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Thanking You, Yours For EXPRESS LIMITED, May 6,2016 ESE Limited, Sir Phiroze Jeejeebhoy Towers, Dale! Street, Mumbai - 400 001 BLUE DART EXPR $S LIMITED Mu. Me Gods - , St Alipart{16th, Andhari W. htmibal - 400 0,11X11/1 TEL 2Ba9 54 Fme 2E24 4131 woffiv GIN pu l oci ri a 4M 00Th IllB9IPLCOB1074 CanlIntinktit raiLblue r tlan.com Dear Sir, Further to our letter dated April 15, 2016 for submitting Audited Financial Results of the Company for the financial year ended March 31, 2016, please also find enclosed Form A and copy of Audit Report issued by M/s. Price Waterhouse, Statutory Auditors pursuant to provisions of Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Kindly acknowledge receipt of the same. Tush Compan cretary & Head-Legal & Compliance CC: National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051

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Thanking You,

Yours For EXPRESS LIMITED,

May 6,2016

ESE Limited, Sir Phiroze Jeejeebhoy Towers, Dale! Street, Mumbai - 400 001

BLUE DART EXPR $S LIMITED

Mu. Me Gods-, St Alipart{16th, Andhari W. htmibal - 400 0,11X11/1 TEL 2Ba9 54 Fme 2E24 4131 woffivGIN pul

ociri

a4M00ThIllB9IPLCOB1074

CanlIntinktit raiLbluertlan.com

Dear Sir,

Further to our letter dated April 15, 2016 for submitting Audited Financial

Results of the Company for the financial year ended March 31, 2016, please

also find enclosed Form A and copy of Audit Report issued by M/s. Price

Waterhouse, Statutory Auditors pursuant to provisions of Regulation 33 of

Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015.

Kindly acknowledge receipt of the same.

Tush Compan cretary & Head-Legal & Compliance

CC: National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051

)4) Fo Blue Dart Express limited

,kr--wRor

Sh rad Upasani

Ch irman, A e

For Price Waterhouse

Elm Registration Number: 301112E

Chartered Accountants

44' Sumit Seth

Partner LsTiil Khanna

Membership Number: 105869 managing Oilectar

FORM A- Standalone Results (Audit Report with unmodified opinion)

Name of the CoMPany Blue Dart Express Limited

Annual Financial Statements for the year ended March 31,2015

3 Type of Audit obse ion Un-Modified

Frequency of observation Not Applicable

To be ginned by-

CEO/managing Director CFO Auditor of the company Audit Committee Chairrnan

Names and signatures listed below

Yoge h Dhing

CFO nd COO

Place: Mumba: Pin Mumbai

Dated: April 15,2016 Dated: April 15, 2016

INDEPENDENT AUDITORS REPORT

TO THE MEMBERS OF BLUE DART EXPRESS LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of Blue Dart Express limited ("the Company"), which comprise the Balance Sheet as at March ai, Both, the Statement of Profit and Loss the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ram Act") with respect to the preparation of these standalone financial statements to give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting standanIs specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Art for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, heth d to fra d

Auditors' Responsibility

3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.

0. We have taken into account the provisions of the Act and the Rules made thereunder including the accounting standards and matters which are required to be included in the audit report.

s. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement

6. Art audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

y. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements,

Opinion

In our opinion and to the best of ear information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, am.6, and its profit and its cash flows for the year ended on that date.

INDEPENDENT AUDITORS REPORT To the Members of Blue Dart Express Limited Report on the Standalone Financial Statements Page 2°f 2

Report on Otter Legal and Regulatory Requirements

As required by 'the Companies (Auditor's Report) Order, 2016', issued by the Central Government of India intern's of sub-section (11) of section my of the Att (hereinafter referred to as the "Ordert), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure It a statement on the matters specified in paragraphs 3 and 4 of the Order.

As required by Section 143(3) of the Act, we report that:

We have sought and obtained all the information and explanations which to the best of our Imowledge and belief were necessary for the purposes of our audit.

In our opinion, proper books of account as required by law have been kern by the Company so for as it appears from our examination of those books.

(e) The Balance Sheet, the Statement of Profit and Lornand the Cash Flow Statement dealt with by this Report are in agreement with the books of account

In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act. cad with Rule 7°f the Companies

On the basis of the written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 312016 from being appointed as a director in terms of Section 164(2) of the Act.

(0 with respect to the adequacy of the internal financial controLs over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Armexure A.

(g) With respect to the other matters to be included in the Auditors' Report in accordance with Role t of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our IMowledge and belief and according to the information and explanations given to us:

i. The Company has disclosed the impact, any, of pending litigations as at March 31, 2016 on its financial position in its standalone financial statements — Refer Note 23;

d. The Company has long-term contracts including Privative contracts as at March 31, 2016 for which there were no material foreseeable losses.

There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended March 31, :An&

Place: Mumbai Date. April i, 2016

For Price Waterhouse Firm Registration. Number: 301112E Chartered Accountants

Stunk Seth Partner Membership Number tos869

Annexure A to Independent Auditors' Report

Referred to in paragraph wit) of the Independent Auditors Report of even date to the members of Blue Dart Express limited on the standalone financial statements as of and for the year ended March 31, 2016

Page of 2

Report on the Internal Financial Controls under Clause (i) of Sub-seelion a of Section 143 of the Mt

We have audited the internal financial controls over financial reporting of Blue Dart Express limited Othe Company) as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible fin establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICA). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditors' Responsibility

Our responsibility is ta express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing specified under secNon 143(10) of the A.ct to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the MAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasmiable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively mall material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting old their operating effectiveness. Our audit of internal financial controls ever financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness odsts, and testing and evaluating the design and operating effectiveness of internal controls based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the rislo of material mEstatement of the financial statements, whether due to fraud

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting.

v‘ce Sifatarholi

Seth Partner Membership Number tos869

Annerure A to Independent Auditors' Report

Referred to in paragraph 10(1) of the Independent Auditors Report of even date to the members of Blue Dart Express Limited on the standalone financial statements as of and for the year ended March 31, 2016

Page 2 of 2

Mewling of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A compar0 internal financial control over financial reporting includes those policies and procedures that (I) Pertain to the maintenance of records that, in reasonable detail, accurately-and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention at timely detection of unauthorised acquisition, Inc. or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of uallusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial controls over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

S. In our opinion, the Company has, in all material respects, an adequate internal financial controls system aver financial reporting and such internal Emancial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by The Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls 03Tr Financial Reporting issued by the Institute of Chartered Accountants of India.

For Price Waterhouse Firm Registration Number. 301112E Chartered Accountants

Place: Mamba]. Date: April is, 2016

Armature B to Independent Auditors' Report Referred to in paragraph 9ofthc Independent Auditors' Report of even date to the members of Blue Dart Express Limited on the standalone financial statements as of and for the year ended March 3 I, 2016

The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed assets.

The fixed assets are physically verified by the Management according ton phased programme designed to cover some items of assets every year, some items once every two years and the rest once every three years, basis the cost threshold specified by the Management for this purpose, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, certain fixed assets covered by the programme have been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.

The title deeds of immovable properties, as disclosed in Note lion fixed assets to the financial statements, are held in the name of the Company.

The physical verification of inventory of packing and stabonery consumables has been conducted at reasonable intervals by the Management during the year. The discrepancies noticed on physical verification of inventory as compared to book records were not material.

The Company has granted unsecured loans, to one company cowered in the register maintained under Sc Hon igg of the Act. There are no firms or other parties covered in the register maintained wader Section 136 of the Act.

In respect of the aforesaid loans, the terms and conditions under which such loans were granted are not prejudicial to the Company's interest.

In respect Of the aforesaid loans, the schedule of repayment of principal and payment of interest has been stipulated, and the party is are repaying the principal amounts, as stipulated, and is also regular in payment of interest as applicable.

(e) In respect of the aforesaid loans, there is no amount which is overdue for more than ninety days.

al our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Companies Act, zoth in respect of the loans and investments made, and guarantees and security Prthided by it.

The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.

The Central Government of India has not specified the maintenance thcost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

(a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of income tax and employees' state insurance, though there has been a slight delay in a few cases, and is regular in depositing mdisputed statutory dues, including provident fund, service tax, duty of customs and other material statutory dues, as applicable, with the appropriate authorities. As informed to us, sales tax, duty of excise and value added Mx are not a pplicable to the Company for the current year.

ice W -pose

41."" chartered Accountants

;RN 3o11122 * &lumina

Seth er

Membership Number: 105864

0101e3.0re B to Independent Auditors' Report Referred loin paragraph of the Independent Auditors' Report of even date to the members of Blue Dart Express Limited on the standalone financial staterneete as of and for the year ended March 34 2016 Page a ore

(h) According to the information and explanations gi Vell to us andthe records of the Company examined by us, there are no dues of sales tax, sertice tax, duty of customs, duty of excise which havenot been deposited on account of any dispute. The particulars of dues of income tax and value added tax as at March 31,2016 which have not been deposited on account of a dispute, are as follows:

Name of the statute

Nature of dues Amount Rs. in Lacs

Period to which the amount relates

Forum where the dispute is pendin

Kerala Tax, Interest and Penalty

2,088 Financial Years 200-12 to 2013-14

The High Courtof Kerala VAT Act,

2003

silt According to the records of the Company examined by us and the information and explanations given to us, the Company has not def tilted in repayment o loans or borrowings to any thiamin] institution or bank or Government or dues to debenture holders as at the balance sheet date.

The Company has not raised any moneys by way o initial public offer, further public offer (including debt instruments) and term loans during the year under review. Accordingly, the Provitiorw of Cantle 3(iX) of the Order are not applicable to the Company.

During the course of our examination of the books nd records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fiaud by the Company or on the Companyby its officers or employees, noticed or reported during the year,. nor have we been informed of any such case by the Management.

The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V Oa the Act

xii, .As the Company is not .a Midler Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3040 of the Order are not applicable to the Company.

The Company has entered into transactions with related parties in compliance with the provisions of Sections my and 188 of the Act. The details- of such related party transactions have been disclosed in the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, sour

The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during thc year under review. Accordingly, the provisions of Clause 3(dv) of the Order are not applicable to the Company.

The Company has not entered into any non cash transactions with its directors or persons connected with him Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.

The Company is not required to be registered under Section As-IA of the Reserve Bank of India Act, 1934. ACCOrdingfr the provisions of Clause 3.(xvi) of the Order are not applicable to the Company.

For Prith Waterhouse Firm Registration Number: 3omzE Chartered Accountants

Place: Mumbai Date: April r. eih6

FORM A- Consolidated Results (Audit Report with unmodified opinion)

Name of the Company Blue Dart Express Limited

Annual Financial Statements for the year ended March 31,2016

3 Typo of Audit obsematton Un-Modified

Frequency of observation Not Applicable

To be signed by- CEO/Managing Director

CFO Auditor of the company Audit Committee Chairman

Narnes and Signatures listed below

For Price Waterhouse

Firm Registration Number: 301112E

Chartered Accountants

For Blue Dart Express Limited

Sh ad Upasan

Cha rman, Aud mmittee

urnit Seth

Partner

Membership Number 105869

Khanna

Managing Director

Place: Mumbal

Yogesh Dhi

CFO and CO

Plac Mumbal

Dated: April 15, 2016 Dated: April 15, 2016

'eica:".4*‘ Chartered Accountants

0151

INDEPENDEIT AUDITORS' REPORT

To the Members of Blue Dart Express Limited

Repeat on the Consolidated Financial Statements

We have audited the accompanying consolidated financial statements of Blue Dart Express Limited fihereinafter referred to as the Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as the Group"); (Refer Note 40 to the attached consolidated financial statements), comprising of the consolidated Balance Sheet as at March 3', moth, the consolidated Statement of Profit and Lows, the consolidated Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information prepared based on the relevant records thereinafter referred to as the Consolidated Financial Statements"),

Management's Responsibility for the Consolidated Financial Statements

The Holding Company's Board of Directors is responsible for the preparation of these consolidated financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as the AM that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Group in accordance with accounting principles generally accepted in India including the Accounting Standards specified under Section 133 of the Act read with Rule 7 of the Companies (Accotuits) Ras, 2054. The Fielding Companys Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of Consolidated Financial Statements. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and applicati, in of appmpriate accounting policies; makingjudgements and estimates that are reasonalfk and prudent; and the design, impkrnentation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that hive a true and fair view end are free from material misstatement, whether due to-fraud or error, which has been used for 'lie purpose of preparation of the consolidated financial statements by the Directors of the I folding Company, as aforesaid.

Auditors' Responsibility

3. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act and the Rules made thereunder including the accounting standards and matters which are required to be included in the audit report.

4 Wc conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other a DPI i cable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to oh lain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence abont the amounts and disoldsures in the consolidated financial statements. The procedures selected depend on the auditors' judgement, including the Assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial controls relevant to the Holding Company's preparation of the consolidated financial statements that give a true and fair view, in order to design audit procedrires that are appropriate in the circumstances. An audit also in evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the holding COMPaDy'S Board of Directors, as well as evaluating the overall iroen I a inn of the consolidated financial statemeMs.

INDEPENDENT AUDITORS REPORT To the Members of Blue Dart Express Limited Report on the Consolidated Ficantial Statements Page 2.ofa

6. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the :do resa kl consolidated in and al statements give the information required by the Act in the manner so required and give a true and fair view in conformity ‘vith the accounting principles generally accepted in India of the consolidated state of affairs of the Group as at March 31, 2446, and its consolidated profit and its consolidated cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

As required by Scct10n143(3) of the Act, we report, to the extent applicable, that:

We have sought and obtained all 'the information and explanations which to the best of our knowledge a nd belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.

lu our Opinion, proper books of account as required bylaw maintained by the Holding Company and its subsidiaries included in the Group inchuling relo vont reentds reic''hg to preparation appears from our examination of those booIcs and records of the Holding Company and its subsidiaries.

The Consolidated Nolan& Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement dealt with by [Ins Report are in agreement withthe relevant hooks of account maintained by the Holding Company and its subsidiaries included in the Group including relevant records relating to the preparation of the consolidated financial statements.

In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Scotian las of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

Ce) On the basis of the written representations received from the directors of the Holding Company as on 3 NI March, 2o16 taken on record by the Board of Directors of the Holding Company and its subsidiaries, none of the directors of the Group companies is disqualified as on March gz awe from being appointed as a director in terms of Section 164 (o) of the Act.

If) With respect to the adequacy of the internal financial controls over financial reporting of the Holding Company and its subsidiaries and the operating effectiveness of such controls, refer to our separate Report in Annexure A.

Sumit Seth Partner Membership Number 105869

INDEPENDENPAUDITORS Repowr To the Members of Blue Hart Espress Limited Report on the Consolidated Financial Statements Page 3 of

fps) With respect to the other matters to be included in the Auditors' Report in accordance with Rule fl of the Companies (Audit and Auditors) Rules, 2014 in our opinion and to the bent of our information and according to the explanations given to um -

The consolidated financial statements disclose...the impact, if any, oipending litigations as at March al, 2016 on the consolidated financial position of thc Group - Refer Note 36 to the consolidated financial statements.

ii. The Holding Company and its subsidiaries had long term contracts us at March 31, 2016, for which there were no material foreseeable losses. The Holding Company had derivative contracts as at March 31, 2010, for which Mete were no material foreseeable losses. The subsidiaries did not Tunic ally derivative contract as at March 31,2016.

There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company during the year ended March 31, 2016. There were no amounts which welt required to be transferred to Investor Education arid Protection Fund by subsidiaries during the year ended March 31, 2016-

For Price Waterhouse Firm Registration Number: tot E Chartered Ac • untants

Place: Mumbal Date: April 15,2016

Annexure A to Independent Auditors' Report

Referred thin paragraph 8(0°f the Independent Auditors' Report of even date to the members of Blue Dart Express Limited on the consolidated financial statements as of and for the year ended March 31, 2016

Page i of 2

Report on the Internal Financial Controls under Clause (i) of Sub-seelion 3 of Section 1.4.3 of the Act

r. In conjunction with our audit tithe consolidated financial statements of the Company as of and for the year ended March 3 t, zoifi, we have audited the internal financial controls over financial reporting of Blue Dart Express Limited (hereinafter referred to as the Holding Company) arid its subsidiary companies, as of that date.

Management's Responsibility for Internal Financial Controls

The respective Board of Directors tithe Holding company and its subsidiary companies are responsible for establishing and maintaining internal financial controls based on internal control over financial reporting criteria establishedby the Company conSidering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeneM of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the 'Guidance Note") issued by- the !CAI and the Standards on Auditing specified under section343HG) of the Companies Act, naiR to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAL Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy tithe internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal controls based on the assessed risk. The procedures selected depend on the audRor's judgement, including the assessment of the rislcs of material misstatement of the financial statements) whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

Chartered Accountants

eN30111,2g:y Mum122

Arnie-190e A to Independent Auditors' Report

Referred to in paragraph 8(0 of the Independent Auditors' Report of even date to the members of Blue Dart Express Limited on the consolidated financial statements as of and for the year ended March 31,2016

Page 2 012

.Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions arc recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect an the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements dueto error cir fraud. may occur and not be detected. Also, projections of airy evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial controls over financial reporting may become inadequate because of changes in conditions, or that the degree of aanplianee with the policies or procedures may deteriorate.

Opinion

In our opinion, the Holding Company and its subsidiary companies have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial report ng were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company Considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Price Waterhouse Firm Registration Number ottiaF. Chartered Accountants

Su it Seth Place: Mumbal Partner Date; April is, noth Membership Number: 105869