ఆడిటర్ నివేదిక Satguru Agro Industries Ltd.

Mar 31, 2010

We have audited the attached Balance Sheet of SATGURU AGRO INDUSTRIES LIMITED As at 31st March 2010 and the Profit & Loss Account 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 required that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An Audit included examining, on a test basis, evidence supporting the amounts and disclosures 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.

As required by the Companies (Auditor's Report) Order, 2003 as amended by the Companies (Auditors Report) order (Amendment), 2004 (hereinafter collectively referred to as "the Order") 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 statements on the matters specified in paragraphs 4 and 5 of the said order.

Further to our comments in the Annexure referred to above, We report that;

i) We have obtained all the information's and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit.

ii) In our opinion proper books of accounts as require'd by law have been kept by the company, so far as appears from our examination of those books (and report returns adequate for the purpose of our audit have been received from the branches not visited by us. The Branch Auditor's Report (s) have been forwarded to us and have been appropriately dealt with);

iii) The Balance Sheet and Profit & Loss Account dealt with by this report are in agreement with the books of accounts (and comply with auditing returns from the branches);

iv) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

v) On the basis of written representations received from the director 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 31st March 2010 from being appointed as a director in terms of clause (g) of sub-section 274 of the Companies Act, 1956;

vi) 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;

A) In case of Balance Sheet, of the state of the Company's affairs as at 31st March 2010, and

B) In case of the Profit & Loss Account of the Profit for the year ended 31st March 2010.

ANNEXURE Ref: SATGURU AGRO INDUSTRIES LIMITED Referred to in Paragraph 1 of my report of even date :-

1.a)The Company has not maintained proper records showing full particulars including quantitative details and situation of assets.

b) A substantial portion of the fixed assets has been physically verified by the management during the year and in my opinion the frequency of verification is not reasonable having regard to the size of the company and nature of its business. No material discrepancies were noticed on such verification.

c) The company has not disposed off substantial part of fixed assets during the year.

2.a) physical verification of inventory has been conducted at reasonable intervals by the management.

b) Procedure of physically verification of Stock followed by the management is reasonable and adequate in relation to the size of the company and nature of its business and there is no inadequacies in such procedures.

c) The company is maintaining proper records of inventories and no material discrepancies were noticed on physical verification.

3.a) The company has taken unsecured loans from 10 companies, firms & other parties covered in the register maintained under section 301 of the companies Act 1956 and the aggregate of such unsecured loan along with interest as on the last of the financial year 2009- 10 is Rs.1,06,55,541/- The company has granted Loans & Advances and facility in the nature of Loans & Advances to 2 Parties involving Rs.1,72,57,842/- covered in the register maintained under section 301 of the companies act, 1956.

b) Based on the information received and explanation given, the above loans accepted are not interest free and carries Interest @ 15 % p.a except 4 Parties whose total unsecured loans are Rs.77,38,550/- does not carry any interest and the terms and condition of loan accepted or taken including the rate of interest is prima facie not prejudicial to the interest of the company. The company has repaid loan accepted from 2 parties involving amount of Rs. 454119/-. But in case of Facility in the nature of Loans & Advances no Interest is being charged by the Company and this can be said to be prejudicial to the Interest of the Company.

c) As there is no stipulation as to the time period within which principal amount is to be given back to the party maintained u/s 301 of the Act, it is seen that the principal and interest amount in part is being repaid regularly. There is no overdue amount as on 31st March 2010.

4. In my opinion and according to the information and explanation given to me, there are adequate internal control procedures commensurate with the size of the company & the nature of its business with regard to any assets including with regard to purchase of stores, row materials, plant machinery, equipment and other assets and with regard to sale of goods.

5.a) All the transaction with parties covered under section 301 of the companies Act. 1956 have not been properly entered in the register maintained under section 301 of the Act.

b) Each of the transaction have been at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to information & information given to us, the provisions of section 58A & 58AA of the Companies Act are not applicable to the Company as it has not accepted any public deposits within the meaning of the above sections.

7. In our opinion, the company has Internal Audit System commensurate with the size and nature of its business.

8. As informed by the Management Maintenance of Cost Records have not been prescribed by the Central Govt, under clause (d) of sub section (1) of Section 209(1)(d) and the Act. for the nature of activity this company is carrying on.

9a) The Company is regular in depositing with appropriate authorities undisputed Statutory Dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Excise Duty, Service Tax, Cess and other material statutory dues applicable to it except on some incidences it is seen that company has deposited Payment of Tax Deducted at Source on delayed basis for which it is seen to have paid interest and no compliance of Finance Act with respect to Service Tax.

b) According to the information and explanation to us there are no undisputed amounts payable, in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty which have remained outstanding as at 31st March 2010 for a period of more than six months from the date they became payable except that there is liability on part of company to get its self registered with Service Tax Authority under 'GTA Category-Sec 65,Clause 105,Sub Clause (zzp) and pay the Service Tax on the Freight being paid by the Company.

10.The company has accumulated losses at the end of the financial year. The company has incurred cash losses during the financial year covered by our audit and company has not incurred cash losses in the immediately preceeding financial year.

11.There is no default during the year in repayment of dues to any financial institutions, banks or debenture holders.

12.The company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. As the company is not Chit Fund/Nidhi/Mutual Benefit Fund/Society, the provisions of clause 4 (xiii) of the companies (Auditor's Report) Order, 2003 is not applicable to the company.

14. As the company is not dealing or trading in shares, securities, debentures, and other investments, the provision of cause 4 (xiv) of the companies (Auditor's Report) order, 2003 is not applicable to the company.

15.The company has not given any guarantees and as such the provision of clause 4(xv) of the companies (Auditor's Report) order, 2003 is not applicable to the company.

16. The company has taken Cash credit loan during the year.

17.According to the information and explanations received, the company has not applied short terms borrowings for long terms use and vice versa.

18. The company has not made any preferential allotment of shares during the year.

19. The company has not issued any debentures during the year.

20. The company has not raised any money by way of public issue during the year.

21. As per the information and explanation given to us, no material fraud on or by the company has been noticed during the year.

PLACE :- SOLAPUR FOR,REETESH CHAMPAK & ASSOCIATES CHARTERED-ACCOUNTANS DATE :-18.08.2010

REETESH P.CHWJAPAK PROPRIETOR M.No.102051