We have audited the attached Balance Sheet of M/S MAHARASHTRA
 CORPORATION LIMITED as at 30th June, 2012, Profit & Loss A/c 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.
 
 We conducted our audit in accordance with the Auditing Standards
 generally accepted in India. These standards require that, we plan and
 perform the audit to obtain reasonable assurance about whether the
 financial statements are free from any material misstatement. An audit
 also 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.
 
 As required by the Companies (Auditors'' Report) Order, 2003 issued by
 the Central Government of India in terms of Section 227 (4A) of the
 Companied Act, 1956, we enclose in the Annexure statement on the
 matters specified therein. We further report that:
 
 4.  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.
 
 5.  In our opinion, the company has maintained proper record as
 required by law so far as it appears from our examination of the books
 of accounts.
 
 6.  The Balance Sheet, the Profit & Loss Account and the Cash Flow
 Statement dealt with by this report are in agreement with the books of
 accounts of the Company;
 
 7.  In our opinion the Balance Sheet and the Profit & Loss Account and
 the Cash Flow Statement comply with the Accounting Standards referred
 to in sub-section [3C] of Section 211 of the Companies Act. 1956.
 
 8.  On the basis of written representation received from Director and
 taken on record by the Board of Directors, we report that none of the
 Directors are disqualified from being appointed as a Director in terms
 of Clause (g) of sub section (1) of section 274 of the Companies Act,
 1956.
 
 9.  In our opinion and according to the information and explanations
 given to us, the said accounts read together with the notes thereon,
 gives the information required by the Companies Act, 1956 and in the
 manner as required and give a true and fair view:
 
 a.  In the case of the Balance Sheet of the state of affairs of the
 Company as on 30th June, 2012.
 
 b.  In the case of Profit & Loss Account of the Profit of the Company
 for the year ended on that date; and
 
 c.  In the case of Cash Flow statement, of the cash flow for the year
 ended on that date.
 
 ANNEXURE TO THE AUDITORS'' REPORT
 
 (Statement referred to in our Report of even date on the Accounts of
 M/S Maharashtra Corporation Limited for the year ended on 30th June,
 2012.)
 
 1) The Company has maintained proper records showing full particulars,
 including quantitative details and situation of fixed Assets.
 
 As explained to us, the fixed assets of the Company are physically
 verified by the management at reasonable intervals, during the year in
 accordance with the regular program which in our opinion is reasonable
 having regard to the size of the Company and the nature of its assets.
 No material discrepancies were noticed on such verification.
 
 The Company has not disposed off any substantial part of its Fixed
 Assets during the year, so as to affect its going concern.
 
 2) As explained to us, inventories have been physically verified during
 the year by the Management. The intervals at which the inventories have
 been verified are, in our opinion reasonable in relation to the size of
 the Company and the nature of its business.
 
 The procedures explained to us, which are followed by the Management
 for physical verification of inventories, are, in our opinion
 reasonable and adequate in relation to the size of the Company and the
 nature of its business 
 
 On the basis of our examination, we are of opinion that, the company is
 maintaining proper records of its inventory.  Discrepancies which were
 noticed on physical verification of inventory as compared to book
 records have been properly dealt with in the books of account.
 
 3) According to the information and explanations given to us, the
 Company has not granted any loan, Secured or Unsecured to Companies,
 Firms or other parties listed in the register maintained under section
 301 and/or from the Companies under the same Management as defined
 under section 370 (IB) of the Companies Act, 1956.
 
 According to the information and explanations given to us, the Company
 has not taken any loan, Secured or Unsecured to Companies, Firms or
 other parties listed in the register maintained under section 301
 and/or from the Companies under the same Management as defined under
 section 370 (IB) of the Companies Act, 1956.
 
 4) In our opinion and according to the information and explanation
 given to us there are adequate Internal Control procedures commensurate
 with the size of the Company and the nature of its business with regard
 to purchase of inventory, fixed assets and with regard to purchase of
 inventory, fixed assets and with regard to sale of goods and services.
 During the course of our audit, no major weakness in internal control
 has come to our notice
 
 5) On the basis of the audit procedures performed by us, and according
 to the information; explanations and representations given to us, we
 are of the opinion that, the transactions in which directors were
 interested, and which were required to be entered in the register
 maintained under Section 301 of the Companied Act, 1956, have been so
 entered.
 
 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 exceeding the value of Rupees five lacs in respect of any
 party during the year have been made at prices which are reasonable
 having regard to market prices prevailing at that time.
 
 8) In our opinion and according to the information and explanations
 given to us the Company has, not accepted any deposit from the public
 during the year as stated in the provisions of Section 58 A of the
 Companies Act, 1956.
 
 9) In our opinion, the Company has an internal audit system
 commensurate with its size and nature of its business.
 
 10) The provisions of Section 209 (1) (d) of the Companies Act, 1956
 are not applicable to the Company.
 
 11) According to the records of the Company, there were no undisputed
 statutory dues including Provident Fund, Employees'' State Insurance,
 Income Tax, Sales Tax, Wealth Tax, Custom Duty, Cess and other
 Statutory dues applicable to it as at 30th June, 2012 for a period of
 more than six months from the date they became payable.
 
 12) The Company, neither has accumulated losses at the end of the year
 ended nor has incurred cash losses, both, in the financial year under
 report and in the immediately preceding financial year.
 
 13) On the basis of the record examine by us and the information and
 explanation given to us, the company has taken loans from the scheduled
 bank against proper hypothecation of the property.
 
 14) As explained to us, the Company has not granted any loans and
 advances on the basis of security by way of pledge of shares or other
 securities.
 
 15) In our opinion and according to the information and explanations
 given to us, the nature of activities of the Company does not attract
 any special statute applicable to chit fund and nidhi/mutual benefit
 fund, Societies.
 
 16) In our opinion, and according to the information and explanations
 given to us, The Company has maintained proper record of the
 transaction and contracts of the trading and shares, securities,
 debentures and other investments. All the entries with respect to
 investments were timely entered in the books of accounts. All
 investments at the close of the year are generally held in the name of
 the Company except in a few cases where the titles to the investments
 are in dispute or are in the process of transfer.
 
 15) According to the information and explanations given to us, and the
 representations made by the management, the Company has not given any
 guarantee for loan taken by others from bank or financial institutions.
 
 16) According to the information and explanations given to us, the term
 loans tekan by the Company have been applied for the purpose for which
 they are raised.
 
 17) The Company has not made any preferential allotment of shares to
 the parties or Companies covered in the register maintained under
 section 301 of the Companies Act, 1956 during the financial year.
 
 18) The Company has not issued any debentures during the year.
 
 19) Based upon the audit procedures performed by us for expressing our
 opinion on these financial statements and information and explanations
 given by the Management, we report that no fraud on or by the Company
 has been noticed or reported during the year.
 
                                        For Lakhpat M Trivedi & Co.
 
                                             Chartered Accountants 
 
                                                              SD/-
 
                                                 Lakhpat M Trivedi
 
 Place: Mumbai                                          Proprietor
 
 Date: 30.08.2012                                     M- No-109047