1.  We have audited the attached Balance Sheet of Manaksia Limited as
 at 31st March'' 2011 and the relative Profit & Loss account and Cash
 Flow Statement of the Company for the year ended on that date annexed
 there to, all of which we have signed under reference to this report.
 These financial statements are the responsibility of the management of
 the Company. Our responsibility is to express an opinion on these
 financial statements based on our audit.
 
 2.  We conducted our audit in accordance with 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 of material misstatement. An audit
 includes examining on 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 statement. We believe that our audit provides a reasonable
 basis for our opinion.
 
 3.  As required by the Companies (Auditors'' Report) Order, 2003, issued
 by the Government of India in terms of Section 227(4A) of the Companies
 Act, 1956 and on the basis of such checks as we considered appropriate
 and according to the information and explanations given to us, we set
 out in the annexure, a statement on the matters specified in paragraph
 4 and 5 of the said Order.
 
 4.  Further to our comments in the Annexure referred to in paragraph 3
 above, we report that
 
 a.  We have obtained all the information and explanation, which to the
 best of our knowledge and beliefs 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 so far as appears from our examination of
 those books.
 
 c.  The Balance Sheet and Profit & Loss Account referred to in this
 report are in agreement with the books
 
 d.  In our opinion, the Profit & Loss Account, Balance Sheet and Cash
 Flow Statement dealt with by this report comply with the Accounting
 Standards referred to in Sub-section (3C) of Section 211 of the
 Companies Act, 1956;
 
 e.  On the basis of written representation received from the Directors,
 and taken on record by the Board of Directors, none of the directors is
 disqualified as on 31st March, 2011 from being appointed as director in
 terms of clause (g) of Section 274(1) of the Companies Act, 1956;
 
 f.  In our opinion and to the best of our knowledge and according to
 the explanations given to us, the said accounts read together with
 notes thereon attached thereto, give the information required by the
 Companies Act, 1956 in the manner so required and present a true and
 fair view;
 
 i.  In the case of the Balance Sheet, of the State of Affairs of the
 Company as at 31st March, 2011; and
 
 ii.  In the case of the Profit & Loss Account, of the Profit for the
 year ended on that date.
 
 iii.  In case of the Cash Flow Statement of the cash flows for the year
 ended on that date.
 
 Annexure to Auditors'' Report
 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.  The fixed assets were physically verified during the year by the
 Management in accordance with a regular programme of verification
 which, in our opinion, provides for physical verification of all the
 fixed assets at reasonable intervals. According to the information and
 explanation given to us, no material discrepancies were noticed on such
 verification.
 
 c.  The fixed assets disposed off during the year, in our opinion, do
 not constitute a substantial part of the fixed assets of the Company
 and such disposal has, in our opinion, not affected the going concern
 status of the Company.
 
 2.  In respect of its inventories:
 
 a.  As explained to us, the inventories were physically verified during
 the year by the Management at reasonable intervals.
 
 b.  In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed bythe Management 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 inventories
 and no material discrepancies were noticed on physical verification.
 
 3.  The company has not taken or given any loans, secured or unsecured
 from 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, having regard to the explanations that some of the items
 purchased are of special nature and suitable alternative sources are
 not readily available for obtaining comparable quotations, there is an
 adequate internal control system commensurate with the size of the
 Company and the nature of its business with regard to purchases of
 inventory and fixed assets and the sale of goods and services. During
 the course of our audit, we have not observed any major weaknesses in
 such internal controls system.
 
 5.  In respect of contracts or arrangements entered in the Register
 maintained in pursuance of 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 referred to Section
 301 that needed to be entered in the Register maintained under the said
 Section have been so entered.
 
 b.  Where transaction is in excess of Rs. 5 Lakhs in respect of any
 party during the period, the transactions have been made at prices
 which are prima facie reasonable having regard to the prevailing market
 prices at the relevant time.
 
 6.  According to the information and explanations given to us, the
 Company has not accepted any deposit from the public during the year.
 Therefore the provisions of clause (vi) of the Companies (Auditors''
 Report) Order 2003 are not applicable.
 
 7.  In our opinion, the Company has an adequate internal audit system
 commensurate with the size and nature of its business.
 
 8.  According to the information and explanations given to us and to
 the best of our knowledge, the Central Government has not prescribed
 the maintenance of cost records under Section 209 (1) (d) for any
 product of the Company.
 
 9.  According to the information and explanations given to us in
 respect of statutory dues:
 
 a.  The Company has generally been regular in depositing undisputed
 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 with the appropriate authorities.
 
 b.  There were no undisputed amounts payable in respect of Income Tax,
 Wealth Tax, Customs Duty, Excise Duty, Cess and other material
 statutory dues in arrears as on 31st March, 2011 for a period of more
 than six months from the date they became payable.
 
 c. Details of dues of Income Tax, Sales Tax, Service Tax, Custom
 Duty, Excise Duty and Cess which have not been deposited as on 31st
 March, 2011 on account of disputes are given below:
 
 Statute     Nature of      Forum where Dispute         Amount 
             Dues           is Pending                involved
                                                       (Rs. In 
                                                         Lakhs)
 
 Central     Excise Duty    Hon''ble High Court,          99.32 
 Excise                     Kolkata
 Act,                       
 1944                       CESTAT                        7.50
 
                            Commissioner, Central 
                            Excise                      353.87
 
                            Additional Commissioner,     21.53
                            Central Excise
 
                            Asst.Commissioner,           28.35
                            Central Excise
                    
                            Joint Commissioner,           0.31 
                            Central excise
 
                            Deputy Commissioner,          7.97
                            Central Excise
 
                            Director General of           5.00 
                            Central Excise
 
                            Appellate Commissioner       11.30
 
                            Tribunal of Central           4.97
                            Excise
           
                            Superintendent of             0.31
                            Central Excise
 
             Service Tax    Superintendent of            51.92
                            Service Tax
 
 Sales       Sales Tax      W.B.Commercial Taxes        409.86
 Tax/VAT                    Appellate and
 Act                        Revisional Board,  
                            Deputy Commissioner of
                            Commercial Taxes 
                            (Appeals) -Hyderabad 
                            
 
 Income      Income Tax     C.IT (Appeals)               73.53
 Tax Act,    Demand
 1961        
 
 Municipal   Municipal      Haldia Municipality,         67.90
 Act,        Tax            West Bengal
 West
 Bengal
 
 Customs 
 Act,1962    Customs Duty   Commissioner of Customs.     15.15
             and Interest 
  
 West 
 Bengal 
 Taxation    Stamp Duty     Commissioner of Haldia       49.45 
 Laws                       Municipality
 ( Amend
 ment)
 Act,2003
 
 
 10.  The Company has no accumulated losses and has not incurred any
 cash losses during the financial year covered by our audit or in the
 immediately preceding financial year.
 
 11.  In our opinion and according to the information and explanations
 given to us, the Company has not defaulted in the repayment of dues to
 banks, financial institutions, debenture holders.
 
 12.  In our opinion and according to the information and explanation
 given to us, no loans and advances have been granted by the Company 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. Therefore, clause 4(xiii) of the Companies
 (Auditors'' Report) Order 2003 is not applicable to the Company.
 
 14.  The Company has maintained proper records of transactions and
 contracts in respect of trading in securities, mutual fund, debentures
 and other investments and timely entries have been made therein. All
 shares, debentures, mutual fund and other investments have been held by
 the Company in its own name.
 
 15.  The Company has given guarantees for loans taken by others from
 banks or financial institutions. According to 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 interests 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 obtained.
 
 17.  In our opinion and according to the information and explanations
 given to us and on an overall examination of the Balance Sheet, we
 report that funds raised on short term basis have not been used during
 the year for long term investment.
 
 18.  The Company has not made any preferential allotment of share to
 parties and companies covered in the register maintained under section
 301 of the Companies Act ,1956.
 
 19.  According to the information and explanation given to us the
 Company has not issued any secured debentures during the year under
 audit.
 
 20.  The management has disclosed the end use of money raised by public
 issue and the same has been verified by us.
 
 21.  To the best of our knowledge and according to the information and
 explanations given to us, no fraud by the Company and no fraud on the
 Company has been noticed or reported during the year.
 
                                               For SRB & Associates 
                                              Chartered Accountants 
                                             Firm Regn. No: 310009E
 
                                                       Sanjit Patra
                                                           (Partner)
                                                       M No: 056121
 
 
 
 Date  : 30th Day of May, 2011 
 Place : Kolkata