1) We have audited the attached Balance Sheet of CHANDRA PRABHU
 INTERNATIONAL LIMITED as at March 31, 2012 and the Statement of Profit
 and Loss and Cash Flow Statement of the Company 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 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 disclosure 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, as
 amended by the Companies (Auditor''s Report) Order 2004 (together the
 Order) issued by the Central Government of India in terms of Section
 227(4A) of the Companies Act, 1956, and on the basis of such checks of
 the books and records of the Company as we considered appropriate and
 according to the information and explanations given to us during the
 course of the audit, we enclose in the Annexure hereto a statement on
 the matters specified in paragraphs 4 and 5 of the said Order:
 
 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 purpose 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 such
 books.
 
 c) The Balance Sheet, Statement of Profit and Loss and the Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account.
 
 d) In our opinion, the Balance Sheet, the Statement of Profit and Loss
 Account and the Cash Flow Statement dealt with by this report are in
 compliance with the Accounting Standards referred to in Sub-section
 (3C) of Section 211 of the Companies Act, 1956 to the extent
 applicable.
 
 e) On the basis of the written representations received from the
 directors and taken on records by the Board of Directors, we report
 that none of the directors is disqualified as on 31st March 2012 from
 being appointed as directors in terms of clause (g) of Sub-section (1)
 274 of the Companies Act, 1956.
 
 f) In our opinion and to the best of our information and according to
 explanations given to us, the said Balance Sheet, Statement of Profit &
 Loss and Cash Flow Statement read together with the notes thereon give
 the information required by the Companies Act, 1956, in the manner so
 required and also give a true and fair view in conformity with the
 accounting principles generally accepted in India
 
 1.  In the case of Balance Sheet, of the State of Affairs of Company as
 at March 31, 2012, and
 
 2.  In the case of Statement of Profit & Loss of the Profit of the
 Company for the year ended on that date
 
 3.  In the case of Cash Flow Statement of the cash flows of the company
 for the year ended on that date.
 
                                            
 ix. On the basis of information and records produced before us,
 undisputed statutory dues which are outstanding as on 31.03.2012 for a
 period of more than six months from the date they became payable are,
 Income Tax Dues for the financial year 1995-96 Rs. 7,34,312 and
 1999-2000 Rs.6,38,634.  
 
 x.  The Company has no accumulated losses at the end of the financial 
 year March 31, 2012. Further, the company has not incurred any cash 
 losses during the financial year covered by our audit or in the 
 immediately preceding financial year. 
 
 xi.  Bases on our audit procedures and according to the information 
 and explanation given to us, we are of the opinion that the Company 
 has not defaulted in repayment of dues to financial institutions, 
 banks or debenture holders. 
 
 xii.  In our opinion and according to the explanations given to us 
 and based on the information available, no loans and advances have 
 been granted by the Company on the basis of security by way of 
 pledge of shares, debentures and other securities.  
 
 xiii.  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, are not applicable to the
Company.  
 
 xiv.  Based on our examination of records and evaluation of the related internal controls, we are of the
opinion that proper records have been maintained of the transactions and contracts and timely entries have
 been made in those records. We also report that the Company has held the investments in its own name.  
 
 xv.  In our opinion and according to the information and explanations 
 given to us, where the Company has not given guarantee for loans 
 taken by its subsidiaries from banks or financial institutions during 
 the year.  
 
 xvi.  In our opinion and according to the information and explanations 
 given to us no term loans were given during the year.  
 
 xvii.  According to the information and explanation given to us and on 
 the overall examination of the Balance Sheet of  the Company, we are 
 of the opinion that there are no funds raised on short-term basis 
 which have been used for  long-term investment and vice versa.  
 
 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.  
 
 xix. During the year, the Company has not issued any debentures.  
 
 xx.  The Company has not raised any monies by way of public issue 
 during the year, 
 
 xxi.  In our opinion and explanation given to use, no fraud on or by 
 the company has been noticed or reported during the year that causes 
 the financial statements to be materially misstated.
 
 ForJPS& COMPANY
 
 Chartered Accountant 
 
 FRN:004086N
 
 J C Verma
 
 Partner
 
 M.No.83210
 
 Place: New Delhi, 
 
 Dated: 27/08/2012