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BAKER TILLY <br /> INDEPENDENT AUDITORS' REPORT <br /> To the Stockholder <br /> Ceres Environmental Services, Inc. <br /> Brooklyn Park, MN <br /> We have audited the accompanying financial statements of Ceres Environmental Services, Inc.,which comprise <br /> the balance sheet as of December 31, 2016, and the related statements of operations, changes in stockholder's <br /> equity, and cash flows for the year then ended,and the related notes to the financial statements. <br /> Management's Responsibility for the Financial Statements <br /> Management is responsible for the preparation and fair presentation of these financial statements in accordance <br /> with accounting principles generally accepted in the United States of America;this includes the design, <br /> implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial <br /> statements that are free from material misstatement, whether due to fraud or error. <br /> Auditors'Responsibility <br /> Our responsibility is to express an opinion on these financial statements based on our audit.We conducted our <br /> audit in accordance with auditing standards generally accepted in the United States of America.Those standards <br /> require that we plan and perform the audit to obtain reasonable assurance about whether the financial <br /> statements are free from material misstatement. <br /> An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the <br /> financial statements.The procedures selected depend on the auditors'judgment, including the assessment of <br /> the risks of material misstatement of the financial statements,whether due to fraud or error. In making those risk <br /> assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of <br /> the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for <br /> the purpose of expressing an opinion on the effectiveness of the entity's internal control.Accordingly,we express <br /> no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the <br /> reasonableness of significant accounting estimates made by management,as well as evaluating the overall <br /> presentation of the financial statements. <br /> We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit <br /> opinion. <br /> Page 1 <br /> BAKER TILLY <br /> INTERNATIONAL CONFIDENTIAL& PROPRIETARY <br />