1.  We have audited the attached Balance Sheet of Balmer Lawrie
 Investments Limited as at 31st March, 2011, the related Profit & Loss
 Account for the year ended on that date and the Cash Flow Statement
 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 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 mis-statement. 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 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, as amended by Companies
 (Auditor''s Report) (Amendment) Order, 2004, we enclose in the Annexure,
 a statement on the matter specified in paragraphs 4 & 5 of the said
 Order.
 
 4.  Further to our comments in the Annexure referred to above, we
 report that:
 
 i) 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;
 
 ii) In our opinion, proper books of accounts as required by law have
 been kept by the Company so far as appears from our examination of
 those books;
 
 iii) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
 dealt with by this report are in agreement with the books of accounts;
 
 iv) In our opinion, the Balance Sheet and Profit & Loss Account and
 Cash Flow Statement dealt with by this report comply with the
 accounting standards referred to in section 211 (3C) of the Companies
 Act, 1956;
 
 v) In our opinion and to the best of our information and according to
 the explanations given to us, the 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 the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2011 and
 
 b) in the case of the Profit & Loss Account, of the profit of the
 Company for the year ended on that date and,
 
 c) in the case of the Cash Flow Statement, of the cash flows of the
 Company for the year ended on that date.
 
 
 ANNEXURE referred to in Paragraph (3) of our report of even date
 
 1.  (a) The Company has not granted any loan, secured or
 unsecured to companies, firms or other parties covered in the register
 maintained under section 301 of the Companies Act, 1956 and
 accordingly, paragraph 4(iii) (b), (c) and (d) of the Order are not
 applicable.
 
 (b) The Company has not taken any loans, secured or unsecured from
 companies, firms or other parties covered in the register maintained
 under section 301 of the Act and accordingly, paragraph 4(iii) (e),(f)
 and (g) of the Order are not applicable.
 
 2.  In our opinion and according to the information and explanations
 given to us there is an adequate internal control procedure
 commensurate with the size of the Company.
 
 3.  According to information and explanations given to us, there has
 been no contract and arrangement during the year, the particulars of
 which need to be entered into the register maintained under Section 301
 of the Act.
 
 4.  The Company has not accepted any deposit from the public and hence
 the provisions of Section 58A and 58AA of the Companies Act, 1956 and
 the rules made there under are not applicable to the Company.
 
 5.  In our opinion, the Company has an adequate internal audit system
 commensurate with the size and nature of its business.
 
 6.  (a) According to the Company''s records undisputed statutory dues
 including provident fund, investor education and protection fund,
 employees'' state insurance, income-tax, sales-tax, wealth-tax, service
 tax, custom duty, excise duty, cess have generally been regularly
 deposited with the appropriate authorities.
 
 (b) According to the information and explanations given to us, there
 were no undisputed dues in respect of provident fund, investor
 education and protection fund, employees'' state insurance, income-tax,
 wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and
 other statutory dues outstanding as on 31st March, 2011 for a period of
 more than six months from the date they became payable.
 
 (c) According to the records of the company, there are no outstanding
 dues of income tax, sales-tax, wealth tax, service tax, custom duty,
 excise duty and cess as on 31st March, 2011 on account of any dispute.
 
 7.  The Company has no accumulated losses as on 31st March, 2011 and it
 has also not incurred cash losses in the current financial year and in
 the immediately preceding financial year.
 
 8.  In our opinion and according to the information and explanations
 given to us, we are of the opinion that the Company has not defaulted
 in repayment of dues to a financial institution, bank or debenture
 holders.
 
 9.  According to the information and explanations given to us and based
 on the documents and records produced to us, the Company has not
 granted loans and advances on the basis of security by way of pledge of
 shares, debentures and other securities.
 
 10.  The company is not carrying on the business of a chit fund and is
 also not a nidhi/mutual benefit fund/society.
 
 11.  Though the Company is a non-banking finance company under the
 Reserve Bank of India Act, 1934, it is not in the business of trading
 in securities, debentures and other investments, in terms of the
 notification issued by the Reserve Bank of India.
 
 12.  According to the information and explanations given to us, the
 Company has not given any guarantee for loans taken by others from bank
 or financial institutions.
 
 13.  The Company has not made any preferential allotment of shares to
 parties and companies covered in the Register maintained under section
 301 of the Act.
 
 14.  The Company has not raised any fund by way of issue of debentures.
 
 15.  The Company has not raised any money by public issues.
 
 16.  Based upon the audit procedures performed and as per the
 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 the financial year 2010-2011.
 
 17.  No other clause of the Companies (Auditor''s Report) Order, 2003,
 as amended by the Companies (Auditor''s Report) (Amendment) Order, 2004
 issued by the Central Government, is applicable.
 
 
                                                    For J. Gupta & Co.
 
                                                Chartered Accountants
 
                                        Firm Registration No. 314010E
 
                                                          S. P. Datta
 
 Place : Kolkata                                              Partner
 
 Date : 30th May, 2011                           Membership No. 13852