We have audited the accompanying financial statements of Dujodwala
 Products Limited (the company), which comprise the balance sheet as at
 31 March 2012, and the statement of profit and loss and 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
 
 Management is responsible for the preparation of these financial
 statements that give a true and fair view of the financial position,
 financial performance and cash flows of the company in accordance with
 the accounting principles generally accepted in India, including
 accounting standards referred to in sub-section (3C) of section 211 of
 the Companies Act, 1956 (the Act). 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
 
 Our responsibility is to express an opinion on these financial
 statements based on our audit. We conducted our audit in accordance
 with the Standards on Auditing 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 
 from material misstatement.
 
 An audit involves performing procedures to obtain audit evidence about
 the amounts and disclosures in the financial statements. The procedures
 selected depend on the auditor''s judgment, 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 company''s preparation and
 fair presentation of the financial statements in order to design audit
 procedures that are appropriate in the circumstances, but not for the
 purpose of expressing an opinion on the effectiveness of the company''s
 internal control. An audit also includes evaluating the appropriateness
 of accounting policies used and the reasonableness of the accounting
 estimates made by management, as well as evaluating the overall
 presentation of the financial statements. We believe that the audit
 evidence we have obtained is sufficient and appropriate to provide a
 basis for our audit opinion.
 
 Opinion
 
 In our opinion and to the best of our information and according to the
 explanations given to us, the financial statements give the information
 required by the Act subject to note no. 35 of notes on financial
 statements in respect of sales tax deferment liability, 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 31 March 2012.
 
 b.  In the case of the statement of profit and loss, of the profit for
 the year ended on that date, and
 
 c.  In the case of the cash flow statement, of the cash flows for the
 year ended on that date.
 
 Report on other legal and regulatory requirements
 
 1.  As required by the Companies (Auditor''s Report) Order, 2003 (the
 Order) issued by the Central Government of India in terms of
 sub-section (4A) of section 227 of the Act, we give in the Annexure a
 statement on the matters specified in paragraphs 4 and 5 of the Order.
 
 2.  As required by section 227(3) of the Act, 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 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 comply with the accounting standards referred
 to in sub-section (3C) of section 211 of the Companies Act, 1956 except
 as referred in note no. 35 of notes on financial statements in respect
 of sales tax deferment liability.
 
 On the basis of written representations received from the directors as
 on 31 March 2012, and taken on record by the Board of Directors, none
 of the directors is disqualified as on 31 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
 
 ANNEXURE TO THE AUDITORS1 REPORT
 
 (REFERREDTO IN OUR REPORTOF EVEN DATETOTHE MEMBERSOF DUJODWALA PRODUCTS
 LIMITED AS AT31st MARCH 2011)
 
 [I] [a] The Company has not maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets. However, the Company has informed us that it is in the process
 of maintaining register showing proper records.
 
 [b] According to the information and explanations given to us, all the
 assets have not been physically verified by the management during the
 year but there is a regular programme of verification which, in our
 opinion, is reasonable having regard to the size of the company and the
 nature of its assets.  No material discrepancies were noticed on such
 verification.
 
 [II] [a] The inventory has been physically verified during the year by
 the management and we have relied on the same. In our opinion, the
 frequency of verification is reasonable.
 
 [b] In our opinion and according to the information and explanation
 given to us, the procedures of physical verification of inventory
 followed by the management are reasonable and adequate in relation to
 the size of the company and the nature of its business.
 
 [ c] In our opinion and according to the information and explanation
 given to us, the company is maintaining proper records of inventory. As
 explained to us, there is no material discrepancy noticed on physical
 verification of inventory as compared to book records and have been
 properly dealt with in the books of accounts.
 
 [III] [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.
 
 [IV] 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 the nature of its business, for the
 purchase of inventory and fixed assets and for the sale of goods and
 services. During the course of our audit, we have not observed any
 major weakness or continuing failure to correct any major weakness in
 the internal control system of the company in respect of these areas.
 
 [V] [a] To the best of our knowledge and belief and according to
 information and explanations given to us, we are of the opinion that the
 particulars of contracts or arrangements referred to in section 301 of
 the Companies Act, 1956 that need to be entered into the register
 maintained under section 301 have not been entered so far.
 
 Nature of Transaction for the whole year Amount (Rs)
 
 Sales of Goods                              38,17,617
 
 [b] In our opinion and according to the information and explanations
 given to us, the transactions made in pursuance of such contracts or
 arrangements 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 the prevailing market prices at the relevant time.
 
 [VI] In our opinion and according to the information and explanations
 given to us, the Company has not accepted any deposit from the public
 and hence the directive issued by the Reserve Bank of India and
 provisions of section 58A and 58AA of the Companies Act, 1956 and the
 Companies (Acceptance of Deposit) Rule, 1975arenotapplicable.
 
 [VII] In our opinion, the company has an internal audit system
 commensurate with the size and nature of its business.
 
 [VIII] We have broadly reviewed the books of account maintained by the
 Company pursuant to the rules made by the Central Government for the
 maintenance of cost records under section 209(l)(d) of the Companies
 Act, 1956, 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 same.
 
 [IX] [a] According to the records of the company, undisputed statutory
 dues including provident fund, investor education and protection fund,
 employees state insurance, income tax, sales tax, wealth tax, custom
 duty, Excise duty, service tax, cess and other material statutory dues
 applicable to it have generally been regularly deposited with the
 appropriate authorities.
 
 [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 explanation given to us, there are
 no dues outstanding of income-tax, sales-tax, wealth-tax, service tax,
 customs duty, excise duty and cess on account of any dispute except as
 stated below:
 
 Name of the  Nature of  Amount of  Payment Period to which Forum where
                                                                dispute 
 statute        dues     demand of  demand  the amount       is pending
                                            relate
 
 The Central  Excise 
              duty     11,58,94,818   NIL   April 1999 to    High Court
 Excise Act, 
 1944                                       March 2004
 
 The Central  Custom    1,01,92,867  NIL    April 2004 to    CESTAT by the
 Excise Act, 
 1944         Duty                          November 2004    Company
 
 The Income 
 Tax          Income 
              Tax         6,97,536 6,97,536 AY 2009-10       Comm. Of 
                                                             Income Tax
 Act, 1961                                                   (Appeals)
 
 x.  The company has no accumulated losses and the Company has not
 incurred any cash losses during the financial year covered under audit
 or in the immediately preceding financial year
 
 xi.  Based on our audit procedures and as per the information and
 explanations given by the management, we are of the opinion that the
 company has not defaulted in repayment of dues to a financial
 institution, bank or debenture holders.
 
 xii. 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.
 
 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 (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. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
 2003 (as amended) are not applicable to the company.
 
 xv.  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.
 
 xvi. In our opinion and according to the information and explanations
 given to us and on an overall examination of the records and relying on
 the information compiled by the company for co-relating the funds
 raised to the end use of term loans, we have to state that, the company
 has, prima facie, applied the term loans for the purpose for which the
 loans were obtained.
 
 xvii.  According to the information and explanations given to us and on
 an overall examination of the balance sheet of the company and after
 placing reliance on the reasonable assumptions made by the Company for
 classification of long-term and short-term usage of the funds, we report
 that no funds raised on short- term basis have been used for long-term
 investment.
 
 xviii.  According to the information and explanations given to us, the
 company 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. According to the information and explanations given to us, during
 the year covered by our audit report, the company has not issued any
 secured debentures.
 
 xx.  According to the information and explanations given to us the
 company has not raised any money by public issue during the period
 covered by our audit report.
 
 xxi. 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 explanations given by the management, we report
 that no fraud on or by the company has been noticed or reported during
 the year.
 
                                         For: Sundarlal, Desai & Kanodia 
                                                   Chartered Accountants 
                                                  Registration No.H0560W
 
                                                             Sd/-
 
                                                            H.P. Kanodia
                                                                 Partner
                                                          Mem. No. 40617
 
 Place : Mumbai
 
 Dated: 11th August 2012.