ఆడిటర్ నివేదిక Bagalkot Udyog Ltd.

Mar 31, 2012

We have audited the attached Balance Sheet of BAGALKOT UDYOG LIMITED as at 31 st March 2012, the Profit and Loss Account & Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditor's Report) Order, 2003, as

amended, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

2. Further to our comments in the Annexure referred to in paragraph 1 above, we report that:

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 account as required by law have been kept by the Company so far as appears from our examination of those books;

c. The Balance Sheet, the Profit & Loss Account and the Cash Flow Statement referred to in this report are in agreement with the books of account;

d. In our opinion and to the best of our information and according to the explanations given to us, the Balance Sheet, the Profit & Loss Account & the Cash Flow Statement are prepared in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the directors, as on 31st March, 2012, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 st March, 2012 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 accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;

i. in the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March, 2012;

ii. in the case of the Profit & Loss Account, of the LOSS for the year ended on that date; and

iii. in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITOR'S REPORT OF EVEN DATE

(Referred to in paragraph 1 thereof)

1) In respect of Fixed assets :

a) The company has maintained proper records showing full

particulars, including quantitative details and situation of fixed assets.

b) According to the information and explanations given to us, the fixed assets were physically verified by the management at reasonable intervals during the year. We were informed that no material discrepancies were noticed by the management on such verification.

c) Based on the scrutiny of records of the company and the information and explanations received by us, we report that there was no sale of fixed assets during the financial year ended 31.03.2012 substantial or otherwise. Hence the question of reporting whether the sale of any substantial part of fixed assets has affected the going concern the company does not arise.

2. As the company has not purchased/sold goods during the year nor there is any opening stock, hence in our opinion requirement of reporting on physical verification of stocks or maintenance of inventory records is not applicable.

3. The company has not granted or taken any loans to/from companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business. Further, on the basis of our examination of the books and records of the company, carried out in accordance with the auditing standards generally accepted in India and according to the information and explanations given to us, we have neither come across nor have we been informed of any continuing failure to correct weaknesses in the aforesaid internal control system.

5. Based on the audit procedures applied by us and the information and explanations provided by the management, we are of the

opinion that there were no transactions during the year that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. 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. Therefore, the provision of Clause (vi) of the Companies (Auditor's Report) Order, 2003 are not applicable to the company.

7. In our opinion, the Company has an internal audit system commensurate with its size and nature of its business.

8. According to the information and explanations provided by the management, the Company is not engaged in production, processing, manufacturing or mining activities. Hence, the provisions of section 209(1 )(d) of the Companies Act, 1956 do not apply to the Company. Hence, in our opinion, no comment on maintenance of cost records under section 209(1 )(d) is required.

9. In respect of statutory dues

a) According to the records of the company, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other statutory dues applicable to it.

b) According to information & explanation given there were no undisputed amounts payable in respect of Income tax, wealth tax, service tax, sales tax, custom duty, excise duty, Service Tax, cess & other statutory dues which remained outstanding as at 31st March, 2012 for a period more than six months from the date they became payable.

10. The accumulated losses of the company have exceeded fifty percent of its net worth as at 31.03.2012. The Company has incurred a cash loss of Rs.3.64 lacs during the current financial year and Rs.5.37 lacs during the immediately preceding financial period.

11. According to records of the company, the company has neither borrowed from banks or financial institutions or banks and in respect of debentures the company do neither has any debentures outstanding as on 31.03.2012 nor it has issued any debentures during the year under audit, hence comments with regards to any default under the said clause are not applicable.

12. According to the information and explanation given to us the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures or other securities.

13. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company is neither a Chit Fund nor a nidhi / mutual benefit society. Hence, in our opinion, the requirements of para 4 (xiii) of the Order do not apply to the company.

14. As per records of the company and information and explanations given to us by the management, company is not dealing or trading in shares, securities, and debentures and other investments.

15. According to the records of the company and the information and explanations provided by the management, the company has given guarantee of Rs.60 Lacs for loans taken by a Company from financial institutions. The Company on behalf of whom guarantee has been given is under liquidation. Hence we are unable to comment on whether this would be prejudicial to the interest of the Company.

16. According to the records of the Company, the Company has not obtained any term loans during the year. Hence, comments under the clause are not called for.

17. According to the information and explanations given to us and, on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment by the company.

18. According to the records of the Company and the information and explanations provided by the management, the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s.301 of the Companies Act, 1956.

19. No debentures have been issued by the Company during the year covered by our audit report and hence, the question of creating securities in respect thereof does not arise.

20. The Company has not raised any money by public issue during the year covered by our audit report.

21. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported

For V.K.BESWAL & ASSOCIATES Chartered Accountants Firm Regn. No. 101083W

CAV.K. BESWAL

Partner M.NO: 30426 Mumbai, 29th May, 2012

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Mar 31, 2010

We have audited the attached Balance Sheet of BAGALKOT UDYOG LIMITED as at 31 st March 2010, the Profit and Loss Account & Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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

1. As required by the Companies (Auditors Report) Order, 2003, as amended, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

2. Further to our comments in the Annexure referred to in paragraph 1 above, we report that:

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 account as required by law have been kept by the Company so far as appears from our examination of those books;

c. The Balance Sheet, the Profit & Loss Account and the Cash Flow Statement referred to in this report are in agreement with the books of account;

d. In our opinion and to the best of our information and according to the explanations given to us, the Balance Sheet, the Profit & Loss Account & the Cash Flow Statement are prepared in accordance with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the directors, as on 31st March, 2010, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 st March, 2010 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 accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i. in the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March, 2010;

ii. in the case of the Profit & Loss Account, of the LOSS for the year ended on that date; and

iii. in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORTOF EVEN DATE (Referred to in paragraph 1 thereof)

1. In respect of Fixed assets:

a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

b) According to the information and explanations given to us, the fixed assets were physically verified by the management at reasonable intervals during the year. We were informed that no material discrepancies were noticed by the management on such verification.

c) Based on the scrutiny of records of the company and the information and explanations received by us, we report that there was no sale of fixed assets during the financial year ended 31.03.2010 substantial or otherwise. Hence the question of reporting whether the sale of any substantial part of fixed assets has affected the going concern the company does not arise.

2. As the company has not purchased/sold goods during the year nor there is any opening stock, hence in our opinion requirement of reporting on physical verification of stocks or maintenance of inventory records is not applicable.

3. The company has not granted or taken any loans to/from companies, firms or other parties covered in the register maintained u/s.301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business. Further, on the basis of our examination of the books and records of the company, carried out in accordance with the auditing standards generally accepted in India and according to the information and explanations given to us, we have neither come across nor have we been informed of any continuing failure to correct weaknesses in the aforesaid internal control system.

5. Based on the audit procedures applied by us and the information and explanations provided by the management, we are of the opinion that there were no transactions during the year that need to be entered in the register maintained under section 301 of the Companies Act, 1956.

6. 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. Therefore, the provision of Clause (vi) of the Companies (Auditors Report) Order, 2003 are not applicable to the company.

7. In our opinion, the Company has an internal audit system commensurate with its size and nature of its business.

8. According to the information and explanations provided by the management, the Company is not engaged in production, processing, manufacturing or mining activities. Hence, the provisions of section 209(1 )(d) of the Companies Act, 1956 do not apply to the Company. Hence, in our opinion, no comment on maintenance of cost records under section 209(1 )(d) is required.

9. In respect of statutory dues

a) According to the records of the company, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues, including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, Cess and other statutory dues applicable to it.

b) According to information & explanation given there were no undisputed amounts payable in respect of Income tax, wealth tax, service tax, sales tax, custom duty, excise duty, Service Tax, cess & other statutory dues which remained outstanding as at 31st March, 2010 for a period more than six months from the date they became payable.

10. The accumulated losses of the Company have exceeded fifty percent of its net worth as at 31.03.2010. The Company has incurred a cash loss of Rs. 8.01 Lacs during the current financial year and Rs. 93.26 Lacs during the immediately preceding financial period.

11. According to records of the company, the company has neither borrowed from banks or financial institutions or banks and in respect of debentures the company do neither has any debentures outstanding as on 31.03.2010 nor it has issued any debentures during the year under audit, hence comments with regards to any default under the said clause are not applicable.

12. According to the information and explanation given to us the company has not granted any loans and advances on the basis

of security by way of pledge of shares, debentures or other securities.

13. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company is neither a Chit Fund nor a nidhi / mutual benefit society. Hence, in our opinion, the requirements of para 4 (xiii) of the Order do not apply to the company.

14. As per records of the company and information and explanations given to us by the management, company is not dealing or trading in shares, securities, and debentures and other investments.

15. According to the records of the company and the information and explanations provided by the management, the company has given guarantee of Rs.60 Lacs for loans taken by a Company from financial institutions. The Company on behalf of whom guarantee has been given is under liquidation. Hence we are unable to comment on whether this would be prejudicial to the interest of the Company.

16. According to the records of the Company, the Company has not obtained any term loans during the year. Hence, comments under the clause are not called for.

17. According to the information and explanations given to us and, on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment by the company.

18. According to the records of the Company and the information and explanations provided by the management, the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained u/s.301 of the Companies Act, 1956.

19. No debentures have been issued by the Company during the year covered by our audit report and hence, the question of creating securities in respect thereof does not arise.

20. The Company has not raised any money by public issue during the year covered by our audit report.

21. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

For V.K. BESWAL & ASSOCIATES

Chartered Accountants

Firm Registration Number: 101083W

CA.R.P.LADDHA

Partner

Membership Number: 48195

Mumbai, 12/August2010