2. We conducted our audit, in accordance with the auditing standards, generally accepted in India. These standards require that we plan and perform the audit, to obtain reasonable assurance, about whether the financial statements carefree of material misstatement. An audit includes, examining on a test basis, evidence supporting the amounts and disclosures in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall presentation financial statement we believe that our audit provides a reasonable basis for our opinion.

3.As required by the Companies (Auditors' Report) order, 2003, issued by the Central Government, in terms of sub section 227(4A) of the Companies Act, 1956. We annex hereto a statement, on the matters specified in paragraphs 4 and 5 of the side order.

4. Further to our comments in the Annexure, referred to in paragraph 1 above:-

a. We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit.

b. In our opinion, proper books of accounts, as required by law, have been maintained by the company, so far as appears from our examination of the books.

c. The Balance Sheet and Profit & Loss Account and the cash Flow Statement dealt with by this report comply with the accounting standard referred to in sub-section (3C) of section 211.

d. In our opinion, the Balance sheet and Profit and Loss Account and the cash Flow Statement referred to in sub - Section (3C) of Section 211.

e. Based on the representations made by the Directors, as on 31st March, 2011, and taken on record by the Board of Directors of the Company and the information and explanations given to us. none of the Directors is, as on 31st March, 2012, prima facie disqualified from being appointed as a director, in terms of clause (g) of sub Section (1) of Section 274 of the Companies Act, 1956.

f. In our opinion and to the best of our information and according to the explanations given to us the said finical statements, read together with Accounting policies and Other notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view: -

I) In the Case of the Balance Sheet, of the state of affairs of the Company as on 31st March, 2013.

II) In the case of the Profit & Loss Account, Of the Profit during the year ended 31st March ,2013 on that date.

III) In the case of cash Flow Statement, of the Cash Flows for the year ended on that date.

As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of section 227(4A) of the Companies Act. 1956 and on the basis of such checks as we consider appropriate and in information and explanations given to us, we state that: -

1 (a) The Company has maintained proper records showing full particulars including Quantitative details and situation of Fixed Assets.

(b) As explained to us , all the assets have been physically verified by the management at reasonable intervals during the year. According to the information and explanations given to us, no discrepancies have been noticed on such physical verification by the management; *

(c ) The Company has not disposed off any substantial part of its fixed assets so as to after its going concern.

II) The Company has not maintained any inventory during the year and consequently paragraphs 4 (ii) (a) to 4 (ii) (c) are not applicable in relation to its activities;

(iii) According to the information and explanations given to us the Company has neither taken for granted any loan, secured or unsecured, from/ to companies firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956,

(iv) In our opinion and according to the information and explanations given to us, there are generally adequate internal control procedures commensurate with the size of the Company and the nature of its business for purchase shares and securities, plan machinery, equipments and other assets and sale of shares and securities.

(v) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the option. that-there are transactions that need to be entered into the register in pursuance of section 301 of the Act.

(vi) In our opinion and according to the information and explanations given to us the Company has not accepted any deposits from public during the year within the meaning of section 58 A and 58 AA of the Companies Act. 1956 and rules framed hereunder.

(Vii) In our opinion and according to the information and explanations given to us, there are adequate internal audit systems commensurate with the size of the Company and the nature of its business.

(viii) As informed to us maintenance of cost records has not been prescribed by the Central Government u/s 209 (1) (d) of the Company Act 1956, in respect of the activities carried on by the Company.

(ix) (a) According to the records of the company, the company is regular in depositing with appropriate authorities undisputed statutory dues including provident Fund, Investor Education and protection Fund, Employees' State Insurance, Income-tax, Sales-tax. Wealth Tax, Custom Duty, Cess during the year.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, custom duty and excise duty were outstanding as at 31st March, 2013 for a period of more than six months from the date they become payable.

(C ) According to the information and explanation given to us there are no dues of sales tax, income tax, custom duty, wealth tax, excise duty or cess outstanding at the year ended on account of any dispute.

(x) The accumulated losses of the Company as at 31st March 2013, are less than fifty percent of its net worth and the Company has not incurred cash losses during the financial year ended on that date the Company has not incurred cash loss during the financial yptr ended on 31st March 2013.

(xi) According to the records of the Company, it has not defaulted in repayment of its dues to any financial institution or bank during the year. The Company does not have any outstanding debentures.

(xii) The Company has not granted any loans and advance on the basis of security by way of pledge of shares or Debentures and other securities.

(xiii) In our opinion, considering the nature of activities carried on by the Company during the year, the provisions of any special statute applicable to chit fund/ nidhi/ mutual benefit fund/ societies are not applicable to it.

(xiv) On the basis of our examination of the companies records we are of the opinion that the Company is maintaining adequate records regarding transaction and contracts regarding its dealing in shares and securities and timely entries haven been made in these records.

(xv) According to the information and explanations given to us and on an overall examination of the Balance sheet of the Company, we report that the Company has not given any guarantees for loans taken by others from banks or financial institutions.

(xvi) The Company has not taken any term loan during the year.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company, we reports that the no shot-term basis have used for long term investment. No long funds term funds have been used to finance short-term assets.

(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, during the year covered by our audit report, the Company has not issued debenture.

(xx) The Company has not made any public issue.

(xxi) Based upon the Audit Procedures Performed and information and explanations given by the management, we report that on fraud on or by the company has been noticed or reported during the course of our Audit.

For JAIN VINAY & ASSOCIATES

(Chartered Accountants)

VINAY JAW

partner

Mem No 07555)

(Partner)

PLACE:MUMBAI

DATE:

Mem No. 075558