1.  We have audited the attached Balance Sheet of DECOLIGHT CERAMICS
 LIMITED, as at March 31, 2011, and also the Profit and Loss Account 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.
 
 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 and the
 Companies (Auditor''s Report) (Amendment) Order, 2004 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 and
 according to the information and explanations given to us, we enclose
 in the Annexure, a statement on the matters specified in paragraph 4
 and 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 purposes of our
 audit;
 
 ii. In our opinion, proper books of account as required by law have
 been kept by the Company, so far as it appears from our examination of
 those books;
 
 iii. The Balance Sheet, Profit and Loss Account and Cash Flow Statement
 dealt with by this report are in agreement with the books of account;
 
 iv. 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, to the extent applicable;
 
 v. On the basis of written representations received from the directors,
 as on March 31, 2011, and taken on record by the Board of Directors, we
 report that none of the directors is disqualified as on 31st March,
 2011 from being appointed as a director in terms of clause (g) of
 sub-section (1) of Section 274 of the Companies Act, 1956;
 
 vi. In our opinion and to the best of our information and according to
 the explanations given to us, the said accounts read together with and
 subject to the 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;
 
 a) In the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2011;
 
 b) In the case of the Profit and 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 To The Auditor''s Report
 
 (Referred to in paragraph 3 of our Report of even date on the Statement
 of Accounts of DECOLIGHT CERAMICS LIMITED, for the year ended on 31st
 March, 2011)
 
 i.  FIXED ASSETS:
 
 a.  In our opinion, the company has maintained proper records showing
 full particulars including quantitative details and situation of fixed
 assets on the basis of available information.
 
 b.  As explained to us, the fixed assets have been physically verified
 by the management during the year in a phased periodical manner, which
 in our opinion is reasonable, having regard to size of the company and
 nature of its assets. No material discrepancies with respect to book
 records were noticed on such verification.
 
 c.  In our opinion, the company has not disposed of substantial part of
 fixed assets during the year and the going concern status of the
 company is not affected.
 
 ii. INVENTORIES:
 
 a.  As explained to us, physical verification of inventory has been
 conducted by the management at reasonable intervals. In our opinion,
 the frequency of verification is reasonable in relation to its size and
 nature of business.
 
 b.  In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed by the management are reasonable and ad- equate in relation
 its size and nature of business.
 
 c.  On the basis of our examination of the records of inventory, we are
 of the opinion that the company is maintaining proper records of
 inventory in relation to its size and nature of busi- ness. As
 explained to us, there were no material discrepancies noticed on
 physical verification of inventory as compared to the book records.
 
 iii. LOANS:
 
 a.  As explained to us, the company has not granted any loans, secured
 or unsecured to compa- nies, firms or other parties covered in the
 register maintained under Section 301 of the Com- panies Act, 1956,
 during the year under review. Accordingly clauses 4(iii) (a), (b), (c)
 and (d) are not applicable.
 
 b.  As explained to us, the company has taken unsecured from three
 parties being directors of the company covered in the register
 maintained under section 301 of the Companies Act, 1956.  The maximum
 amount involved during the year from all such parties was Rs. 377.16
 lacs, and the year end balance of loans taken from such parties is Rs.
 80.67 lacs.
 
 c.  According to information and explanation given to us and in our
 opinion the rate of interest and other terms and conditions, wherever
 stipulated were not prima facie prejudicial to the interest of the
 company.
 
 d.  According to the information and explanations given to us said
 loans were repayable on de- mand and the repayment was within dates
 demanded.
 
 iv. INTERNAL CONTROL
 
 In our opinion and according to the information and explanations given
 to us, there is an adequate internal control system commensurate with
 the size of the company and nature of its business for the purchase of
 inventory, fixed assets and for the sale of goods and services. During
 the course of our audit, no major weakness has been noticed in the
 internal control system in these areas.
 
 v.  TRANSACTIONS IN PURSUANCE OF SECTION 301:
 
 a.  According to information and explanations given to us, we are of
 the opinion that the particu- lars of contracts or arrangements
 referred to in section 301 of the Act that need to be entered into the
 register maintained under Section 301 have been so entered.
 
 b.  In our opinion and according to the information and explanations
 given to us, transactions made in pursuance of such contracts or
 arrangements have been made at prices which are reasonable having
 regard to the prevailing market prices available at the relevant time.
 
 vi. DEPOSITS:
 
 As explained to us, the company has not accepted any deposits from the
 public within meaning of Section 58A and 58AA of the Companies Act,
 1956, during the year under review.
 
 vii. INTERNAL AUDIT:
 
 In our opinion and according to information and explanations given to
 us, the internal audit system of the company is commensurate with size
 and nature of its business.
 
 viii. COST RECORDS:
 
 To the best of our knowledge and as explained to us, the central
 government has not prescribed the maintenance of cost records for the
 business of the company under section 209(1)(d) of the Compa- nies Act,
 1956, except for wind power generation business of the company. We have
 broadly reviewed the accounts and records of the company in this
 connection and are of the opinion, that prima facie, the prescribed
 accounts and records have been made and maintained. We have not,
 however, made a detailed examination of the records with a view to
 determining whether they are accurate or complete.
 
 ix. STATUTORY DUES:
 
 a.  As per information and explanation available to us, undisputed
 statutory dues including provi- dent fund, investor education and
 protection fund, employee''s state insurance, income-tax, sales-tax,
 wealth tax, service tax, custom duty, excise duty, cess and other
 statutory dues applicable to it, have been generally regularly
 deposited with the appropriate authorities, though there had been
 certain delays during the year under review. Further according to
 information and explanation given to us, no such undisputed statutory
 dues applicable to the company were outstanding as at 31st March, 2011
 for a period of more than 6 months from the date they become payable,
 except value added tax of Rs. 12.58 lacs & professional tax Rs.  0.19
 lacs.
 
 b.  According to the information and explanation available to us,
 details of dues of Excise Duty, Service Tax, Cess which have not been
 deposited on account of any dispute with appellate authority, are given
 below:
 
 Name of         Nature of dues       Amount    Period    Forum where
 the statue                            under    to which  dispute is
                                     dispute    amount    pending
                                      Rs. In    relates 
                                        lacs
 
 The Central     Excise duty            4.65    2004-05   Tribunal 
 Excise Act      including interest
 1944*           and penalty as 
                 applicable
 
 The Finance     Service Tax            1.49    2007-09   Commission
 Act, 1994**     Penalty                                  er(Appeals)
  
 The excise / service tax department has issued certain show cause
 notices amounting to tax liability of Rs. 511.87 lacs, which are
 pending at adjudication level and amount paid under protest for the
 same amounting to Rs. 408.79 lacs.
 
 * However the company has paid under protest Rs. 2.60 lacs for the
 above.
 
 ** However the company has received stay order for the above.
 
 x.  CASH LOSSES AND ACCUMULATED LOSSES:
 
 The company has no accumulated losses at the end of the year under
 review and it has not incurred any cash losses in the year under review
 and the immediately preceding financial year.
 
 xi. DUES TO FINANCIAL INSTITUTION, BANKS OR DEBENTURE HOLDER:
 
 Based on our audit procedures and as per information and explanation
 given to us by the management of the company, we are of the opinion
 that company has defaulted in repayment of dues to banks and financial
 institution during the year under review. The details default at year
 end after taking into the consideration restructuring / rescheduling of
 the loans granted by the bank are as follows:
 
 Period of Default           Amount 
                       (Rs. In lacs)
 
 Less than 30 days           135.74
 
 30 to 90 days                23.74
 
 However as per further information and explanations received, most
 overdue as of balance sheet date has been paid after balance sheet
 date.
 
 xii. LOANS & ADVANCES ON PLEDGE OF SHARES DEBENTURES & OTHER
 SECURITIES:
 
 In our opinion and according to information and explanation given to
 us, 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. CHIT FUND/ NIDHI / MUTUAL BENEFIT FUND / SOCIETY:
 
 In our opinion, the company is not a chit fund or a nidhi / mutual
 benefit fund / society. Therefore, clauses 4(xiii) of the Companies
 (Auditor''s Report) Order, 2003 (as amended) is not applicable to the
 company.
 
 xiv. TRADING IN SHARES, SECURITIES, DEBENTURES & OTHER INVESTMENTS:
 
 The company is not dealing or trading in shares, securities, debentures
 and other investments.
 
 xv. GUARANTEE FOR LOANS TAKEN BY OTHERS:
 
 According to the information and explanations given to us, the company
 has not given any guaran- tee for loans taken by others from any bank
 or financial institutions. Accordingly clauses 4(xv) is not applicable.
 
 xvi. TERM LOANS:
 
 In our opinion and according to the information and explanations given
 to us, on an overall basis, the term loans have been applied for the
 purpose for which they were obtained.
 
 xvii. SHORT TERM FUNDS USED FOR LONG TERM INVESTMENTS:
 
 According to the information and explanations given to us, and on
 overall examination of the year end balance sheet of the company, we
 are of the opinion that prima facie, no funds raised on short- term
 basis have been used for long-term investments.
 
 xviii.PREFERENTIAL ALLOTMENT OF SHARES:
 
 According to the information and explanations given to us, during the
 year under review, the com- pany has not made any preferential
 allotment of shares to parties or companies covered in the register
 maintained under Section 301 of the Companies Act, 1956.
 
 xix. DEBENTURES:
 
 The company has not issued any debentures during the year under review.
 
 xx. PUBLIC ISSUE:
 
 We have verified the end use of money raised during the year under
 review by preferential issue of equity shares as disclosed in the notes
 to the financial statements.
 
 xxi. FRAUD:
 
 Based upon the audit procedures performed for the purpose of reporting
 the true and fair view of the financial statements and as per the
 information and explanation given by the management, we report that no
 significant fraud on or by the company has been noticed or reported
 during the course of our audit.
 
 
 
 For SVK & ASSOCIATES
 Chartered Accountants
 Shilpang V. Karia
 Partner
 M. No. – 102114
 Firm No. - 118564W
 
                                                        Place : Morbi
                                                 Date :28th May, 2011