We have audited the attached Balance Sheet of GANON TRADING & FINANCE
 COMPANY LIMITED as at 31st March, 2012 and also the Statement of Profit
 and Loss and Cash Flow Statement for the year ended on that date
 annexed thereto, which we have signed under reference to this report.
 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.
 
 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
 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 financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 1.  As required by the Companies (Auditor''s Report) Order, 2003 as
 amended by Companies (Auditor''s Report) (Amendment) Order, 2004 issued
 by the Department of Company Affairs, in terms of Section 227(4A) of
 the Companies Act, 1956, we enclose in the Annexure a statement on the
 matters specified in the paragraphs 4 & 5 of the said Order.
 
 2.  Further to our comments on the Annexure referred to in paragraph 1
 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 purposes 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 & Loss and
 Cash Flow statement dealt with by this report comply with the
 Accounting Standards referred in subsection (3C) of Section 211 of the
 Companies Act, 1956;
 
 e) On the basis of the written representations received from the
 directors as on 31 st March, 2012 and taken on record by the Board of
 Directors, we report that none of the directors is disqualified as on
 31st 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.
 
 f) In our opinion and to the best of our information and according to
 explanations given to us, the said financial statements 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 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;
 
 ii) in the case of Statement of Profit and Loss, of the profit for the
 year ended on that date; and
 
 iii) in the case of the Cash Flow Statement, of the cash flows of the
 Company for the year ended on that date.
 
 ANNEXURE referred to in paragraph (1) of our Report of even date on the
 Accounts for the year ended 31st March, 2012 of GANON TRADING & FINANCE
 COMPANY LIMITED.
 
 1.  The Company does not have any fixed assets and hence the question
 of maintaining records, physical verification & disposal of the same
 does not arise.
 
 2.  a.  Shares in custody of the Company have been physically verified
 by the management at reasonable intervals. For shares held with the
 custodian and depository participant, statements from them have been
 obtained on a regular basis.
 
 b.  In our opinion, the procedures of 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.  The Company is maintaining proper records of inventory. The
 discrepancies noticed on reconciliation of physical inventories as
 compared to book records have been properly dealt with in the books of
 accounts.
 
 3.  (a) The Company has, during the year, not granted any loans,
 secured or unsecured,
 
 to companies, firms or other parties covered in the register maintained
 u/s.301 of the Companies Act, 1956. Accordingly, the clause 4(iii)(b)
 to (d) of the Order are not applicable.
 
 (b) The Company has taken interest free unsecured loan from a party
 covered in the register maintained u/s.301 of the Companies Act, 1956.
 The maximum amount involved during the year was Rs.2.00 Crores & the
 year-end balance of loan taken from such party was Rs. NIL/-.
 
 (c) In our opinion, the other terms and conditions on which the loan
 was taken is not prima facie prejudicial to the interest of the
 Company.
 
 (d) As per the information made available to us, the aforesaid loan
 taken by the Company was repayable on demand.
 
 4.  In our opinion and according to the information and explanations
 given to us, there are adequate internal control systems commensurate
 with the size of the Company and the nature of its business with regard
 to sale of shares (inventory). There is no purchase of inventory and
 fixed assets. The Company does not provide any services. During the
 course of our audit, no major weaknesses have been observed in the
 internal control system.
 
 5.  a) In our opinion and according to the information and explanations
 given to us, the particulars of contracts or arrangement that needed to
 be entered into the register maintained under Section 301 of the
 Companies Act, 1956 have been so entered.
 
 b) In our opinion and according to the information and explanation
 given to us, there are no transactions in pursuance of contacts or
 arrangements entered in the register maintained under Section 301 of
 the Companies Act, 1956 aggregating during the year to Rs.500000/-
 (Rupees Five Lacs only) or more in respect of any party.
 
 6.  In our opinion and according to the information and explanations
 given to us, the Company has not accepted any deposits to which the
 provisions of section 58A, 58AA or any other relevant provisions of the
 Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules,
 1975 apply.
 
 7.  The Company does not have formal system of internal audit, but
 there are adequate checks & controls at all levels.
 
 8.  The provisions of Section 209 (1 )(d) of the Companies Act, 1956
 regarding maintenance of Cost records is not applicable to the Company.
 
 9.  (a) In our opinion and according to the information and
 explanations given to us, the
 
 Company has been regular in depositing undisputed statutory dues with
 the appropriate authorities.
 
 (b) In our opinion and according to the information & explanations
 given to us, there are no statutory dues which have not been deposited
 on account of any dispute.
 
 10.  The Company does not have accumulated losses at the end of the
 year and the Company has not incurred cash losses during the current
 and in the immediately preceding financial year.
 
 11.  In our opinion & according to the information & explanation given
 to us, the Company has not taken any loans from financial institution
 or bank or through issue of debentures.  Therefore, the question of
 repayment or default does not arise.
 
 12.  The Company has not granted any loans and advances on the basis of
 security by way of pledge of shares, debentures and other securities.
 
 13.  In our opinion, the Company is not a chit fund or a nidhi / mutual
 benefit fund/society.
 
 14.  In respect of Company''s activity for dealing in shares, proper
 records have been maintained in regard to the transactions and
 contracts and timely entries have been made therein.  The shares have
 been held by the Company in its own name.
 
 15.  The Company has not given any guarantee for loans taken by others
 from banks or financial institutions.
 
 16.  The Company has not taken any term loan during the year &,
 therefore, provisions of Clause (xvi) of CARO, 2003 is not applicable
 to the Company.
 
 17.  According to information & explanations given to us and on overall
 examination of Balance Sheet of the Company, we report that Company has
 not raised any short term loan during the year.
 
 18.  The Company has not made any preferential allotrqent of shares to
 parties and companies covered in the register maintained under Section
 301 of the Act.
 
 19.  The Company did not have any outstanding debentures during the
 year.
 
 20.  The Company has not raised any money by way of public issues
 during the year.
 
 21.  According to the information and explanations given to us and to
 the best of our knowledge & belief, no fraud on or by the Company has
 been noticed or reported by the Company during the year.
 
                                                   For K K KHADARIA & CO
 
                                                   CHARTERED ACCOUNTANTS
 
                                                   (Firm Reg. NO.105013W)
 
                                                               AJAY DAGA
 PLACE: MUMBAI                                                   PARTNER
 
 DATED: 29th May, 2012                                        M.N0.44162