1.  We have audited the attached Balance Sheet of Jet Airways (India)
 Limited (the Company) as at 31st March, 2011, and the Profit and Loss
 Account and the Cash Flow Statement of the company for the year ended
 on that date both 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 misstatements. An audit
 includes examining, on a test basis, evidence supporting the amounts
 and the disclosures in the financial statements. An audit also includes
 assessing the accounting principle used and the significant estimates
 made by the 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 (CARO),
 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.
 
 4.  Further, to our comments in the Annexure referred to in paragraph 3
 above, we report as follows:
 
 (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, the Profit and Loss Account and the Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account;
 
 (d) in our opinion, the Balance Sheet, the Profit and Loss Account and
 the Cash Flow Statement dealt with by this report are in compliance
 with the Accounting Standards referred to in Section 211(3C) of the
 Companies Act 1956;
 
 (e) Without qualifying our opinion, we invite attention to the
 following notes to Schedule S:
 
 i) Note no. 2 (l) regarding the litigation with erstwhile shareholders
 of Jet Lite (India) Limited. Subsequent to the Balance Sheet date, the
 Honorable Bombay High Court has disposed off the Execution application
 in terms of which the Company has paid Rs.11,643 lakh as interest - of
 which, Rs.11,305 lakh pertain to the period up to 31st March, 2011. The
 counterparty has contested this judgement while the company is
 considering pursuing its plea against awarding of interest by the
 executing court, based on legal advice. Pending final determination, no
 provision has been made in the accounts for the interest of Rs.11,305
 lakh.
 
 ii) Note no. 5 regarding investments in and advances given to a
 subsidiary aggregating to Rs.317,451 lakh. No provision for diminution
 / recoverability is considered necessary for reasons stated therein.
 
 (f) in our opinion and to the best of our information and according to
 the explanations given to us, the said accounts 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, 2011;
 
 ii) in the case of Profit and Loss Account, of the profit of the
 Company for the year ended on that date; and
 
 iii) in the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 5.  On the basis of written representations received from Directors, as
 on 31st March, 2011 taken on record by the Board of Directors, we
 further report that none of the Directors is disqualified as on 31st
 March, 2011 from being appointed as a director in terms of Section
 274(1)(g) of the Companies Act, 1956;
 
 (Referred to in paragraph 3 of our report of even date)
 
 1) In respect of its fixed assets;
 
 a) The Company has maintained proper records showing full particulars,
 including quantitative details and situation of fixed assets.
 
 b) As explained to us, the fixed assets have been physically verified
 by the management during the year in a phased manner, which in our
 opinion is reasonable, having regard to the size of the Company and
 nature of its assets. No material discrepancies were noticed on such
 verification.
 
 c) In our opinion, the Company has not disposed off a substantial part
 of the fixed assets during the year and the going concern status of the
 Company is not affected.
 
 2) In respect of its inventories;
 
 a) The inventory has been physically verified during the year by the
 management except inventory lying with third parties. In our opinion,
 the frequency of verification is reasonable.
 
 b) In our opinion and based on the information and explanations given
 to us, the procedures of physical verification followed by the
 management of stock lying with it were 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 explanations
 given to us, the Company has maintained proper records of its
 inventories and no material discrepancies were noticed on physical
 verification. In respect of items lying with other entities we have
 relied on the confirmations obtained by the management from such
 entities.
 
 3) In respect of the loans, secured or unsecured, granted or taken by
 the Company to / from companies, firms or other parties covered in the
 Register maintained under Section 301 of the Companies Act, 1956:
 
 a) The Company has given interest free loan to its wholly owned
 subsidiary company. In respect of the said loan, the maximum amount
 outstanding at any time during the year was Rs.172,796 lakh and the
 year-end balance was Rs.152,951 lakh.
 
 b) In our opinion and based on explanations received from the
 management, the terms and conditions of the aforesaid loans are not
 prima facie prejudicial to the interest of the Company.
 
 c) The said interest free loan is repayable on demand. There is no
 repayment schedule / overdue amount.
 
 d) The Company has not taken any loan during the year from companies,
 firms or other parties covered in the Register maintained under Section
 301 of the Companies Act, 1956. Consequently, the requirements of
 Clauses (iii) (f) and (iii) (g) of paragraph 4 of the Order are not
 applicable.
 
 4) In our opinion and according to the information and explanations
 given to us, the internal control procedures for the purchase of
 inventory, fixed assets and with regard to rendering of services are
 commensurate with the size of the Company and the nature of its
 business. Sale of goods is not a significant part of the Companys
 activity. During the course of our audit, we have not observed any
 continuing failure to correct major weaknesses in such internal
 controls.
 
 5) In respect of contracts or arrangements referred to in section 301
 of the Companies Act, 1956, to the best of our knowledge and belief and
 according to the information and explanations given to us:
 
 (a) The particulars of contracts or arrangements have been entered in
 the register maintained under that section.
 
 (b) Transactions exceeding Rupees five lakh in respect of any party
 during the year made in pursuance of such contracts or arrangements
 have been made at prices which are reasonable having regard to
 prevailing market prices at the relevant time or within the limits
 stipulated by the Central Government approval.
 
 6) According to information and explanations given to us, the company
 has not accepted deposits from the public.  Therefore the provisions of
 clause 4(vi) of the Companies (Auditors Report) Order, 2003 are not
 applicable to the company.
 
 7) The Company has an internal audit system comprising of its own
 internal team and involvement of a reputed external firm of Chartered
 accountants for specific areas on a rotational basis. In our opinion,
 the Company has an adequate internal audit system commensurate with its
 size and nature of its business.
 
 8) Maintenance of cost records has not been prescribed by the Central
 Government under clause (d) of sub section (1) of section 209 of the
 Companies Act, 1956. Therefore the provisions of clause 4(viii) of the
 Companies (Auditor''s Report) Order, 2003 are not applicable to the
 company.
 
 9) In respect of statutory dues:
 
 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, Service
 Tax, Custom Duty, Excise Duty, Cess and other material statutory dues,
 as applicable, have been generally regularly deposited with the
 appropriate authorities. According to the information and explanations
 given to us, no undisputed amounts payable in respect of the aforesaid
 dues were outstanding as on 31st March, 2011 for a period more than six
 months from the date they became payable.
 
 b) According to the information and explanations given to us, there are
 no dues of Sales Tax, Income Tax, Service Tax, Custom Duty, Wealth Tax
 and Cess which have not been deposited on account of any dispute other
 than the following:
 
 Name of 
 statute    Nature of the 
            dues           Amount       Period to which 
                                        the               Forum where
                        (Rs. in lakh)    amount relates   dispute is 
                                                          pending
 
 IATT Rules, 
 1989       IATT Interest 
            and Penalty       321          2003-04      Commissioner of
                                                       Customs (Appeals)
                                                       New Delhi
 
 B.M.C. Act, 
 1988       Octroi Dues     2,899          2000-01      Mumbai High Court
 
 Finance Act, 
 1994       Service Tax        33     2004-05 to2005-06 Commissioner of
                                                        Central Excise 
                                                        Appeals)
 
 Finance Act, 
 1994      Service Tax      1,707    2001-02 to 2006-07   CESTAT
 
 Finance Act, 1994 Service Tax 127,762 2001-02 to 2009-10 Commissioner
                                                          of Central 
                                                          Excise
 
 Income Tax 
 Act,1961  Income Tax      11,459    2003-2004 to 
                                               2008-2009 Commissioner of
                                                         Income Tax 
                                                         (Appeals)
 Income Tax 
 Act,1961 Income Tax       23,463    2006-07 to 2008-09  Commissioner 
                                                         of Income Tax
 
 10) The accumulated losses of the Company at the end of the financial
 year are less than fifty per cent of its net worth. The Company has not
 incurred cash loss during the current financial year and in the
 immediately preceding financial year.
 
 11) Based on our audit procedures and according to the information and
 explanations given to us, we are of the opinion that the Company has
 not defaulted in the repayment of dues to financial institutions and
 banks.
 
 12) In our opinion and according to the information and explanations
 given to us, the Company has not granted any loans and advances on the
 basis of security by way of pledge of shares, debentures and any other
 securities and hence question of maintenance of adequate records for
 this purpose does not arise.
 
 13) In our opinion and according to the information and explanation
 given to us, 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 are not applicable to the
 Company.
 
 14) The Company has not dealt (other than in Mutual Fund Units) or
 traded in shares, securities, debentures or other investments during
 the year. For dealings in units of Mutual Funds, the Company has
 maintained proper records of transactions and contracts. All the
 investments have been held by the Company in its own name.
 
 15) The Company has given guarantees for loans taken by its wholly
 owned subsidiary Company from banks / financial institution. Based on
 the information and explanations given to us, we are of the opinion
 that the terms and conditions thereof are not prima facie prejudicial
 to the interest of the Company.
 
 16) In our opinion, and according to the information and explanations
 given to us, the term loans have been applied for the purpose for which
 they were raised.
 
 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
 funds raised on short-term basis have, prima facie, not been used for
 long-term investment during the year.
 
 18) According to the information and explanations given to us, the
 Company has not made preferential allotment of shares to parties and
 companies covered in the register maintained under Section 301 of the
 Companies Act, 1956. Therefore, the provisions of clause 4(xviii) of
 the Companies (Auditor''s Report) Order, 2003 are not applicable to the
 Company.
 
 19) During the period covered by our audit report, the Company has not
 issued any debentures and no debentures were outstanding at the
 beginning of the year. Therefore, the provisions of clause 4(xix) of
 the Companies (Auditor''s Report) Order, 2003 are not applicable to the
 Company.
 
 20) The Company has not raised any money by way of public issue during
 the year.
 
 21) According to the information and explanations given to us and on
 the basis of the examination of the records, except for possible
 fraudulent bookings of tickets through credit cards amounting Rs.41
 lakh, which we are informed are being pursued, no fraud by the Company
 and no material fraud on the Company was noticed or reported during the
 year.
 
 
 FOR DELOITTE HASKINS & SELLS                FOR CHATURVEDI & SHAH
 
 CHARTERED ACCOUNTANTS                       CHARTERED ACCOUNTANTS
 
 Registration No.117366W                     Registration No.101720W
 
 R. D. KAMAT                                 C.D.LALA
 
 PARTNER                                     PARTNER
 
 M. No. 36822                                M. No. 35671
 
 Mumbai
 
 19th May 2011