Bank of Rajasthan

1.  We have audited the attached Balance Sheet of THE BANK OF
 RAJASHTHAN LIMITED as at 31 March 2009, Profit & Loss Account and Cash
 Flow Statement for the year ended on that date annexed thereto, in
 which are incorporated the returns of 13 branches audited by us and 450
 branches audited by other Branch Auditors. These financial statements
 are the responsibility of the Banks management. Our responsibility is
 to express an opinion on these financial statements based on our audit.
 
 2.  We have 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 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.  The Balance Sheet and the Profit and Loss Account have been drawn
 up in accordance with the provisions of Section 29 of the Banking
 Regulation Act, 1949 read with Section 211 of the Companies Act, 1956.
 
 4.  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 purposes of our
 audit and found them to be satisfactory;
 
 (ii) The transactions of the Bank which have come to our notice have
 been within the powers of the Bank.
 
 (iii) In our opinion, proper books of account as required by law have
 been kept by the Bank so far as appears from our examination of those
 books. Proper returns generally adequate for the purpose of our audit
 have been received from the branches of the Bank.
 
 We further report that:
 
 (i) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
 dealt with by this report are in agreement with the books of account
 and the branch returns;
 
 (ii) In our opinion, the Balance Sheet, Profit & 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 in so far as they apply to Banking Companies;
 
 (iii) On the basis of written representations received by the Bank from
 the directors which is taken on record by the Board of Directors, we
 report that none of the Directors is disqualified as on 31 March 2009
 from being appointed as a director in terms of clause (g) of
 sub-section (1) of section 274 of the Companies Act, 1956.
 
 (iv) As per information and explanations given to us the Central
 Government has, till date, not prescribed any cess payable under
 Section 441A 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 Balance Sheet and Profit and Loss
 Account read with the Significant Accounting Policies stated in
 Schedule 17 and notes on accounts as given in Schedule 18, give the
 information required by the Banking Regulation Act, 1949 and the
 Companies Act, 1956 in the manner so required for Banking companies 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
 Bank as at 31st March 2009;
 
 (b) in the case of the Profit & Loss Account, of the Profit for the
 year ended on that date; and
 
 (c) in the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date;
 
                                                   For Gokhale & Sathe
                                                 Chartered Accountants
 
                                                       Milind D Ranade
 Place : Mumbai.                                               Partner
 Date  : 9th May 2009
                                                 Membership No.: 35448