1.  We have audited the accompanying financial statements of
 Development Credit Bank Limited (''the Bank''), which comprise the
 Balance Sheet as at 31 March 2013 and the Profit and Loss Account and
 the Cash Flow Statement for the year then ended and a summary of
 significant accounting policies and other explanatory information.
 
 Management''s Responsibility for the Financial Statements
 
 2.  Management is responsible for preparation of these financial
 statements that give a true and fair view of the financial position,
 financial performance and cash flows of the Bank in accordance with
 provisions of Section 29 of the Banking Regulation Act, 1949 read with
 Section 211 of the Companies Act, 1956 and circulars and guidelines
 issued by the Reserve Bank of India from time to time. This
 responsibility includes the design, implementation and maintenance of
 internal control relevant to the preparation and presentation of the
 financial statements that give a true and fair view and are free from
 material misstatement, whether due to fraud or error.
 
 Auditor''s Responsibility
 
 3.  Our responsibility is to express an opinion on these financial
 statements based on our audit. We conducted our audit of the Bank
 including its branches in accordance with Standards on Auditing (''the
 Standards'') issued by the Institute of Chartered Accountants of
 India. Those Standards require that we comply with ethical requirements
 and plan and perform the audit to obtain reasonable assurance about
 whether the financial statements are free of material misstatements.
 
 4.  An audit involves performing procedures to obtain evidence about
 the amounts and disclosures in the financial statements. The procedures
 selected depend on the auditor''s judgement, including the assessment
 of the risks of material misstatement of the financial statements,
 whether due to fraud or error. In making those risk assessments, the
 auditor considers internal control relevant to the Bank''s preparation
 and fair presentation of the financial statements in order to design
 audit procedures that are appropriate in the circumstances. An audit
 also includes evaluating the appropriateness of accounting policies
 used and the reasonableness of accounting estimates made by the
 management, as well as evaluating the overall presentation of the
 financial statements.
 
 5.  We believe that the audit evidence we have obtained is sufficient
 and appropriate to provide a basis for our audit opinion.
 
 Opinion
 
 6.  In our opinion and to the best of our information and according to
 the explanations given to us, the said financial statements together
 with the notes thereon give the information required by the Banking
 Regulation Act, 1949 as well as the Companies Act, 1956, in the manner
 so required for banking companies and give a true and fair view in
 conformity with accounting principles generally accepted in India:
 
 (a) in the case of the Balance Sheet, of the state of affairs of the
 Bank as at 31 March 2013;
 
 (b) in the case of the Profit and Loss Account, of the profit of the
 Bank for the year ended on that date; and
 
 (c) in the case of the Cash Flow Statement, of the cash flows of the
 Bank for the year ended on that date.
 
 7.  The Balance Sheet, the Profit and Loss Account and the Cash Flow
 Statement 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.
 
 8.  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 and have found them to be satisfactory;
 
 (b) the transactions of the Bank, which have come to our notice, have
 been within the powers of the Bank;
 
 (c) during the course of our audit we have visited 8 branches. Since
 the key operations of the Bank are completely automated with the key
 applications integrated to the core banking systems, the audit is
 carried out centrally at the Head Office as all the necessary records
 and data required for the purposes of our audit are available therein.
 
 9.  In our opinion, the Balance Sheet, the Profit and Loss Account and
 the Cash Flow Statement dealt with by this report comply with the
 Accounting Standards referred to in subsection (3C) of section 211 of
 the Companies Act, 1956, to the extent they are not inconsistent with
 the accounting policies prescribed by the Reserve Bank of India.
 
 10.  We further report that:
 
 (i) the Balance Sheet and the Profit and Loss Account dealt with by
 this report are in agreement with the books of account;
 
 (ii) the financial accounting systems of the Bank are centralised and,
 therefore, accounting returns are not submitted by the branches;
 
 (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;
 
 (iv) on the basis of written representations received from the
 Directors and taken on record by the Board of Directors, none of the
 Director is disqualified as on 31 March 2013 from being appointed as a
 Director in terms of clause (g) of sub-section (1) of Section 274 of
 the Companies Act, 1956.
 
                                                       For B S R & Co.
 
                                                Chartered Accountants
 
                                    Firm''s Registration No: 101248W
 
                                                     N Sampath Ganesh
 
 Mumbai                                                       Partner
 
 12 April 2013                                  Membership No: 042554