We have audited the attached Balance Sheet of Bhilwara Technical
 Textiles Limited as at 31st March, 2012, the Statement of Profit and
 Loss 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.
 
 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.
 
 As required by the Companies (Auditors'' Report) Order, 2003 (the
 Order), issued by the Central Government of India in terms of
 sub-section (4A) of Section 227 of the Companies Act, 1956 and on the
 basis of such checks as we considered appropriate and according to the
 information and explanations given to us, we give in the Annexure
 ''A'' a statement on the matters specified in paragraph 4 and 5 of
 the Order.
 
 Further to our comments in the Annexure referred to 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, Statement of Profit and Loss and Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account;
 
 d) In our opinion, the Balance Sheet, Statement of Profit and Loss 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, 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, they said accounts read with the
 accounting policies and notes thereon, 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 Balance Sheet, of the state of affairs of the Company
 as at 31st March, 2012;
 
 ii) In the case of the Statement of Profit and Loss, of the profit 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.
 
 (Referred to in the Auditors'' Report of even date to the members of
 Bhilwara Technical Textiles Limited for the year ended 31st March,
 2012)
 
 1.  (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) The management has physically verified the fixed assets during the
 year. As informed to us, no material discrepancies were noticed on such
 verification.
 
 (c) There were no fixed assets disposed off / discarded during the
 year.
 
 2.  The Company''s current nature of operations does not require it to
 hold inventories. Accordingly clause 4 (ii) of the Order is not
 applicable to the Company and hence not commented upon.
 
 3.  (a) According to the information and explanations given to us, the
 Company has not granted any loans, secured or unsecured to companies,
 firms or other parties covered in the register maintained under Section
 301 of the Companies Act, 1956. Accordingly, the provisions of clause
 
 4(iii) (a) to (d) of the Order are not applicable to the Company and
 hence not commented upon.  (b) According to information and
 explanations given to us, 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 Companies Act, 1956.
 Accordingly, the provisions of clause 4(iii) (e) to (g) of the Order
 are not applicable to the Company and hence not commented upon.
 
 4.  The Company has not made any purchases of inventory and fixed
 assets as well as sale of goods & services. Accordingly, clause 4 (iv)
 of the Order is not applicable to the Company and hence not commented
 upon.
 
 5.  Based upon the audit procedures applied by us and according to the
 information and explanations given to us, we are of the opinion that
 there were no contracts or arrangements referred to in Section 301 of
 the Companies Act, 1956 that were required to be entered in the
 register to be maintained under that section.
 
 6.  The Company has not accepted any deposits from the public.
 
 7.  The Company does not have an internal audit system.
 
 8.  According to the information and explanations given to us, the
 Central Government has not prescribed the maintenance of cost records
 under clause (d) of sub-section (1) of Section 209 of the Companies
 Act, 1956 in respect of activities carried out by the Company.
 
 9.  (a) According to the records of the Company, undisputed 
 statutory dues have been regularly deposited during the year
 with the appropriate authorities. According to the records of the
 Company and as explained to us the Company did not have any dues on
 account of provident fund, investor education and protection fund,
 employees'' state insurance, sales tax, wealth tax, service tax,
 custom duty, excise duty and cess.
 
 (b) According to the information and explanations given to us, no
 undisputed amounts payable 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 material statutory dues were outstanding, at the
 year end, for a period of more than six months from the date they
 became payable.
 
 (c) According to the information and explanations given to us and the
 records of the Company examined by us, there were no statutory dues of
 income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
 duty and cess which have not been deposited on account of any dispute.
 
 10.  The Company did not have any accumulated losses at the end of the
 financial year. The Company has not incurred cash loss in the current
 financial year and immediately preceding financial year.
 
 11.  According to the information and explanations given to us and the
 records of the Company examined by us, the Company has not borrowed
 funds from any financial institution or bank.
 
 12.  According to the information and explanations given to us and
 based on the documents and records produced before us, 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, the Company is not a chit fund or a nidhi/mutual
 benefit fund/society. Therefore, the provisions of clause 4(xiii) of
 the Companies (Auditor''s Report) Order, 2003 (as amended) are not
 applicable to the Company.
 
 14.  in our opinion, the Company is not dealing in or trading in
 shares, securities, debentures and other investments. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditor''s Report)
 Order, 2003 (as amended) are not applicable to the Company.
 
 15.  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.
 
 16.  The Company did not raise any term loans during the year.
 
 17.  According to the information and explanations given to us and as
 per the books and records examined by us, as on the date of balance
 sheet, the Company has not raised any funds on short term basis.
 
 18.  The Company has not made any preferential allotment of shares to
 parties and companies covered in the register maintained under section
 301 of the Companies Act 1956.
 
 19.  The Company has not issued any debentures.
 
 20.  The Company has not raised any money by way of public issue,
 during the year.
 
 21.  Based on the audit procedures performed and as per the information
 and explanations given by the management, no fraud on or by the Company
 has been noticed or reported during the year.
 
 For Ashim & Associates
 
 Chartered Accountants
 
 Firm Registration No. 006064N
 
 Ashim Agarwal
 
 Partner
 
 Membership No.084968
 
 Noida (U.P.)
 
 May 3, 2012