We have audited the attached Balance Sheet of Ladderup Finance Limited
 as at 31st March, 2012 and also the annexed Statement of Profit and
 Loss and Cash Flow Statement for the year ended on that date.  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.
 
 1 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 misstatements. 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.
 
 2.  As required by the Companies (Auditors Report) Order, 2003 and
 amendments thereto issued by the Central Government of India in terms
 of Section 227(4A) of the Companies Act, 1956, we annex hereto a
 statement on the matters specified in the paragraphs 4 and 5 of the
 said Order
 
 3.  Further to our comments in the Annexure referred to 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 purpose of our
 audit.
 
 b) In our opinion, proper books of account as required by law have been
 kept by the Company as it appears from our examination of such books.
 
 c) The Company''s Balance Sheet and Statement of Profit & Loss and the
 Cash Flow Statement dealt with by this report are in agreement with the
 books of account.
 
 d) In our opinion and to the best of our information and according to
 the explanations given to us, the said Balance Sheet and the Statement
 of Profit and Loss and the Cash Flow Statement comply in all material
 aspects with the Accounting Standards referred to in Section 211(3C) of
 the Companies Act, 1956.
 
 e) On the basis of written representation received from the directors
 as on 31st March, 2012 and taken on record by the Board, 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
 the explanations given to us, the said accounts read together with
 other 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 case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2012 and
 
 (ii) In case of the Statement of Profit and Loss, of the profit of the
 Company for the year ended on that date.
 
 (iii) In case of Cash flow Statement, of the cash flows for the year
 ended on that date.
 
 ANNEXURE TO AUDITORS REPORT
 
 Annexure referred to in Paragraph 2 of the Auditors Report to the
 members of Ladderup Finance Limited
 
 for the year ended 31st March, 2012.
 
 As required by the Companies (Auditors Report) Order, 2003 and
 amendments thereto and according
 
 to the information and explanations given to us during the course of
 the audit and on the basis of such
 
 checks of the books and records as were considered appropriate we
 report that:
 
 (i) a) The Company has maintained proper records showing full
 particulars including quantitative
 
 details and situation of fixed assets.
 
 b) As explained to us, all the fixed assets have been physically
 verified by the management during the year and in our opinion the
 interval of physical verification is reasonable. No material
 discrepancies have been noticed on such physical verification.
 
 c) The Company has not disposed off substantial fixed assets during the
 year.
 
 (ii) a) The inventories of shares & securities have been physically
 verified by the management
 
 during the year at reasonable intervals.
 
 b) The procedures of physical verification of the inventories 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 has maintained proper records of inventories and no
 discrepancies have been noticed on physical verification of inventories
 as compared to book records.
 
 (iii) a) The Company has granted unsecured loan (receivable on call
 basis) to its three subsidiaries
 
 covered in the register maintained under Section 301 of the Companies
 Act, 1956.The aggregate maximum amount outstanding during the year was
 72,99,172/- and year end balance of such loans was Rs.. 20,08,045/-.
 
 b) The rate of interest and other terms & conditions on which loans
 have been granted are prima facie, not prejudicial to the interest of
 the Company.
 
 c) In view of our comments in para iii (a) & (b) above, Clauses 4 (iii)
 (c) and (d) of the said Order are not applicable.
 
 d) The Company has not taken unsecured loans from parties covered in
 the register maintained under Section 301 of the Companies Act, 1956.
 
 e) In view of our comments in para (iii) (d) above, Clause 4 (iii) (f)
 and (g) of the said Order is not applicable to the Company.
 
 (iv) In our opinion and according to the information and explanation
 given to us there is adequate
 
 internal control system commensurate with the size of the Company and
 the nature of its business
 
 with regard to sale of services. During the course of our audit, we
 have not observed any continuing
 
 failure to correct major weaknesses in internal control systems.
 
 v) a) Based on our audit procedures performed by us, we are of the
 opinion that 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.
 
 b) The transaction made in pursuance of such contracts or arrangements
 have been made at prices which are reasonable having regards to
 prevailing market prices at the relevant time.
 
 (vi) The Company has not accepted any deposits from the public.
 
 (vii) The Company does not have a formal internal audit system.
 However, according to the information
 
 and explanations given to us, operating control systems are
 commensurate with the size of the Company and nature of its business.
 
 (viii) The Central Government has not prescribed for maintenance of
 cost records under Section 209(1)(d) of the Companies Act, 1956 for the
 Company.
 
 (ix) a) The Company is regular in depositing undisputed statutory dues
 including Income Tax and
 
 Service Tax with appropriate authorities. There are no arrears of
 outstanding of these dues as at the last day of the financial year for
 a period of more than six months from the date they became payable. The
 laws relating to Provident Fund, Investor Education Protection Fund,
 Employee State Insurance, Sales Tax, Wealth Tax, Custom Duty, Excise
 Duty and Cess do not apply to the Company for the year under report.
 
 b) According to the information and explanations given to us, the
 Company has no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax,
 Custom Duty, Excise Duty and Cess which have not been deposited on
 account of disputes with the related authorities.
 
 (x) The Company does not have accumulated losses at the end of the
 financial year. The Company has not incurred cash losses during the
 current financial year and in the immediately preceding financial year.
 
 (xi) The Company has no dues to any financial institution, bank or
 debenture holders except in respect of vehicle loans.
 
 (xii) The Company has not granted any loans or advances on the basis of
 security by way of pledge of shares, debentures or other securities.
 
 (xiii) The provisions of any Special Statute applicable to Chit Fund,
 Nidhi or Mutual Benefit Fund/ Societies are not applicable to the
 Company.
 
 (xiv) Based on the records examined by us, the Company is maintaining
 proper records of the transactions and contracts and timely entries
 have been made in respect of all the securities transactions and the
 same have been held by the Company in its own name except to the
 exemption, if any, granted under Section 49 of the Act.
 
 (xv) The Company has not given any guarantees for loan taken by others
 from banks and financial institutions.
 
 (xvi) The Company has applied the term loans during the year for the
 purpose they were obtained.
 
 (xvii) 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 investments.
 
 (xviii) The Company has not made any preferential allotment of shares
 to parties and companies covered in the register maintained under
 Section 301 of the Companies Act, 1956.
 
 (xix) The Company has not issued any debentures during the year.
 
 (xx) The Company has not raised any money by way of public issue during
 the year.
 
 (xxi) We report that no fraud on or by the Company has been noticed or
 reported during the year.
 
                                             For Khurdia Jain & Co.
 
                                              Chartered Accountants
 
                                            Firm Regn. No.: 120263W
 
                                                     Sampat Khurdia
 
 Place : Mumbai                                            Partner
 
 Date : 26th May, 2012                              Mem No : 33615