1.  We have audited the attached Balance Sheet of FINEOTEX CHEMICAL
 LIMITED, as at 31st March, 2012, the Statement of Profit and Loss 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 have 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 Management, as well as evaluating the overall presentation of the
 financial statements. We believe that our audit provides a reasonable
 basis for our opinion.
 
 3.  As required by the Companies (Auditor''s Report) Order, 2003, issued
 by the Central Government of India in terms of Section 227(4A) of the
 Companies Act, 1956, based upon such checks of the books and records as
 we considered appropriate and according to the information and
 explanations given to us, we annex hereto a statement on the matters
 specified in paragraphs 4 and 5 of the said Order to the extent
 applicable to the Company.
 
 4.  Further to our comments in the Annexure referred to above, we state
 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 the 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
 Account and Cash Flow Statement dealt with by this report comply with
 the Accounting Standards referred to sub-section 3(C) of Section 211 of
 the Companies Act, 1956; to the extent they are applicable;
 
 (e) Based on the written representations made by the Directors of the
 Company we report that none of the Directors are disqualified as on
 31st March,2012 from being appointed as Directors in terms of clause
 (g) of sub-section(l) of Section 274 of the Companies Act, 1956;
 
 (f) In our opinion and to the best of our information and according to
 the explanation given to us, the said Balance Sheet, Statement of
 Profit and 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 give 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; and
 
 ii) In the case of Statement of Profit and Loss, of the profit for the
 year ended on that date;
 
 iii) In the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 ANNEXURETO THE AUDITOR''S REPORT
 
 (Referred to in Paragraph 3 of our report of even date of FINEOTEX
 
 CHEMICAL LIMITED on the financial statements for the year
 
 ended 31st March, 2012)
 
 1.  Fixed Assets:
 
 a.  The Company has maintained proper records showing full particulars,
 including quantitative details and situation of fixed assets.
 
 b.  The Company has a regular programme of physical verification of its
 fixed assets by which all fixed assets are verified in a phased manner
 over a period of three years. In our opinion, this periodicity of
 physical verification is reasonable having regard to the size of the
 Company and the nature of its assets.  No material discrepancies were
 noticed on such verification.
 
 c.  No Fixed assets have been disposed off during the year and
 therefore do not affect the going concern status of the Company.
 
 2.  Inventories:
 
 a.  The inventory has been physically verified by the management during
 the year. In our opinion, the frequency of such verification is
 reasonable.
 
 b.  In our opinion, the procedures for the 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.  On the basis of our examination of records of inventory, in our
 opinion, the Company is maintaining proper records of inventory. The
 discrepancies noted on physical verification between the physical
 stocks and the book records were not material.
 
 3.  Related party transactions:
 
 a.  Loans taken:
 
 According to information and explanations given to us, no loans have
 been taken from companies, firms or other parties listed in the
 register maintained under section 301 of the Companies Act, 1956 and
 hence the requirement of clauses (iii) (e) to (iii)(g) of paragraph 4
 of the order are not applicable.
 
 b.  Loans granted:
 
 According to information and explanations given to us, no loans have
 been granted to companies, firms or other parties listed in the
 register maintained under section 301 of the Companies Act, 1956 and
 hence the requirement of clauses
 
 (iii) (a) to (iii)(d) of paragraph 4 of the order are not applicable.
 
 c.  In our opinion, and according to the information and explanations
 given to us, the particulars of contracts or arrangements referred to
 section 301 of the Companies Act, 1956 have been so entered in the
 register required to be maintained under that section.
 
 d.  In our opinion, and according to the 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 Rs.  5,00,000/- in
 respect of any party during the year have been made at prices which are
 reasonable having regard to the prevailing market prices.
 
 4.  Internal Controls:
 
 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 nature of its business, for the purchase of
 inventory and fixed assets and for the sale of goods and services.
 During the course of audit we have not observed any continuing failure
 to correct major weakness in the internal control.
 
 5.  The Company has an internal audit system, which in our opinion is
 commensurate with the size of the Company and nature of its business.
 
 6.  Taxation:
 
 a.  According to the books and records as produced and examined by us
 and in accordance with generally accepted auditing practices in India,
 the Company has been generally regular in depositing undisputed
 statutory dues including Provident Fund, ESIC dues, Sales Tax, Wealth
 Tax, Excise Duty, Service Tax, Education Cess and other material
 statutory dues applicable to it. There are no arrears of outstanding
 statutory dues as at the last day of the financial year for a period of
 more than six months from the date they become payable.
 
 b.  According to the information and explanation given to us, and also
 based on management''s representation, there were no dues of Income
 Tax, Customs Duty, Wealth Tax, Excise Duty, Service tax, Education Cess
 and Sales Tax that have not been deposited except for the following
 dues of Cess Tax which have not been deposited by the Company on
 account of disputes:
 
 Statute  Nature of 
          dues           Amount     Period           Remarks
 
 Cess 
 Tax      Excess Tax 
          Levied by 
          NMMC          38,98,285   Various Years    Navi Mumbai
                                                     Municipal
                                                     Corporation
 
 Miscellaneous:
 
 7.  We have broadly reviewed the books of account maintained by the
 Company pursuant to the rules prescribed by the Central Government for
 the maintenance of cost records under Section 209( 11(d) of the Act and
 are of the opinion that prima facie, the prescribed accounts and
 records have been made and maintained. However, we have not made a
 detailed examination of the records.
 
 8.  The Company does not have any accumulated losses at the end of the
 financial year. The Company has not incurred any cash losses in the
 current financial year covered by our audit or in the immediately
 preceding financial year.
 
 9.  According to the information and explanations given to us on the
 basis of our examination of the books of accounts, there are no
 defaults in repayment of dues to financial institutions and banks
 during the year.
 
 10.  The Company has not accepted any deposits from the public within
 the meaning of the provisions of section 58A or section 58AA or any
 other relevant provisions of the Act & the rules framed there under.
 
 11.  According to the information and explanations given to us, the
 Company has not granted loans and advances on the basis of security by
 way of pledge of shares, debenture and other securities.
 
 12.  The Company is not a chit fund or a nidhi / mutual benefit fund /
 society. Hence the provisions of clause 4(xiii) of the Companies
 (Auditor''s Report) Order, 2003 are not applicable to the Company.
 
 13.  According to the information and explanations given to us, the
 Company is not dealing or trading in shares, securities, debenture and
 other investment. Accordingly, the provisions of clause 4 (xiv) of the
 Companies (Auditor''s Report) Order, 2003 are not applicable to the
 Company.
 
 14.  According to the information and explanations given to us, the
 Company has not given any guarantees for loans taken by others from
 banks and financial institutions.
 
 15.  In our opinion and on the basis of information and explanations
 provided to us, term loans have been applied for the purposes for which
 they have been raised.
 
 16.  According to the information and explanation given to us and on
 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
 investment.
 
 17.  According to the information and explanation given to us, the
 Company has not made any preferential allotment of shares to parties or
 Companies covered by the register maintained under section 301of the
 Companies Act, 1956.
 
 18.  According to the information and explanation given to us, the
 Company has not issued any debentures during the year. Accordingly, the
 provisions of clause 4(xix) of the Companies (Auditor''s Report)
 Order, 2003 are not applicable to the Company.
 
 19.  We have verified the end use of money raised by public issues from
 the prospectus filed with SEBI, the offer document and as disclosed in
 Note 33 forming part of the financial statements.
 
 20.  According to the information and explanations given to us, no
 fraud on or by Company have been noticed or reported during the year.
 
                                           For UKG & Associates
                                          Chartered Accountants 
 
                                         (Firm Regn no. 123393W)
 
                                             (Champak K. Dedhla
 
                                                        Partner
 
                                     Membership Number : 101769
 
 Date : 24th November, 2012
 
 Place : Mumbai