1.  We have audited the attached Balance Sheet of B&A Limited as at
 31st March, 2011 and also the Profit and Loss Account and the Cash Flow
 Statement 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.
 
 2.  We conducted our audit in accordance with the 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 disclosures in the financial statements. An audit also includes
 assessing the accounting principles used and significant estimates made
 by the Management, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 3.  As required by the Companies (Auditor''s Report) Order, 2003, 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 to the extent applicable.
 
 4.  Further to our comments in the Annexure referred to in paragraph 3
 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 purposes 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, Profit and Loss Account and Cash Flow Statement
 dealt with by this report are in agreement with the books of account ;
 
 d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
 Flow Statement dealt with by this report comply 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, 2011 and taken on record by the Board of Directors,
 we report that none of the Directors is disqualified as on 31st March,
 2011 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, read together with the
 Accounting Policies, Notes and Schedules annexed thereto, 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 so far as it relates to the Balance Sheet, of the state of
 affairs of the Company as at 31st March, 2011 ;
 
 (ii) in so far as it relates to the Profit and Loss Account, of the
 profit of the Company for the year ended on that date; and
 
 (iii) in so far as it relates to the Cash Flow Statement, of the cash
 flows of the Company for the year ended on that date.
 
 ANNEXURE TO THE AUDITORS'' REPORT
 (Referred to in Paragraph 3 of our report of even date)
 
 1.  (a) The Company has maintained proper records showing full
 particulars including quantitative details and situation of its fixed
 assets on the basis of available information.
 
 (b) As represented by the Management to us, the Fixed assets have been
 physically verified by the Management during the year in a phased
 manner, which in our opinion is reasonable, having regard to the size
 of the Company and nature of its assets. No material discrepancies were
 noticed on such physical verification.
 
 (c) In our opinion, the fixed assets disposed of during the year, do
 not constitute a substantial part of the fixed assets of the Company
 and such disposal has not affected the going concern status of the
 Company.
 
 2.  (a) As explained to us, inventories have been physically verified
 by the Management at reasonable intervals during the year.
 
 (b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed by the Management are reasonable and adequate in relation to
 the size of the Company and the nature of its business.
 
 (c) The Company has maintained proper records of inventories. As
 explained to us, there were no material discrepancies noticed on
 physical verification of inventory as compared to the book records.
 
 3.  The Company has neither granted nor taken any loans, secured or
 unsecured to/from companies, firms or other parties covered in the
 register maintained under Section 301 of the Companies Act, 1956 and as
 such clauses (iii) (b) to (iii) (d) of the Order are not applicable.
 
 4.  In our opinion and according to the information and explanations
 given to us, there are adequate internal control procedures
 commensurate with the size of the Company and the nature of its
 business for the purchase of inventory and fixed assets and for the
 sale of goods.
 
 5.  In respect of contracts and arrangements entered in the register
 maintained in pursuance of Section 301 of the Companies Act, 1956
 
 (a) To the best of our knowledge and belief and according to the
 information and explanations given to us, particualrs of contracts or
 arrangement that needed to be entered into the register maintained
 under the said section have been so entered.
 
 (b) According to the information and explanations given to us, where
 the transactions made in pursuance of such contracts of arrangements
 during the year are in excess of Rs. 5,00,000/-, they have been made at
 prices, which are, prima facie, resonable having regard to the
 prevailing market prices at the relevant time.
 
 6.  In our opinion and according to the information and explanations
 given to us, directives issued by the Reserve Bank of India and the
 provisions of Sections 58A and 58AA of the Companies Act, 1956 and the
 rules framed there-under, to the extent applicable, have been complied
 with.
 
 7.  In our opinion, the internal audit system of the Company is
 commensurate with its size and nature of its business.
 
 8.  We have broadly reviewed the books of account maintained by the
 Company pursuant to the Order made by the Central Government for the
 maintenance of cost records under Section 209(1)(d) of the Companies
 Act, 1956 and are of the opinion that prima facie the prescribed
 accounts and records have been made and maintained. We have not,
 however, carried out a detailed examination of the same.
 
 9.  a) According to the information and explanations given to us and
 according to the books and records as produced and examined by us, in
 our opinion the company is generally regular in depositing with the
 appropriate authorities undisputed statutory dues such as Provident
 Fund, Investor Education and Protection Fund, Central Sales Tax, Wealth
 Tax, Customs Duty, Value Added Tax, Service Tax, Cess and other
 statutory dues applicable to it.
 
 b) According to the information and explanations given to us there was
 no disputed dues of Sales Tax, Income Tax, Customs Duty, Wealth Tax,
 Excise Duty and Cess as on 31st March, 2011 except an amount of Rs
 11,27,944/- (Previous Year Rs 12,61,660/-) on account of CENVAT credit
 disallowed by the excise authority, for which an appeal is pending
 before the Central Excise Appellate Tribunal.
 
 10.  The Company earned cash profit in this financial year and in the
 immediately proceeding financial year and there is no accumulated
 losses at the end of the financial year.
 
 11.  The Company has not defaulted in repayment of dues to any
 financial institutions or banks.
 
 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.  In our opinion and according to the information and explanations
 given to us, the nature of activities of the Company does not attract
 any special statute applicable to chit fund and nidhi / mutual benefit
 fund / societies.
 
 14.  The Company is not dealing or trading in shares, securities,
 debentures and other investments.
 
 15.  Guarantee given by the Company favouring the banker of its
 subsidiary company relating to credit accommodation provided to them
 has since been waived by the banker of the subsidiary company during
 the year under audit.
 
 16.  In our opinion, the term loans have been applied for the purpose
 for which they were raised.
 
 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 the Company has not used funds raised on short-term basis for
 long-term investment.
 
 18.  The Company has not made any preferential allotment of shares to
 parties or companies covered in the Register maintained under Section
 301 of the Companies Act, 1956.
 
 19.  The Company has not issued any debentures during the year.
 
 20.  The Company has not raised any money through a public issue during
 the year.
 
 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 P. K. Nandy & Associates
 
                                                Chartered Accountants
 
                                             Registration No. 307043E
 
                                                          P. K. Nandy
 
                                                           Proprietor
 
                                                 Membership No. 11505
 
 Place : Kolkata
 
 Date : The 28th May, 2011