthe implementation of the Employee Stock Option Scheme. Pursuant to the said resolution, the Givo Employee Stock Option Scheme, 2009was constituted and a total of 16,75,000 options have been granted so far out of the total 20,00,000 Options (Equity Shares of Rs. 3/-each) commencing from 11January, 2010 and have been vested with the grantees. But no employee / Director has so far exercised anyof the vested options. The maximum period for exercise of the stock options provided at that time was three years from the date of vesting.Keeping in view the spirit of the scheme and the current capital market trend, it is proposed that the existing period of three years beextended further by a period of three years till 10th January, 2016.None of the directors and key managerial personnel together with their relatives is in any way, concerned or interested in the resolutionexcept to the extent of the options granted and vested in them under the ESOS 2009. As per the SEBI Guidelines, any amendment to theESOS requires approval of the shareholders. Accordingly, this resolution as set out under item No.6 of the notice is submitted for theapproval of the members as special resolution.4.ITEM NO. 7:In view of the companys business being in the process of growingdevelopment and which would involve solicitation of the buyersvisitors visiting the company frequently. The companys management considering the need for entertaining the buyers including foreignbuyers and other related visitors had entered into a lease agreement with. Mr. Ajay Srivastava, Vice Chairman and Director of theCompany, who offered to lease his property, on competitive rates, to the company and has been approved by the Board of Directors ofthe Company in their Board Meeting held on dated 19th May, 2014.Pursuant to Rule 15(3) of Companies (Meetings of Board and its Powers) Rules, 2014, the information is provided hereunder:1.Name of the related party: Mr. Ajay Srivastava2.Name of the director who is related: Mr. Ajay Srivastava.3.Nature of Relationship: Vice chairman & director of the company4.Nature, material terms, monetary value and particulars of the contract or arrangement: The property is leased on a consolidate monthly hirecharges of Rs. 3.00 Lacs (Rupees three Lacs only) which is inclusive of the furniture & fixtures, maintenance charges, and houseproperty taxes, etc with effect from 1st April, 2014.Hence, this resolution as set out in item No.7 of this notice is proposed for the approval and ratification by the shareholders/membersas a special resolution.Except Mr Ajay Srivastava, none of the directors, Key managerial personnel together with their relatives is interested in the resolution5.ITEM NO. 8:Mr. Aninda Mukharji, director was approved a housing loan of Rs.20 Lacs during his tenure as Whole time Director in accordance with theEmployees Loan Scheme, which has become repayable upon the cessation of Mr. Aninda Mukharji from the post of Whole Time Directorpursuant to his resignation vide Email dated 11th June, 2014 and accepted by the Board in their meeting held on 12th June, 2014. A balanceof the housing loan of Rs.12.65 Lacs (Twelve Lacs and Sixty Five thousand) is outstanding as payable as on date.Pursuant to clause No.88A of the Articles of Assoc

iation of the Company, Mr. Aninda Mukhar
iation of the Company, Mr. Aninda Mukharji owing to his cessation from the post of wholetime director would continue as director liable to retire by rotation, but will not receive his remuneration except sitting fee. Mr AnindaMukharji would require funds for his medication. In order to overcome the financial difficulties, the Board in its meeting held on 12th June,2014 has recommended this resolution as set out in item No.8 of this notice requesting the shareholders to approve further extension oftime for a period for two years ending 30th June, 2016 for repayment of the balance housing loan. Hence, this resolution is proposed forthe approval of the members as a special resolution.Except Mr Aninda Mukharji, none of the directors, Key managerial personnel together with their relatives is interested in the resolution.By Order of the Board For GIVO Limited Sd/-Place: Gurgaon R.K. SharmaDate: 30th June, 2014 CFO & Company SecretaryPAN -AUPPS7381D4GIVO21st Directors' ReportTO THE SHAREHOLDERS OF GIVO LIMITEDYour Directors present their 21st Annual Report together with Audited Financial Statements of the Company for the year endedMarch 31, 2014.1.FINANCIAL RESULTS (Rs. in Lacs)2.DIVIDENDYour Directors regret their inability to recommend any dividend for the year under report due to non-availability ofdistributable profits.3.OPERATIONSDuring the financial year 2013-14 your Companys gross sales turnover has been higher at Rs 2204.40 Lacs incomparison with last years turnover at Rs 19.3 Lacs, an increase of 22 .Export turnover of Rs. 1028.40 Lacs this year has shown better performance as against Rs. 979.18 Lacs in the lastyear.4.STATUTORY AUDITORSM/s. B.S. Sawhney & Associates, Chartered Accountants, retires as Statutory Auditors of the company in the forthcomingAnnual General Meeting and are eligible for re-appointment.5.AUDITORS OBSERVATIONSThe Company had conducted during the last year physical verification of its fixed assets in terms of its policy ofphysical verifications of fixed assets once in two years in view of the nature and volume of the assets. The otherobservations made in the Auditors Report, read together with the relevant notes thereon, are self-explanatory andhence do not call for any comments under Section 217 of the Companies Act, 1956.6.LISTING OF SHARESThe equity shares of the Company are listed on the Bombay Stock Exchange Limited (BSE). The annual listing feesand annual custody fee for the year 2014-2015 have been paid.7.ESOS, 2009Of the total 20 (twenty) lacs stock options, your Company had issued 16.75 Lacs stock options to certain employeesincluding some directors pursuant to the Employees Stock Option Scheme,2009 (ESOS,2009). Keeping in view thatno employee/director has exercised any option so far, your directors have decided not to charge any expense in theaccounts books on account of employees stock options during the year 2013-14 (previous year : Rs. NIL).8.PUBLIC DEPOSITThe Company during the year under review has not accepted nor renewed any deposits from public under theCompanies (Acceptance of Deposits) Rules, 1975. The company did not have any unclaimed/overdue deposits as on31st March 2014.9.DIRECTORS9.1Sh. Karan Singh Thakral, Director retires by rotation at the ensuing Annual General Meeting and is eligible for re-appointment, which the Board recommends for his re-appointment.9.2Sh. G.D. Khemani, Director retires by rotation at the ensuing Annual General Meeting and is eligible for re-appointment,which the Board recommends for his re-appointment.2013-2014(April 13 to March 14)Particulars2012-2013(April 12 to March 13)Gross Sales & Other IncomeExpceptional Items - Gain / LossProfit before Interest, depreciation & taxesLess: Interest & Finance Charges: Depreciation: Taxes Including Deferred TaxesNet Profit After Tax2204.40(0.13)139.2440.1556.5918.9223.451798.38123.2426.4951.9023.1921.665GIVO10.DIRECTORS RESPONSIBILITY STATEMENTAs required under section 217 (2AA) of the Companies Act, 1956 we hereby state:(a)that in the preparation of the annual accounts, the applicable accounting standards have been followed alongwith proper explanation relating to material departures, if any;(b)that the Directors have selected such accounting policies and applied them consistently and made judgmentsand estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of thecompany as at 31st March 2014 and its profits for the year ended on that date;(c)that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing anddetecting frauds and other irregularities;(d)That the Directors have prepared the annual accounts on a going concern basis.11.PERSONNELThere is no employee of the Company covered under Section 217(2A) of the Companies Act, 1956 read with Companies(Particulars of Employees) Rules, 1975.12.CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGOParticulars required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988is given in the Annexure- I to this report.13.CORPORATE GOVERNANCE REPORTThe company has complied with the applicable provisions of Corporate Governance under Clause 49 of the Listin

gAgreement with the Stock Exchange. A se
gAgreement with the Stock Exchange. A separate report on Corporate Governance compliance is annexed as Annexure II as part of this annual report.In compliance with the Corporate Governance requirements, the company has implemented a code of conduct for allits Board members and Senior Management employees, who have affirmed compliance thereto. The said Code ofConduct has been posted on the Companys website. A declaration to this effect signed by the Chief xecutive Officer(CEO) of the Company is annexed to this report as Annexure-III.The CEO and Chief Financial Officer (CFO) have certified to the Board with regard to the financial statements and othermatters as required in clause 49 of the listing agreement and the said certificate is annexed as Annexure-IV to thisreport.14.ACKNOWLEDGMENTYour Directors wish to place on record their sincere appreciation to the employees at all levels for their dedicatedservices and contribution to the company.The Directors take this opportunity to place on record their appreciation of the support received from all the stakeholders,customers and all the various departments of Central and State Governments, Bankers, Dealers and suppliers of thecompany.For and on behalf of the Board of DirectorsSd/-Place: GurgaonKaran Singh ThakralDate : 19th May, 2014CHAIRMAN & DIRECTORDIN - 002685046GIVOAnnexure - (I) to the 21st Directors Report dated 19th May, ,2014Particulars pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in theReport of Board of Directors) Rules, 1988.A.Conservation of Energy:(a)Energy conservation measures taken:The Company continues to follow a regular scheduleof preventive maintenance and servicing of all itsenergy intensive machines and equipments for theiroptimum operation. No new measures have beentaken for Energy Conservation during the year 2013-2014.(b)Additional investments and proposals, if:NILany, being implemented for reduction ofconsumption of energyc)Impact of measures at (a) and (b) above for: Company has been able to maintain the cost at same level.reduction of energy consumption andconsequent impact on the cost of productionof goods(d)Total energy consumption : 2013-2014 2012-2013(April 13 to Mar. 14)(April 12 to Mar. 13)1.Power & Fuel Consumptioni)Electricity Purchased- Unit (KWH)- Unit rate per KWH/Rs.- Total (Rs. in Lacs)ii)Own GenerationThrough Diesel Generators- Units (KWH)- Unit per liter HSD- Cost/ unit (Rs./KWH)- Total (Rs. in Lacs)iii)Generation of steam (Boiler)(Furnace Oil/HSD)- Quantity (Ltrs.)- Total (Rs. In lacs)- Average Rate (Rs. per Ltr)iv)Others (coal/ steam turbine etc.)Grand Total (Rs. in lacs)2.Consumption per unit of productionStandard if anya)JacketsUnit (Nos)N.A.Electricity(KWH /pc)b)TrousersUnit (Nos)N.A.Electricity(KWH /pc)B. Research and Development and Technology Absorptioni)Research and Development (R&D)(i)Research and Development (R&D)The company has no specific R&D activities. However, the company has well equipped quality control department to checkquality of the garments manufactured.1.Specific areas in which R&D carried by the Company:NILa).Existing Trouser Pressing Steam Line dismantled and all trouser pressing machines have been linked with theJacket Pressing Steam Line.3514828.4729.773923213.0813.6353.4720460287.3742.70NIL170.611206846.16817472.053698239.0733.544465653.1016.5173.7218368988.7748.33NIL196.031027526.20824372.047GIVOb).Existing boiler nozzle flowing 180 Kg per hour fuel changed with the new nozzle which flows 120 Kg per hour fuel.c)Re-aligned both Jacket & trouser production lines to improve the productivity.2.Benefits derived as a result of the above R&D:Saved HSD fuel... consumption of 2250 to 2500 Ltrand Rs.1.15 per month approx.3.Future plan of action:1. Replacement of old machines like Jacket Pocket Welt Machine, Shoulder Sleeve Final Press Machine, Jacket FinalLapel Rolling Machine, etc. 2. Up gradation of the CAD software.4.Expenditure on R&D:a)Capital:b)Recurring:NILc)Total:NILd)Total R&D expenditure as a percentage of total:NILturnover.ii)Technology Absorption, Adaptation and InnovationThe company has been making regular in-house efforts to improve quality of the products.1.Efforts, in brief, made towards technology:certain production machines,adaptation and innovationhave been purchased/upgradedduring the year.2.Benefits derived as a result of the above efforts,:Increase in production efficiency.e.g. product development, import substitution etc.and fuel efficiency.3.In case of imported technology (imported:Few production machines wereduring the last 5 years reckoned from the imported to enhance productionbeginning of the financial year), followingefficiency.Information may be furnisheda) Technology imported:N.A.b) Year of import:N.A.c) Has technology been fully absorbed:N.A.d) If not fully absorbed, areas where this:N.A. has not taken place, reasons thereof and future plans of action.CForeign exchange earning and outgoExports have been made to USA, U.A.E. and Europe. Efforts are being made on continuous basis to explore the newmarkets to boost exports.1.Total foreign exchange used and earned :- (Rs. in Lacs)Particulars2013-2014 2012-2013-Foreign Exchange Earning 1028.40 979.18-Foreign Exchange Outgo 126.96 19.74Annexure - (II) to the 21st Directors Report dated 19th May, 2014CORPORATE GOVERNANCE REPORT1.Co

mpanys Philosophy on Code of Governance
mpanys Philosophy on Code of GovernanceCorporate governance is the combination of voluntary practices and compliance with laws and regulations leading toeffective control and management of the company. The Company believes that good corporate governance contemplatesthat corporate actions balance the interest of all stakeholders and satisfy the tests of accountability, transparency and fairplay. The Company believes that all its operations and actions must be directed towards enhancing overall shareholdersvalue.2.Board of Directors2.1As on 31st March 2014, the Board comprised five Directors. The combination of the Board meets the requirementsstipulated in clause 49 of the Listing Agreement with the Stock Exchange. The directors bring to the Board wide range ofexperience and skills.8GIVO2.2Composition as on 31.3.2014The composition of the Board of Directors and the number of other Directorships/ Chairmanships (including this company)are as under:Name of DirectorCategory ofNo. ofNo. ofDirectorsDirectorshipCommitteesChairmanship/Membership heldPublicPrivateCorporationChairmanMemberfirms & othercompanies*Sh. Karan Singh ThakralChairman &0305NILNILNILDirectorSh. Ajay SrivastavaVice-Chairman02051NILNIL& DirectorSh. Aninda MukharjiWhole-time01NILNILNILNILDirectorSh. G.D. KhemaniDirector0302NILNILNILDr. Ram S. TarnejaDirector1003080204 * Foreign companies and foreign corporate firms have not included in the list of public, private and corporate firms.None of the Director of your Company is holding membership in more than 10 committees and chairmanship in more than5 committees of the Board.2.3Attendance at Board and General MeetingsDuring the financial year 2013-2014, four Board Meetings were held on 10.05.2013, 13.8.2013, 08.11.2013, and 12.2.2014.There was one Annual General Meeting held on 13th August, 2013.S. No.Name of DirectorCategory of Attendance at Board Attendance at theDirectorship Meetings No. ofNo. of Meetings heldMeetingsattended1.Sh. Karan Singh ThakralChairman & Director0403 Yes2.Sh. Ajay SrivastavaVice-Chairman0404 Yes& Director3.Sh. Aninda MukharjiWhole Time Director0403Yes4.Sh. G.D. KhemaniDirector0403No5.Dr. Ram S. TarnejaDirector0404 Yes3.Audit Committee3.1The Audit Committee has been constituted in compliance with the requirements of Clause 49 of the Listing Agreement.3.2Brief description of terms of reference :The role and terms of reference of the Audit Committee are in accordance with Clause 49 of the Listing Agreement andSection 292A of the Companies Act 1956.The Committee has the following terms of reference:-Overseeing the Companys financial reporting, process and disclosure of financial information to ensure that thefinancial statement is correct, sufficient and credible;-Recommending the appointment and removal of external auditor, fixation of audit fee and approval for paymentof any other services;-Reviewing with management the annual financial statement before submission to the Board.Sr.No.1.2.3.4.5.Annual GeneralMeeting9GIVO-Reviewing the adequacy of internal audit functions;-Discussing with Internal Auditors any significant finding and follow up on such issues;-Reviewing the findings of any internal investigations by the Internal Auditors in matters where there is suspectedfraud or irregularity, or a failure of internal control system of a material nature and reporting of such matters to theBoard;-Discussing with External Auditors before the audit commences on the nature and scope of audit, as well ashaving post-audit discussion to ascertain any area of concern;-Reviewing the companys financial and risk management policies; and-Examining reasons for substantial default in payment to depositors, shareholders (in case of non payment ofdeclared dividends) and creditors, if any.-The Statutory Auditors and the Internal Auditors are also invitees to the meeting. The Company Secretary acts asthe Secretary to the Committee.3.3The composition of Audit Committee members as on 31.03.2014 :Name of memberCategorySh. Ajay SrivastavaChairmanSh. Karan Singh ThakralMemberDr. Ram S TarnejaMemberSh. G.D. KhemaniMember3.4During the Financial Year from 1st April, 2013 to 31st March, 2014 four Audit Committee Meetings were held on10.05.2013, 13.08.2013, 08.11.2013 and 12.02.2014.Name of members No. of Committee MeetingsHeld AttendedSh. Ajay Srivastava 04 04Sh. Karan Singh Thakral 04 03Dr. Ram S Tarneja 04 04Sh. G.D. Khemani 04 034.Remuneration Committee4.1The composition and name of Remuneration Committee members as on 31.03.2014.Name of MemberCatetoryDr. Ram S TarnejaChairmanSh. Karan Singh ThakralMemberSh. Ajay SrivastavaMemberSh. G.D. KhemaniMember4.2During the Financial Year from 1st April, 2013 to 31st March, 2014 four Remuneration Committee Meetings were heldon 10.05.2013, 13.08.2013, 08.11.2013 and 11.02.2014Name of members No. of Committee MeetingsHeld AttendedDr. Ram S Tarneja 0403Sh. Karan Singh Thakral 0403Sh. Ajay Srivastava 0404Sh. G.D. Khemani 04034.3Terms of reference:The Remuneration Committee has been reconstituted to review and recommend the remuneration package for theappointment and payment of remuneration to the Directors and revision thereof. The Committee also functions asCompensation Committee for the purpose of ESOS, 2009.4.4During the financial year 2013-14 all remuneration paid/ payable to the Directors are as per the requir

ementsprescribed under the provisions of
ementsprescribed under the provisions of the Companies Act, 1956.10GIVO4.5Details of sitting fee, remuneration paid to all the Directors during the Financial Year 2013-14:* Remuneration includes basic salary, all allowances and perquisites4.6No remuneration is being paid to the Non-Executive Directors of the Company except Sh. G.D. Khemani who has beenpaid consultancy fee of Rs.5.40 Lacs during the financial year in accordance with the approval of Deptt. of CompanyAffairs, Govt. of India.4.7Stock options include options offered to the Directors/Executives of the company and those of the associated company.5.0Investors Grievances Committee Meeting5.1The composition and name of Investors Grievances Committee members as on 31.03.2014.Name of Member CategorySh. G.D. Khemani- ChairmanSh. Ajay Srivastava- MemberSh. Aninda Mukharji- Member5.2During the Financial Year from 1st April, 2013 to 31st March, 2014, four meetings were held on 10.05.2013, 13.08.2013,08.11.2013 and 12.02.2014 Name of Members No. of Committee MeetingsHeld AttendedSh. G.D. Khemani 0403Sh. Ajay Srivastava 0404Sh. Aninda Mukharji 04036.0Share Transfer Committee Meeting6.1The Composition and name of Share Transfer Committee members as on 31.03.2014.Name of MemberCategorySh. G.D. KhemaniChairmanSh. Aninda MukharjiMember6.2During the Financial Year from 1st April, 2013 to 31st March, 2014, one meeting was held on 06.07.2013Name of Member No. of Committee MeetingsHeldAttendedSh. G.D. Khemani0101Sh. Aninda Mukharji01016.3Name and designation of Compliance Officer:Sh. R. K. SharmaCFO & Company Secretary6.4Number of share holders complaints received so far:03 Sr. No. NameofDirector Sitting Fee paid (Amt. In Rs.) Remun-eration (Rs. In lacs) * Consul-tancy fee (Rs. In lacs) Board Meeting Audit Committee Meeting Investors Grievance Committee MeetingShare Transfer Committee Meeting Remun- eration Committee Meeting 1. Sh. Karan Singh Thakral 1.09 NIL NIL NIL NIL NILNIL 2. Sh. Ajay Srivastava1.40 NIL NIL NIL NIL NILNIL 3. Sh. Aninda Mukharji NIL NIL NIL NIL NIL 29.76NIL 4. Sh. G.D. Khemani 1.05 NIL NIL NIL NIL NIL5.40 5. Dr. Ram S. Tarneja 1.40 NIL NIL NIL NIL NILNIL Total4.94NILNILNILNIL29.765.4011GIVO6.5Number of complaints solved to the satisfaction of:03the share holders6.6No. of shares pending for transfer as on 31.03.2014:NIL7.0General Body Meeting7.1Location and time where the last three AGMs were held :-AGMYearVenueDateTime18h2011GIVO Limited21/9/201112.00 Noon42nd Milestone, Kherki DaulaGurgaon  122001 (Haryana)19th2012GIVO Limited13/8/201211.30 A.M.42nd Milestone, Kherki DaulaGurgaon  122001 (Haryana)20th2013GIVO Limited13/8/201311.30 A.M.42nd Milestone, Kherki DaulaGurgaon  122001 (Haryana)7.2No ordinary or special resolution requiring a postal ballot under section 192A of the Companies Act, 1956 was placedbefore the last AGM. Similarly, no ordinary or special resolution requiring a postal ballot is being proposed at theensuing AGM.8.0DisclosuresDuring the last three years, there were no strictures or penalties imposed by either SEBI or the Stock Exchange or anystatutory authority for non-compliance of any matter related to the capital markets.9.0Means of Communication.9.1Half yearly report sent to each shareholder :Quarterly financial results are being publishedin the Newspaper as per the listing guidelines.9.2Quarterly Resultsl Which newspapers normally published inPioneer (English) &Veer Arjun (Hindi)l Any website where publishedwww.givoltd.coml Whether it also displays official news releases and presentation made to institutional investors/analystNo9.3Whether management discussion & analysis is a part ofYes, management discussion & analysis is a partAnnual Report or notof the Annual Report and annexed as Annexure-V.10.0General shareholder information10.1Re-appointment of Sh. Karan Singh Thakral as Non Executive DirectorSh. Karan Singh Thakral aged 59 years is the Executive Director of Thakral Group of Companies, Singapore. Presentlyhe is Director of the following public limited companies excluding this Company. He does not hold any shares in theCompany.Sr.No.Name of the CompanyDesignation1.Inari Fashions Ltd.Director2.Purearth Infrastructure Ltd.Director10.2Re-appointment of Shri G.D. Khemani as DirectorShri G.D. Khemani aged 79 years is a retired IPS Officer having worked in top management level in the Districts, Statesand Central Government. He is advising on various matters related to Banking, Production, Marketing, Security, HRDand General Administration. Presently he is Director of the following public limited companies excluding this company.Mr. Khemani has been offered 1.00 Lac Options under the ESOS, 2009 but he does not hold any shares in theCompany at present.Sl. No.Name of the CompanyDesignation1.Asiatic Steel Industries Ltd.Director2.Paramount Surgimed Ltd.Director12GIVO10.3AGM : Date, Time & Venue21st Annual General MeetingDate:6th August, 2014Time:11:30 AMVenue:GIVO Limited42nd Milestone, Kherki DaulaGurgaon -122001 Haryana10.4Financial Calendar for 2014-15 (tentative)1st Quarter ended June 30, 20141st July-15th August, 20142nd Quarter ended September 30, 20141st October-15th November, 20143rd Quarter ended December 31, 20141st January-15th February, 20154th Quarter ended March 31, 20151st April-30th May, 201510.5Date of Book Closure4th August 2014 to 6th August 2014 (both days in

clusive).10.6DividendThe company has not
clusive).10.6DividendThe company has not recommended anydividend for the financial year 2013-1410.7Listing on Stock ExchangesBombay Stock Exchange LimitedThe Annual Listing fees for the Year 2014-2015 have been paid.10.8Stock Code (BSE)53161310.9Market Price Data of BSE during the year 2013-14 (1.4.2013 to 31.3.2014)MonthHighLowApril 142.201.67May 141.851.62June 141.931.59July 141.661.58August 142.051.68September 142.101.65October 141.941.55November 142.421.78December 142.201.72January 142.652.00February 142.371.73March 142.491.6910.10Registrar & Transfer AgentThe company has appointed M/s Skyline Financial Services Pvt. Ltd. as itsRegistrar and Transfer Agent.10.11Share Transfer SystemTo expedite transfer in physical segment, authority has been delegated to theShare Transfer Committee by the Board. The Registrar ensures that the transferredshare certificates are dispatched promptly after transfer of shares and are subjectto periodical audit by the Practicing Company Secretary, as per the requirementsof the Stock Exchange.10.12Shareholding Pattern as on 31.3.2014A Promoters Holding No. of shares held Percentage of Shareholding 1. Promoters - Indian Promoters - Foreign Promoters 888900050933100 11.04 63.27 Sub Total5982210074.32B. Non-Promoters Holdings 2. Institutional Investors a. Mutual Fund and UTI 204000.03 b. Banks, Financial Institutions, Insurance Companies (Central/ State Govt. Institutions/ Non-government Institutions) 29339163.64 Sub Total29543163.67 3.Others25000003.11a. Private Corporate Bodies 18164242.26 b. Indian Public 1117355113.88 c. NRIs/ OCBs 22314092.77 Sub Total 1772138422.01 GRAND TOTAL80497800100.0013GIVO10.13 Distribution of Shareholding as on 31st March, 2014No. of equity SharesNo. of% of shareNo. of shares% of Shares heldShareholdersholdingheldUpto 500395958.0410570111.31 501- 1000130719.1611916271.481001- 2000 636 9.3210801101.342001- 30002593.80 6904330.863001- 40001201.76 4473030.564001- 50001752.57 8518601.065001-100001762.5813246161.6510001 & above1892.77 73854840 91.75Total 6821 100.00 80497800 100.0010.14Dematerialization of Shares & LiquidityThe company's equity shares are traded in dematerialized form and have to be delivered in the dematerialized formto all stock exchanges. The number of shares dematerialized as on 31.3.2014 were 71774543 shares representing89.16% of the total shares and the balance of 8723257 shares representing 10.84% of the total shares were held inphysical form. Investors may open an account with depository participant registered with either National SecuritiesDepository Ltd. (NSDL) or Central Depository Services (India) Ltd. (CDSL). ISIN: INE100C01016.10.15Outstanding GDRs/ADRs warrants or any convertible instruments, conversion date and likely Impact on Equity.Company has not issued any GDRs/ ADRs/ Warrants or any Convertible Instruments during the year.10.16Plant locationGIVO Limited 42nd Milestone, Kherki Daula, Delhi-Jaipur Highway,Gurgaon  122001, HaryanaFor any assistance regarding dematerialization of shares, shares transfer,transmission, change of address and any other query relating to shares,please correspond with Registrar & Share Transfer Agent.10.17Address for correspondenceRegistered Office:GIVO Limited, 42nd Milestone, Kherki Daula, Delhi -Jaipur Highway,Gurgaon  122001 Haryana.Telephone Nos. 91-124-2371812-16, 470 9300Fax Nos. 91-124-2371360E-mail : givo@del3.vsnl.net.in10.18Contact PersonSh. R. K. Sharma, CFO & Company Secretary10.19Registrar and Share TransferSkyline Financial Services Pvt. Ltd.AgentD-153A, Okhla Industrial Area Phase-INew Delhi  110020Telephone Nos.91-011-26812682, 26812683Fax No.91-011-26812684E-mail :admin@skylinerta.comContact Person : Sh. Virinder Rana11.Management Responsibility StatementThe Directors' Responsibility Statement, in conformity with the requirement of the Companies Act, 1956 has beenincluded in the Directors' Report to the Shareholders. A Management Discussion and Analysis Report in terms ofClause 49 of the Listing Agreement have been annexed to the Directors' Report.The Financial Accounts are in full conformity with the requirements of the Companies Act, 1956. These accountsreflect fairly the form and substance of transactions and present a true view of the Company's financial condition andthe results of its operations.The Company has a system of internal control, which is reviewed, evaluated and updated on an ongoing basis. TheInternal Auditor has conducted periodic audit of systems and procedures to provide reasonable assurance that theactivities are conducted in a manner not prejudicial to the interests of the Company.14GIVOThe Financial Statements have been audited by M/s. B.S. Sawhney & Associates, Chartered Accountants, New Delhiand have been reviewed and discussed in the Audit Committee.12.Compliance Certificate of the AuditorsThe Company has obtained a Certificate from the Statutory Auditors regarding compliance of conditions of corporateGovernance as stipulated in Clause 49 of the Listing Agreement and the same is annexed as Annexure-VI.All material requirements with respect to Corporate Governance as stipulated in the Listing Agreement have beencomplied with.For and on behalf of the Board of Directors Sd/-Place :GurgaonKaran Singh ThakralDate : 19th May, 2014Chairman & DirectorDIN - 00268504Annexure - (III) to the 21st Directors Report dated 19th May, 201

4Declaration regarding compliance by Boa
4Declaration regarding compliance by Board Members and Senior Management Personnel with the Companys code ofconduct.This is to confirm that the company has adopted a Code of Conduct. The Code is applicable to the following persons referredto as officers.Members of the Board of GIVO, Committee members, Whole Time Directors, CFO & Company Secretary, General Mangers allmembers of the Senior Management of the Company, and the members of the Audit Committee.I confirm that the company has in respect of the financial year ended March 31, 2014 received from these officers enumeratedabove a declaration of compliance with the Code of Conduct as applicable to them.Sd/-Place: Gurgaon Aninda MukharjiDate: 19th May, 2014 Whole Time DirectorDIN - 01238274Annexure - (IV) to the 21st Directors Report dated 19th May, 2014Certification in pursuance of Clause 49 of the Listing Agreement on Corporate Governance1.We have reviewed financial statements and the cash flow statement for the year ended March 31, 2014 and that to thebest of our knowledge and belief:-a.these statements do not contain any materially untrue statement or omit any material fact or contain statements thatmight be misleading;b.these statements together present a true and fair view of the companys affairs and are in compliance with existingaccounting standards, applicable laws and regulations.2.To the best of our knowledge and belief, no transactions entered into by the company during the years which arefraudulent, illegal or violative of the companys Code of Conduct.3.We accept responsibility for establishing and maintaining internal controls for financial reporting and that we haveevaluated the effectiveness of internal control systems of the company pertaining to financial reporting and that thereare no deficiencies in the design or operation of such internal controls.4.There is no :a.significant changes in internal control over financial reporting during the year;b.significant changes in accounting policies during the year; andc. Instances of significant fraud. Sd/- Sd/-Place: GuragonAninda MukharjiR.K. SharmaDate: 19th May, 2014Whole Time DirectorCFO & Company SecretaryDIN - 01238274PAN -AUPPS7381D15GIVOAnnexure - (V) to the 21st Directors Report dated 19th May, 2014MANAGEMENT DISCUSSIONS & ANALYSISYour Directors have pleasure in submitting the Management Discussion and Analysis Report for the year ended March 31,2014 as under.Industry Structure & DevelopmentThe Company belongs to the apparel Industry which is one of the oldest sectors in the Country and contributes significantly inthe growth and development of the Country. The industry being labor intensive does provide large employment in the countryand is the major export segment of the country. The high labor cost, deficient supply of infrastructure and other social inputs arebecoming bottleneck in its faster growth.Segment-wise PerformanceYour company has a single unit for manufacture of readymade garments located at 42nd Milestone, Delhi Jaipur Highway,Kherki Daula, Gurgaon-¬122001, Haryana. The production of jackets & trousers has been bitterly increased during the year incomparison to that in the last financial year.Outlook, Risk & ConcernWe reiterate that your Company has been stable to maintain its ability to take up small orders at short notice, although it isdesigned for large orders. It is also able to produce the entire range of Mens wear at low cost with reasonably good qualitywithin specified schedules. With the expansion of network of major chain stores and expanded retailing the demand forreadymade garments is expected to continue to increase at a steady pace. However, the Company is constrained by occasionaldelays in delivery also. It continues suffering due to China, Bangladesh and Sri Lanka who operates in the low price productsegment. Further, increased manpower cost and its availability and increased power and fuel cost is becoming the greatestrisk, which further make the Indian companies uncompetitive in the international market. Your management is confident tomeet these challenges by increasing its productivity and sales volumes and also exploring new markets for its products bothdomestic as well as overseas.Internal ControlThe Company has been continual in re engineering of its internal control processes and up gradation of the productionmachines with latest technology at all the critical processes so as to save energy cost as well as to reduce the manufacturingcost and to achieve competitive advantage.Financial Performance with respect to operational performanceDue to lack of adequate order with moderate pricing, the company could not be able to maintain its operational profits duringthe current year despite increase in its gross turnover.Human ResourcesThe Company continues to work with its existing workforce due to lack of adequate and profitable export orders. But, themanagement continued its efforts in provide appropriate training to the production personnel, wherever necessary. Industrialrelations have been stable and cordial throughout the year. For and on behalf of the Board of DirectorsSd/-Place: GurgaonKaran Singh ThakralDate: 19th May, 2014Chairman & DirectorDIN - 00268504GIVOMds Oqnehs 9 'Knrr( adenqd saw amc Dwsqanqchmaqx hsdlr+31-26+33-74@cc9a(Cdoqdbhashnm45-4840-8/a(Hmsdqdrs Bgaqfdr3/-

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0415-38b(Dwsqa Nqchmaqx Hsdlr 'Mds(/-02c(Knrr nm Rakd ne Ehwdc @rrdsr,67-281/-4208-02a(Oqnehs nm Rakd ne Ehwdc @rrdsr,,b(Tmqdakhydc Fahm nm Dwbgamfd,,08-02+031-26Cdctbs 9a(Hmbqdard hm Sqahs amc Nsgdq Qdbdhuaakdr,a(Hmbqdard hm Hmudmsnqhdr'+030-/2('+06/-62(b(Cdbqdard hm Sqacd Oaxaakd % Nsgdq Khaahkhshdr151-268-53'+050-/8(25@cc9a(Cdbqdard hm Sqacd amc Nsgdq Qdbdhuaakd'+146-23('+10-66(a(Cdbqdard hm Hmudmsnqhdr,b(Hmbqdard hm Sqacd Oaxaakd % Nsgdq Khaahkhshdr,'+10-66('+3/-37(Cdctbs 9a(Hmsdqdrs Oahc'+3/-04('+15-38(a(Chqdbs Sawdr Oahc'+07-81('+12-08('+38-57(,'+8/-05(Cdctbs 9Dwsqa nqchmaqx Hsdlr 'Mds('+/-01('+8/-05(Hmeknv9a(Rakd.Sqamredq ne Ehwdc @rrdsr,a(Cdbqdard hm Cdedqqdc Saw @rrdsr0/-7103-14b(Hmsdqdrs Qdbdhudc'+1/-42('+08-02(c(Dwsqa Nqchmaqx Hsdlr 'Mds(,'+3-77(Ntseknv 9@bpthrhshnm ne Ehwdc @rrdsr'+0/-83('+54-86(Rgaqd @ookhbashnm Lnmdx,'+54-86('+6/-74(Hmeknv9a(Oqnbddcr eqnl Knmf Sdql Anqqnvhmf'+7/-36(1-04a(Oqnbddcr eqnl Rgnqs Sdql Anqqnvhmf,,b(Oqnbddcr eqnl Rgaqd Baohsak,,1-04077-85Ntseknv9Qdoaxldms ne Rgnqs Sdql Anqqnvhmfr028-78,Qdoaxldms ne Knmf Sdql Knamr,,Dwsqa Nqchmaqx Hsdlr 'Mds(,077-85080-01Mds Hmbqdard hm Barg .Barg Dpthuakdmsr '@*A*B(2/-0/@cc9 Aakambd as sgd Adfhmmhmf ne sgd xdaq1/7-50Barg. Barg Dpthuakdms as sgd bknrd ne sgd xdaq127-60 Rc.,Rc., Rc.,'R- Ramsam Jqhrgam('Jaqam Rhmfg Sgajqak('F C Jgdlamh(Ldladqrgho Mn- 402134CHM,//1574/3CHM,//120822EQM //7130M Rc.,Okabd9 Ftqfanm'QJ Rgaqla(Casd908sg Lax 1/03PAN- AUPPS7381DGIVO22. Earnings in foreign exchange2013-142012-13(Rs. In Lacs)(Rs. In Lacs)FOB value of direct Exports 1028.40 979.1823.Amount due to Small Scale industries includes the following parties to whom the Company owes a sum exceeding Rupeesone lac, which is outstanding for more than 30 days.Balaji UdyogRs. 3.70 Lacs(Previous year Rs. 1.31 Lacs)24. There is no amount outstanding which is payable to a Micro, Small and Medium Enterprise under the MSME Act, 2006.(Previous year- NIL).25. No employee/director, being eligible, has exercised any options vested in him/her in pursuance to the Company’s EmployeesStock Option Scheme,2009 (ESOS,2009) till the end of the year. Hence, no finance cost in this regard has been recognizedin the accounts of this year (previous year Rs.NIL).26. Figures have been given in lacs of rupees unless stated otherwise, and previous year’s figures have been regrouped/reclassified, wherever necessary.For B.S.Sawhney & AssociatesChartered AccountantsS. Santan KrishanPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19th May, 2014FOR AND ON BEHALF OF THE BOARDKaran Singh ThakralChairman & DirectorDIN - 00268504R.K. SharaCFO & Company Secretary PAN- AUPPS7381DG.D. KhemaniDirectorDIN - 00231933GIVO17. Particulars of Raw Materials Consumed2013-142012-13DescriptionUnit Qty. Rs. In Lacs Qty. Rs. In LacsFabric including Billed FabricMtrs.1,91,209298.851,28,612240.41Trims & Others:-LiningMtrs.4,09,774238.013,15,904142.07-ButtonsNos.13,32,50426.4012,92,80120.67-Misc Trims & Other items*N. A.282.67N.A.200.78Total845.93603.93 * Quantity details of Misc. Trims & Other items have not been disclosed because of their complexity and variety of items.18. Particulars of finished goods pruchases/receipts2013-142012-13DescriptionUnit Qty. Rs. In Lacs Qty. Rs. In LacsReadymade GarmentsNos.75013.931,657106.16FabricMtrs.10,839158.2118,76599.93Misc. Items-NA27.60NA3.48Total199.74209.5719. CIF Value of Imports Item2013-142012-13(Rs. In Lacs) (Rs. In Lacs)i) Raw Materials188.6643.56ii) Stores and Spares3.092.09iii) Plant & Machinery1.73NilTotal193.4845.6520. Value of imported and indigenous raw materials, stores and spares consumed2013-142012-13Rs. In Lacs% of TotalRs. In Lacs% of Totali) Raw Material Imported 183.6921.71%23.983.97% Indigenous662.2478.29%579.9596.03% Total845.93100.00%603.93100.00%ii) Stores and Spares Imported4.1243.51%1.428.95% Indigenous5.3556.49%14.4591.05% Total9.47100.00%15.87100.00%21. Expenditure in Foreign Currency2013-142012-13(Rs. In Lacs)(Rs. In Lacs)i)CommissionNILNILii)Travelling Expenses 1.83 3.75iii)Business Promotion NIL NILiv)Imported Raw Materials161.0914.65v)Stores & Spares2.61 1.34vi)Plant & Machinery1.61NILGIVO14 Deferred Tax (AS-22) assets & liability status as on 31st March, 2014 has been as under:2013-142012-13ParticularsDeferred TaxDeferred TaxDeferred TaxDeferred Tax AssetsLiabilityAssetsLiabilityRs/LacsRs/LacsRs/LacsRs/LacsOn Unabsorbed Depreciation848.68Nil 854.72NilOn Timing Difference ofdepreciation(WDV)Nil546.46 Nil549.57On Gratuity19.37Nil18.60NilOn Leave Encashment11.22Nil10.91NilOn Provision for Bonus 4.07Nil 13.05Nil 883.34 546.46 897.28 549.57Net Deferred Tax Assets336.88347.7115 Directors' Remuneration :Particulars 2013-14 2012-13 Rs./Lacs Rs./Lacsa)Whole-Time Director*Salaries25.6834.76Commission – WTD0.007.00Other Benefits4.084.08b)Other DirectorsConsultancy Fee5.405.40Sitting Fee4.

942.58TOTAL40.1053.82*Remuneration and a
942.58TOTAL40.1053.82*Remuneration and appointment of the whole time director has been approved by the shares holders in their 19th AnnualGeneral meeting held on 13th August, 2012 in terms of the provisions of Section 269, 309 and 310 read with Schedule-XIII of theCompanies Act, 1956.16. Particulars of Capacity, Production, Sales and Stocks : Licensed and Installed Capacity Item(s) of manufacture Quantity (in Numbers)Licensed/Installed Capacity* Actual Production2013-142012-13Readymade Garments300,000185,190176,877* As certified by the management and agreed upon by the auditors, being a technical matter.Note: The products of the company are not covered by any license.Particulars in respect ofUnits QUANTITYVALUE (Rs. In Lacs)2013-142012-132013-142012-13SalesNos. 185,909166,080 1803.751576.72Opening StockNos. 16,0525,255 138.1733.20Closing StockNos. 15,333 16,052139.80138.17GIVO11 RELATED PARTY DISCLOSURE : AS-18 :a). Related Party and their relationship:1.Subsidiaries2.AssociatesThakral Investments Holding Pte Ltd, SingaporeThakral Holding (Mauritius) Ltd.TIL Investments Pvt. LtdGivo Retail Private Limited3.Key Management PersonnelMr. Aninda Mukharji, Whole-time Directorb). Transactions during the year with the related parties:(Rs. In Lacs)SubsidiariesAssociatesKey Management TotalPersonnel2013-142012-13Services received NANIL29.7629.7645.84Sale/CMT of goods NA 34.140NIL341.40231.35Purchase/receipt of goodsNA45.68NA45.68208.33Interest debitNA6.36NA6.36-Purchase AssetsNA-NIL-24.04Payment / Receipt NA125.00NA125.00-12 LEASE TRANSACTION : AS-19:The company has not acquired any assets on lease except the vehicles which have been acquired directly from thesuppliers and financed by the banks against the respective underlying asset as security by way of hypothecation. Theassets so acquired and finance are accounted for as asset and principal amount finance by the banks as secured loan.The differential amount of the EMIs over the repayment of principal amounts during the accounting period is treated asfinance cost.13 EARNING PER SHARE : AS-20ParticularsProfit/(Loss) after Taxation and extraordinaryitems (amount in Rs./Lacs)Weighted Average number of Equity SharesBasic Earning per Share (Face Value-Rs. 3/-)Profit/(Loss) after taxation and extraordinary itemsAdd: Interest on Floating rate convertible notesTotalWeighted Average number of Equity SharesAdd: No. of Equity Shares if Notes are ConvertedTotalDiluted Earning per Share (Face Value-Rs.3/-)2013-14Rs/Lacs23.458,04,97,8000.02923.4523.458,04,97,8008,04,97,8000.0292012-13Rs/Lacs21.668,04,97,8000.02621.6621.668,04,97,8008,04,97,8000.026GIVO(b)Long Term Defined Contribution Plan:The expenses recognised under the long term defined contribution plan for the year are as under:2013-142012-13Rs/LacsRs/LacsEmployer’s Contribution to Provident Fund11.0912.17Employer’s Contribution to Employee State Insurance4.003.72(c) Reconciliation of opening and closing balances of Defined Benefit Obligation as on 31-3-2013GratuityLeave Encashment2013-142012-132013-142012-13Rs/LacsRs/LacsRs/LacsRs/LacsPresent value of Obligation at the beginning of the year60.1957.7035.3035.53Interest Cost4.824.612.822.84Current Service Cost6.486.304.935.40Benefits paid during the current year-5.67-8.54-5.29-4.66Actuarial (gain)/loss on obligation3.740.11-3.07-3.80Present value of Obligation at the end of the year69.5560.1934.7035.30(d)Expenses recognised during the year ended 31-03-2013 (under the head payment to and provisions for employees):GratuityLeave Encashment2013-142012-132013-142012-13Rs/LacsRs/LacsRs/LacsRs/LacsCurrent Service Cost6.486.304.935.40Interest Cost4.824.622.822.84Actuarial (Gain)/ loss recognised in the period3.740.11-3.07-3.80Expense recognised in the profit and loss account15.0311.024.694.44Expense paid in current year charged to profit and loss account----Charged to Profit & Loss Account15.0311.024.694.44(e) Actuarial Assumptions GratuityLeave Encashment2013-142012-132013-142012-13Mortality Table (LIC)1994-961994-961994-961994-96Duly ModifiedDuly ModifiedDuly ModifiedDuly ModifiedDiscount Rate (per annum)8.5%8%8.5%8%Expected rate of escalation in salary (per annum)5%4.5%5%4.5%Retirement Age58years58years58years58years10 SEGMENTAL REPORTING: AS-17 :ParticularsCurrent YearPrevious Year(Rs. In Lacs)(Rs. In Lacs)Export Sales1,085.201,028.38Domestic Sales1,013.60652.97Total2,098.801,681.35Related expenses of Export and domestic Sales cannot be segregated due to complexity and multiplicity of nature of items.GIVOPARTICULARS AS AT AS AT 31.03.2014 31.03.2013RUPEES/LACS RUPEES/LACSNOTE - 15 : INVENTORIES (As taken, valued, and certified by the Management) a)Raw Materials180.46103.16 b)Goods in Transit5.5819.76 c)Finished Goods230.33199.49 d)Work-in-Process78.6833.94 e)Spare Parts and Consumables14.8412.50 TOTAL509.89368.85NOTE - 16 : TRADE RECEIVABLES Unsecured, considered good Outstanding for a period exceeding six months29.751.64 Others536.84332.41TOTAL566.59334.05NOTE - 17 : CASH & CASH EQUIVALENTSa)Cash in Hand0.881.32b)Balance With Scheduled Banks - On Current Accounts14.4929.49 - On Deposit Accounts226.69207.90 - (Held as security against bank Overdraft ) TOTAL242.06238.71NOTE - 18 : SHORT TERM LOANS & ADV

ANCES(Unsecured, considered good, recove
ANCES(Unsecured, considered good, recoverable in cash or in kind, for value to be received) Advances to Suppliers7.283.54 Duty Drawback Receivable30.5224.26 Balances in Central Excise Accounts0.440.44 Interest Accrued Not Due4.473.26 Other Advances Recoverable7.557.41 TOTAL50.2638.91NOTE - 19 : REVENUE FROM OPERATIONS a)Sale of Products including contract manufacturingExport1,028.40979.18Domestic (Net)1,013.60652.97 b)Other operating RevenuesDuty Drawback56.8049.202,098.801,681.35Less: Excise Duty5.012,098.801,676.34NOTE - 20 : OTHER INCOME Interest on Bank Deposits20.5319.13 Interest on Income Tax Refund Received0.74 Other Incomes78.9797.90Foreign Exchange Fluctuation5.36105.60117.03CIN-L18101HR1993PLC032010GIVOFURNITURE AND FIXTURECOMPUTERSCOMPUTERS SOFTWARESVEHICLEDUMMYPLANT AND MACHINERYOFFICE EQUIPMENTAIR CONDITIONERSELECTRICAL EQUIPMENTSGENERATORELECTRICAL FITTINGSBOILERSWORKSHOP TOOLSFIRE EQUIPMENTSPLANT AND MACHINERYSub Total Plant & MachineryGRAND TOTALPrevious Year figure 2012-2013AS AT 01.04.13 ADDITIONS DELETIONS AS AT 31.3.2014 AS AT 01.04.2013 ADDITIONSDELETIONS AS AT 31.3.2014 AS AT 31.3.2014 AS AT 31.03.2013GROSS BLOCKDEPRECIATIONNET BLOCKPARTICULARSCIN-L18101HR1993PLC032010NOTE 10 : FIXED ASSETS AS AT 31.03.2014a) TANGIBLE ASSETS60.9714.182.9477.451.246.1614.733.8787.114.0516.980.306.01730.46869.671026.45960.485.480.182.210.002.260.380.350.080.8110.9465.9766.4514.365.1577.453.506.5414.734.2287.114.1316.980.306.01730.46870.481037.391026.457.487.810.0214.120.431.283.231.4719.160.903.830.071.36157.32188.62218.48166.584.292.837.360.760.310.700.214.140.200.810.010.2934.7041.3756.6151.9011.7710.640.0221.481.191.593.931.6823.301.104.640.081.65192.02229.99275.09218.4854.683.725.1355.972.314.9510.802.5463.813.0312.340.224.36538.44640.49762.30807.9753.496.372.9263.330.814.8811.502.4067.943.1513.150.234.65573.14681.05 807.97793.90Rs.Rs.Rs.Rs.Rs.Rs.Rs.Rs.Rs.Rs.NOTE - 11 : NON-CURRENT INVESTMENTS a)Related Person - AssociatesInvestment in Equity Instruments- Unquoted787.22787.22Investment in Preference Shares - Unquoted200.00200.00(to be read along with Item No. 5 of NOTE No. 27) TOTAL987.22987.22NOTE - 12 : DEFERRED TAX ASSETS (NET)Deferred Tax Assets883.34897.28 Deferred Tax Liabilities-546.46-549.57(to be read along with Item No. 14 of NOTE No. 27)TOTAL336.88347.71NOTE - 13 : LONG TERM LOANS & ADVANCES a)Security DepositsUnsecured, considered good203.00209.94b)Loans and Advances to Relatd Parties Secured and considered goodDue by Whole time director20.0020.00 TOTAL223.00229.84NOTE - 14 : OTHER NON-CURRENT ASSETSIncome Tax Refunds & T.D.S.12.7112.64Others1218.091197.88 (to be read along with Item No. 6 of NOTE No. 27)TOTAL1,230.801,210.52PARTICULARS AS AT AS AT 31.03.2014 31.03.2013RUPEES/LACS RUPEES/LACSGIVOPARTICULARS AS AT AS AT 31.03.2014 31.03.2013RUPEES/LACS RUPEES/LACSNOTE - 3 : LONG TERM BORROWINGSa)Secured Term Loan from Banks21.0433.65 Secured by hypothecation of motor cars, repayment on monhly EMI basis (to be read along with Item No. 12 of NOTE No. 27)b)Other Loans & Advances a)Secured67.86Secured by parripassu second charge on all current assetsTOTAL21.04101.51NOTE - 4 : OTHER LONG TERM LIABILITIESa) Advance from Customers677.25677.66b)Security Deposits-1.57c)Others115.73115.73(to be read along with Item No. 4 of NOTE No. 27)TOTAL792.98794.96NOTE - 5 : LONG TERM PROVISIONSEmployee Benefitsfor Gratuity52.9845.08for Leave Encashment30.3728.13TOTAL83.3573.21NOTE - 6 : SHORT TERM BORROWINGSSecured, considered gooda) overdraft from Bank repayable on demand356.26265.16Secured by pledge of fixed deposits, partly of the Company andpartly of the third partyb) From Others48.79-TOTAL405.05265.16NOTE - 7 : TRADE PAYABLESSundry Creditors a)For Trade290.02175.80 b)For Expenses120.1064.61TOTAL410.12240.41NOTE - 8 : OTHER CURRENT LIABILITIES a)Current Maturities of secured term loans from banks11.729.60(to be read along with Item No. 12 of NOTE No. 27) b)Statutory & Staff PayablesStatutory Liabilities6.6426.43Staff Expenses Payable62.5154.40c)Others125.00(to be read along with Item No. 6 of NOTE No. 27)TOTAL205.8790.43NOTE - 9 : SHORT TERM PROVISIONSa)for Employee Benefits34.0764.52b)for Taxation8.078.55TOTAL42.1473.07CIN-L18101HR1993PLC032010GIVOGIVO LIMITEDCIN-L18101HR1993PLC032010NOTES TO THE ACCOUNTSPARTICULARS AS AT AS AT 31.03.2014 31.03.2013RUPEES/LACS RUPEES/LACSNOTE - 1 : SHARE CAPITALA)AUTHORISED200,000,000 ( Previous Year 200,000,000) Equity Shares of Rs. 3/- each.6,000.006,000.0014,000,000 10% Cumulative Convertible Preference Shares of Rs. 100/- each.1,400.001,400.00(To be converted into 10 equity shares of Rs. 10/- each within a period not exceeding18 months from the date of allotment).7,400.007,400.00B)ISSUED, SUBSCRIBED & PAID UP FOR CASH80,497,800 (Previous year 80,497,800) Equity Shares of Rs. 3/- each fully paid up.2,414.932,414.93Add : 234,800 (Previous Year 234,800) Equity Shares forefeited11.7411.74TOTAL2,426.672,426.67C)PAR VALUE PER EQUITY SHARE3.003.00D)RECONCILIATION OF SHARES OUTSTANDINGNosOPENING80,497,800.0080,497,800.0080,497,800.0080,497,800.00E)THERE IS NO RESTRICTION ATTACHED INCLUDING DISTRIBUTIONOF DIVIDENDS AND REPAYMENT OF CAPITALF)SHARES HELD BY HOLDING COMPANY, ETCNILG)LIST OF SHAREHOLDERS HOLDING MORE THAN 5% SHARESTIL Investments Private Ltd8,889,0008,889,000Thakral Holdings (Mauritius) Limited18,350,00018,350,000Thakral Brothers (pte) Limited22,800,00022,800,000Valentimo Fashion Group S

.P. A.7,819,8007,819,800H)SHARES RESERVE
.P. A.7,819,8007,819,800H)SHARES RESERVED FOR ISSUED UNDER OPTION2,000,0002,000,000I)FOR THE FIVE IMMIDIATELY PRECEDING THE BALANCE SHEET DATE* SHARES ALLOTTED AS FULLY PAID UP PURSUANT TO CONTRACT WITHOUT RECEIVED IN CASH* SHARES ALLOTTED AS FULLY PAID UP BONUS SHARES* SHARES BOUGHT BACKJ)THERE ARE NO SECURITIES CONVERTIBLE INTO EQUITY/PREFERENCE SHARESK)CALLS UNPAID-NOTE - 2 : RESERVE & SURPLUS a)Security Premium ReservesAmount as per Last Balance Sheet513.Add: AdditionsLess: DeductionsTotal Security Premium Reserves b)Surplus Profit & Loss Account Amount as per Last Balance Sheet(14.66)(36.31) Add: Profit/(Loss) for the year23.4521.66 Less: Appropriations Total Profit & Loss Account8.79(14.66)TOTAL521.79498.35GIVOGIVO LIMITEDCIN-L18101HR1993PLC032010STATEMENT OF PROFIT AND LOSSFOR THE YEAR ENDED 31ST MARCH, 2014 PARTICULARSNOTE NO. CURRENT YEAR PREVIOUS YEAR 2013-142012-13 RUPEES/LACS RUPEES/LACSFor B.S.Sawhney & AssociatesChartered AccountantsS. Santan KrishanPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19th May, 2014FOR AND ON BEHALF OF THE BOARDKaran Singh ThakralChairman & DirectorDIN - 00268504R.K. SharmaCFO & Company Secretary PAN- AUPPS7381DG.D. KhemaniDirectorDIN - 00231933Revenues from OperationsOther IncomeTOTAL REVENUECost of Material ConsumedPurchase of Stock in TradeChanges in Inventories of Finished goods,Work in Process & Stock in TradeEmployee Benefit ExpensesFinance CostDepreciation and Amortization expensesOther ExpensesTotal ExpensesProfit before Exceptional Items, ExtraOrdinary Items and TaxExceptional ItemsProfit before Extra Ordinary Items and TaxExtra Ordinary ItemsProfit Before TaxTax ExpensesCurrent TaxDeferred TaxProfit/(Loss) for the period from continuingoperationsProfit/(Loss) from Discontinuing operationsTax Expenses of Discontinuing operationsProfit/(Loss) from Discontinuing operations after taxProfit/(Loss) for the periodEarning Per ShareBasicDilutedSIGNIFICANT ACCOUNTING POLICIESADDITIONAL STATEMENT OF NOTES TO ACCOUNTSVIVIIVIIIXIXIIXIIIXIVXVXVI2098.80105.602204.40845.93 199.74(75.58)628.0740.1556.59467.002161.9042.50 0.1342.3742.378.0910.8323.4523.450.030.031,676.34117.031,793.37603.92 209.57(166.85)627.0626.4951.90396.421,748.5144.8644.8644.868.9414.2621.6621.660.030.03 The Notes referred to above form an integral part of the Statement of Profit and Loss This is the Statement of Profit and Loss referred to in our report of even date.#1 pdf solutions onlineGIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the A

ct, we give in the Annexure a statement
ct, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014ADMISSION SLIPGIVO LIMITEDRegd. Office : 42nd Mile Stone, Delhi-Jaipur Highway, NH-8, Kherki Daula, Gurgaon - 122 001 (Haryana), INDIA. Annual General Meeting on 6 August, 2014 at 11.30 A.M.Folio No. / Client ID:No. of Shares held :DPID No. :Name of the Member / Joint Holder :Please tick whetherAddress :Member :Joint Holder :Proxy :Member's / Proxy's SignatureNote :1.Shareholder / Proxy must bring the admission slip to the Meeting duly completed and signed and hand itover at the entrance.2.Shareholders intending to require information about Accounts, to be explained at the Meeting are requestedto inform the Company at least a week in advance of their intention to do so, so that the papers relatingthereto may be made available if the Chairman permits such information to be furnished.If undelivered please return to :The CFO & Company SecretaryGIVO LIMITED42nd Mile Stone, Delhi-Jaipur Highway, NH-8,Village & P.O. Kherki DaulaGurgaon - 122 001, (Haryana), INDIA.Printed at : SACHIN ENTERPRISES Ph. : 09810464693, 09539871462SPEED / REGISTERED POST / E-MAIL(Printed Material)ADMISSION SLIPGIVO LIMITEDRegd. Office : 42nd Mile Stone, Delhi-Jaipur Highway, NH-8, Kherki Daula, Gurgaon - 122 001 (Haryana), INDIA. Annual General Meeting on 6 August, 2014 at 11.30 A.M.Folio No. / Client ID:No. of Shares held :DPID No. :Name of the Member / Joint Holder :Please tick whetherAddress :Member :Joint Holder :Proxy :Member's / Proxy's SignatureNote :1.Shareholder / Proxy must bring the admission slip to the Meeting duly completed and signed and hand itover at the entrance.2.Shareholders intending to require information about Accounts, to be explained at the Meeting are requestedto inform the Company at least a week in advance of their intention to do so, so that the papers relatingthereto may be made available if the Chairman permits such information to be furnished.1.Notice of AGM1-32.Directors' Report4-153.Auditors' Report16-194.Balance Sheet 205.Profit & Loss Account216.Schedules with Notes to Accounts22-357.Cash Flow Statement36 \8.Admission Slip, ProxBOARD OF DIRECTThakral:ChairmanSh. Ajay Srivastava:Vice-ChairmanDr. Ram S. Tarneja:DirectorSh. G.D. Khemani:DirectorSh. Aninda Mukharji:Whole Time DirectorCFO & COMPANY SECRETARYSh. R.K. SharmaSTATUTORY AUDITB. S. Sawhney & AssociatesChartered AccountantsHSBC Ltd.REGISTRAR & SHARE TRANSFER Skyline Financial Services Pvt. Ltd.,D-153 A, Okhla Industrial Area,Phase – 1, New Delhi – 110 06542nd Mile Stone,Village & P.O. Kherki Daula,Delhi-Jaipur Highway,If undelivered please return to :The CFO & Company SecretaryGIVO LIMITED42nd Mile Stone, Delhi-Jaipur Highway, NH-8,Village & P.O. Kherki DaulaGurgaon - 122 001, (Haryana), INDIA.Printed at : SACHIN ENTERPRISES Ph. : 09810464693, 09539871462SPEED / REGISTERED POST / E-MAIL(Printed Material)GIVO21st ANNUAL REPORT2013-2014GIVO LIMITEDGIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted o

ur audit in accordancewith the Standards
ur audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies

used and thereasonableness of the accou
used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by

the Central Government of Indiain terms
the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the direct

ors as on March 31, 2014, and taken on r
ors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Ca

sh Flow Statement for the year then ende
sh Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require

that we complywith ethical requirements
that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the finan

cialstatements.We believe that the audit
cialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matt

ers specified inparagraphs 4 and 5 of th
ers specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, fro

m being appointed as a director interms
m being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management

is responsible for the preparation of th
is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial stat

ementsare free from material misstatemen
ementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opini

on.In our opinion and to the best of our
on.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 i

nformation and explanations which to the
nformation and explanations which to the best of our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central

Government has not issued any notificati
Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial per

formance of the Company in accordance w
formance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclo

sures in the financial statements.The pr
sures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give thein

formation required by the Act in the man
formation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe purpose of our audit;b)in our opinion p

roper books of account as required by la
roper books of account as required by law have been kept by the Company so far as appears from ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956

nor has it issued any Rules under the sa
nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act

, 1956 (“the Act”). This responsibil
, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of

material misstatement ofthe financial st
material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples gener

ally accepted in India:(a)in the case of
ally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balan

ce Sheet, Statement of Profit and Loss a
ce Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable

by the Company.For B. S. Sawhney & Assoc
by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the prep

aration and presentation of the financia
aration and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor consider

s internal controlrelevant to the Compan
s internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the cas

e of the Profit & Loss Account, of the p
e of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in

our opinion, the Balance Sheet, Stateme
our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: GurgaonDate: 19-05-2014GIVOAuditors' ReportTo the Members of GIVO LTD.We have audited the accompanying financial statements of GIVO LIMITED (“the Company”), which comprises the BalanceSheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summaryof significant accounting policies and other explanatory information.Management is responsible for the preparation of these financial statements that give a true and fair view of the financialposition, financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) ofsection 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design, implementation and maintenance ofinternal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal controlrelevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financialstatements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.In our opinion and to the best of our information and according to the explanations given to us, the financial statements give theinformation required by the Act in the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:(a)in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014.(b)in the case of the Profit & Loss Account, of the profit for the year ended on that date.(c)In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.1.As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of Indiain terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified inparagraphs 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 our knowledge and belief were necessary forthe 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 ourexamination of those booksc)the Balance Sheet, Statement of Profit and Loss and Cash Flow statement dealt with by this Report are in agreementwith the books of account.d)in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the AccountingStandards referred to in subsection (3C) of section 211 of the Companies Act, 1956;e)on the basis of written representations received from the directors as on March 31, 2014, and taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director interms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.f)Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section441A of the Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in whichsuch cess is to be paid, no cess is due and payable by the Company.For B. S. Sawhney & AssociatesChartered AccountantsCA. S. SANTAN KRISHANPartnerMembership No. 513245FRN 008241NPlace: Gu