1.  We have audited the attached Balance Sheet of Hindustan Tin Works
 Limited, as at 31st March, 2012 and the Profit and Loss Account and
 Cash Flow Statement of the company 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 the 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.
 
 3.  As required by the Companies (Auditor''s Report) Order, 2003 as
 amended by the Companies (Auditor''s Report) Order, 2004 issued by the
 Central Government of India in terms of Section 227 (4A) of the
 Companies Act, 1956, we enclose in the annexure, a statement on the
 matters specified in paragraphs 4 and 5 of the said order.
 
 Further to our comments in the annexure referred to in paragraph 3
 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 the
 books of the Company.
 
 c.  The Balance Sheet and Profit and Loss Account and Cash Flow
 Statement dealt with by this Report are in agreement with the books of
 account.
 
 d.  Based on the representations received from the Directors and
 information & explanations made available, we report that none of
 directors are 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.
 
 e.  In our opinion the Balance Sheet, Profit and Loss Account and Cash
 Flow Statement comply with the accounting standards referred to in
 Sub-Section (3C) of Section 211 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 accounts read together with other
 noted 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 Balance Sheet, of the state of affairs of the Company
 as at 31st March, 2012.
 
 ii.  In the case of Profit and Loss Account of the Profit for the year
 ended on that date.
 
 iii. In the case of Cash Flow Statement, of the Cash Flow for the year
 ended on that date.
 
 ANNEXURE TO THE AUDITORS'' REPORT (REFERRED TO IN PARAGRAPH 3 OF OUR
 REPORT OF EVEN DATE) TO THE SHAREHOLDERS OF HINDUSTAN TIN WORKS LIMITED
 
 We report that:
 
 1.  (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) We are informed that major parts of the fixed assets were
 physically verified at reasonable intervals.  No material discrepancies
 were noticed on such verification
 
 (c) In our opinion and according to the information and explanations
 given to us substantial part of fixed assets has not been disposed off
 by the company.
 
 2.  (a) The management has conducted physical verification of inventory
 at reasonable intervals during the year.
 
 (b) 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) The Company is maintaining proper records of inventory and no
 material discrepancies were noticed on physical verification.
 
 3.  (a) 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. Therefore clauses b, c, &
 d are not applicable.
 
 e) The company has taken loan from the company covered in the register
 maintained under section 301 of the Companies Act, 1956, the maximum
 amount involved during the year was Rs. 44.62 lacs and the year end
 balance of loan taken from such party was Nil.
 
 f) In our opinion and according to the information and explanation
 given to us, the rate of interest and other terms and conditions for
 such loan are not prima facie prejudicial to the interest of the
 company.
 
 g) The loan taken is repayable on demand. As informed, the company has
 repaid the balance outstanding of such loan, thus, there has been no
 default on the part of the company.
 
 h) There is no overdue amount of loan taken from the companies, firms
 or other parties listed in the register maintained under section 301 of
 the Companies Act 1956.
 
 4.  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, no major weakness has been
 noticed in the internal control system in respect of these areas.
 
 5.  (a) The particulars of contracts or arrangements referred to in
 section 301 of the Act have been entered in the register required to be
 maintained under that section , and
 
 (b) Transactions made in pursuance of such contracts or arrangements
 have been made at prices which are reasonable having regard to the
 prevailing market prices at the relevant time.
 
 6.  The Company has not accepted any deposits from the public within
 the meaning of section 58(A).  58AA or any other relevant provisions of
 the Companies Act, 1956 and the rules framed there under.
 
 7.  In our opinion, the Company has an internal audit system
 commensurate with the size and nature of its business.
 
 8.  We have broadly review the books of accounts maintained by company
 pursuant to the rules prescribed by the Central Government for the
 maintenance of cost records under section 209 (1)(d) of the Act and are
 of the opinion that prima facia, the prescribed accounts and records
 have been made and maintained. However we have not made a detailed
 examination of the records
 
 9.  (a) The Company is regular in depositing with appropriate
 authorities undisputed statutory dues including provident fund,
 Investor education and protection fund, employees'' state insurance,
 income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
 duty, cess and other material statutory dues applicable to it.
 
 According to the information and explanations given to us, no
 undisputed amounts payable in respect of provident fund, employees''
 state insurance, income-tax, wealth-tax, service tax, sales- tax,
 customs duty, cess and other undisputed statutory dues were outstanding
 as at 31.03.2012, for a period of more than six months from the date
 they became payable.
 
 (b) As regards dues not deposited on account of disputes, the position
 as explained by the Company is as under:
 
 Particulars           Period to which           Demand 
                       the amount                Raised
                       relates                    (Rs.)
 
 Income Tax                 2008-09             14,49,744
 
 Income Tax                 2009-10             29,59,928
 
 Excise                     1995-96              1,32,000
 
 Particulars                                           Forum
              Remarks                                  where 
                                                       pending
 
 Income Tax   CIT Appeal has deleted the               ITAT
              demand of Rs. 5,66,804/- and the 
              department is in appeal before ITAT
              and the Company is also in appeal 
              before ITAT against the demand of Rs.
              8,82,940/- 
 
 Income Tax   The appeal is also pending before        CIT(A) 
              the Commissioner of Income Tax
 
 Excise       Remanded back by CESTAT                  Commissione
              to Commissioner Appeals.                 Appeals.
              Company has deposited Rs.60,000 
              against the demand.
 
 (10) The company has no accumulated losses at the end of the financial
 year.
 
 (11) Based on our audit procedures and as per the information and
 explanations given by the management, the Company has not defaulted in
 repayment of dues to financial institutions and banks. The company has
 not issued any debentures during the year
 
 (12) According to the information and explanations given to us and
 based on the documents and records produced to us, the Company has not
 granted loans and advances on the basis of security by way of pledge of
 shares, debentures and other securities.
 
 (13) The Company is not a chit fund, nidhi, mutual benefits fund or a
 society, accordingly, clause 4(xiii) of the order not applicable.
 
 (14) The company is not regularly dealing in shares and there is no
 transaction of trading in shares during the year. Proper records have
 been maintained and timely entries have been made for the shares
 already held by company. Shares have been held by the company in its
 own name.
 
 (15) 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.
 
 (16) In our opinion and according to the information and explanations
 given to us by the management, term loans are applied for the purpose
 for which the loans were obtained.
 
 (17) According to the information and explanations given to us and on
 an 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
 
 (18) 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.
 
 (19) The company has not issued any debenture during the year.
 
 (20) The company has not raised any money by public issue during the
 year.
 
 (21) Based on the audit procedures performed and the representation
 obtained from the management, we report that no fraud on or by the
 company has been noticed or reported during the year under audit.
 
                                                  For M.L. Puri & Co.
 
                                               Chartered Accountants
 
                                                     FRN No. 002312N
 
 Place : Delhi                                            M. L. Puri
 
 Date : 9th August, 2012                                     Partner
 
                                                         M. No. 9198