We have audited the attached Balance Sheet of CALCOM VISION LIMITED as
 at 31st March, 2012 the Statement of Profit and Loss Account and also
 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 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 the manage- ment, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 1.  As required by the Companies (Auditor''s Report) order, 2003(as
 amended), issued by the Central Government of India in terms of sub
 -section (4A) of section 227 of the Companies Act, 1956, we annex
 hereto a statement on the matters specified in paragraph 4 and 5 of the
 said order.
 
 2.  Further to our comments in the Annexure referred to in paragraph 1
 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 purpose of our
 audit;
 
 (b) 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
 such 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, Statement of 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
 of the company 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 31st March, 2012 from being appointed as a director of the company
 in terms of clause (g) of sub-section (1) of section 274 of the
 Companies Act, 1956;
 
 (f) Attention is invited to Note No. 16, regarding management opinion
 that Sundry Debtors outstanding for a period of more than six months,
 considered good amounting to Rs. 30.71 Lacs are fully recov- erable and
 hence no provision is made there against.
 
 (g) 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
 notes thereon in Schedule ''O'' gives the information required by the
 Companies Act, 1956 in the manner so required and subject to Note No.
 34 regarding non provision of interest due to banks. Had '' this
 provision been made, the ''Net Loss'' for the year 2011-12 and
 ''Interest Accrued and due'' would have been higher by such amount,
 gives a true and fair view in conformity with the accounting principles
 generally accepted in India:
 
 (i) in the case of the 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 Account, of the
 LOSS of the Company 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.
 
 ANNEXURE REFERRED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE
 
 (i) (a) The Company has maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets.
 
 (b) As explained to us, all the fixed assets have been physically
 verified by the management during the year and we are informed that no
 material discrepancies were noticed on such verification.
 
 (c) The company has not sold/ disposed off any substantial part of its
 fixed Assets during the year which has an impact on the going concern
 of the Entity.
 
 (ii) (a) The Inventory has been physically verified during the year by
 the management. In our opinion, the frequency of verification is
 reasonable
 
 (b) The procedure of physical verification of inventory followed by the
 management is reasonable and adequate in relation to the size of the
 company and the nature of its business.
 
 (c) The company is maintaining the records of inventory. The
 discrepancies noticed on physical verification of inventory as compared
 to book records, which were not material, have been properly dealt with
 in the books of account.
 
 (iii) (a) The company has not granted any secured or unsecured loans to
 companies, firms or other parties covered in the registers maintained
 under Section 301 of the Companies Act, 1956 so clause iii(a), (b),(c)
 & (d) of the Companies (Auditor Report) Order 2003 (as amended) are not
 applicable. The company has not granted any secured or unsecured loans
 to companies, firms or other parties covered in the registers
 maintained under Section 301 of the Companies Act, 1956.
 
 (e) The company has not taken any fresh unsecured loans from persons
 covered in the register maintained under section 301 of the Companies
 Act, 1956 so clause iii (e), (f) & (g) of the Companies (Auditor
 Report) order 2003 (as amended) are not applicable.
 
 (iv) 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 with regard to purchase of inventory, fixed assets and with
 regard to the sale of goods and services. During the course of our
 audit, we have not observed any continuing failure to correct major
 weaknesses in internal controls.
 
 (v) (a) According to the information and explanations given to us, we
 are of the opinion that, the particulars of contract or arrangement
 referred to in section 301 of the Companies Act, 1956 have been entered
 in the register maintained under that section.
 
 (B) iN OUR OPINION AND ACCORDING TO INFORMATION AND EXPLANATIONS GIVEN
 to us, the transactions made in pursuance of contracts or arrangements
 entered in the register maintained under Section 301 of the Companies
 Act, 1956 and exceeding the value of rupees five lakhs in respect of
 any party during the year have been made at prices which are reasonable
 having regard to prevailing market prices at the relevant time.
 
 (vi) The company has not accepted any deposits from the public; hence,
 provisions of Section 58A and 58AA of the Companies Act, 1956 and
 Companies (Acceptance of Deposit) Rules, 1975 with regard to the
 deposits accepted from the public are not applicable.
 
 (vii) As per the information and explanation received by us from the
 management we report that, the company has an internal audit system
 commensurate with the size and nature of its business.
 
 (viii) The Central Government has not prescribed maintenance of cost
 records under clause (d) of sub-section (1) of Section 209 of the
 Companies Act, 1956 for any of the products of the Company.
 
 (ix) (a) According to the records of the Company, it is generally
 regular in depositing with appropriate authorities undisputed statutory
 dues including provident fund, investor education protection fund,
 employee''s state insur- ance, income tax, sales tax, wealth tax, custom
 duty, excise duty, cess and other material statutory dues applicable to
 it.
 
 (b) According to the records of the Company and the information and
 explanations given to us, the following are particular of dues on
 account of excise duty / sales tax that have not been deposited on
 account of any dispute:
 
 
 
 Name of the   Nature of the     Amount   Period to which   Forum where
 Statute       Dues                       the
                                (Rs. In   amount relates    pending
                                 Lakhs)
  
 Delhi Sales 
 Tax Act       DST                 3.61   1996-97           Dy.Comm.
                                                           (Appeals) 
                                                            - Delhi
 
 Central 
 Sales Act.    CST                 2.34   1996-97           Dy.Comm.
                                                           (Appeals) 
                                                            - Delhi
 
 Delhi Sales 
 Tax Act       DST                53.48   1997-98           Add.Comm.
                                                           (Appeals)
 
 Central 
 Sales Act.    CST                 2.03   1997-98           Add.Comm.
                                                           (Appeals)
 
 Delhi Sales 
 Tax Act       DST                17.42   1998-99           Add.Comm.
                                                           (Appeals)
 
 Central 
 Sales Act.    CST                 1.82   1998-99           Add.Comm.
                                                           (Appeals)
 
 Delhi Sales 
 Tax Act       DST                 3.34   1999-00           Dy.Comm.
                                                           (Appeals) 
                                                            - Delhi
 
 Central 
 Sales Act.    CST                 0.16   1999-00           Dy.Comm.
                                                           (Appeals) 
                                                            - Delhi
 
 Central Sales 
 Tax Act       CST                 0.20   2007-08           Dy. Comm.
                                                           (Assessment)
                                                            Gautam Budh 
                                                            Nagar
 
 U.P Trade 
 Tax Act       UPTT                0.09   2007-08           Dy. Comm.
                                                           (Assessment)
                                                            Gautam Budh 
                                                            Nagar
 
 
 
 
 (x) The accumulated losses at the end of the financial year are more
 than its net worth. The company has not incurred any cash losses during
 the current financial year covered by our audit as well as in the
 immediately preceding financial year.
 
 (xi) In our opinion and according to the information and explanations
 given to us, the company has defaulted in repayment of dues to banks.
 The details of period and amount of default as ascertained by the
 management is as follows:
 
 
 
 Name of Bank              Principal 
                              Amount  Interest accrued 
                                               and due  Period to which
                                                                relates
                       (Rs. in lakhs)    (Rs. in lakhs) 
                                             (reworked)
 
 
 State Bank of Patiala -
 Cash Credit                  421.10            349.04       Oct. 03 to 
                                                                Mar. 12 
 
 State Bank of Patiala
 - Working Capital 
 Term Loan                    168.00            140.00       Dec. 03 to 
                                                                Mar. 12
 
 Bank of India - 
 Cash Credit                  332.17            283.03       Sep. 03 to 
                                                                Mar. 12
 
 Bank of India 
 - Term Loan                  371.15            318.80       Jun. 03 to 
                                                                Mar. 12
 
 Canara Bank                  348.07            300.47       Sep. 03 to 
                                                                Mar. 12
 
 ICICI Bank Ltd.              311.66            272.15       Mar. 02 to 
                                                                 Mar.12
 
 
 
 
 An amount of Rs.1952.14 Lacs (Principle) as above is overdue for
 repayment in respect of Secured Loans/Cash credit facilities taken from
 the banks and other financial institutions as above. As explained to
 us, reasonable steps have been taken for payment of principal.
 
 (xii) According to information and explanations given to us, the
 company has not granted any loans and advances on the basis of security
 by way of pledge of shares, debentures and other securities.
 
 (xiii) 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.
 
 (xiv) In our opinion, the Company is not dealing in or trading in
 shares, securities, debentures and other investments. Accord- ingly,
 the provisions of clause 4(xiv) of the Companies (Auditor''s Report)
 Order, 2003 (as amended), are not applicable to the company.
 
 ( xv) As informed to us, the Company has not given any guarantee for
 loans taken by others from bank or financial institutions.
 
 (xvi) In our opinion and according to the information and explanations
 given to us, the Company has not availed any fresh term loan from banks
 or financial institutions during the financial year covered by our
 audit so this clause is not applicable on the company.
 
 (xvii) According to the information and explanations given to us and on
 an overall examination of the balance sheet of the company, we report
 that no funds raised on short-term basis have been used for long-term
 investments. No long-term funds have been used to finance short-term
 assets.
 
 (xviii) 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 during the financial year
 covered by our audit.
 
 (xix) The Company has not issued any debentures.
 
 (xx) The Company has not raised any money by public issue during the
 financial year covered by our audit.
 
 (xxi) According to the information and explanations given to us, no
 fraud on or by the company has been noticed or reported during the
 course of our audit.
 
 
 
 
                                        For SHANTI PRASHAD & COMPANY 
                                               CHARTERED ACCOUNTANTS
 
 
 
 PLACE: DELHI                                        (SATISH AGRAWAL)
 DATED: 30-05-2012                                           PARTNER
                                Membership No. 505969/FRN No.019923N