1.  We have audited the attached Balance Sheet of M/s MIDFIELD
 INDUSTRIES LIMITED as at 31.03.2011 and the Profit & Loss Account and
 the Cash Flow Statement 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 ncludes
 assessing the accounting principles used and significant estimates made
 by management, as well as evaluating the overall financial statement
 presentation
 
 3.  We believe that our audit provides a reasonable basis for our
 opinion, as required by the Companies (Auditor''s Report) Order, 2003
 issued by the Central Government of India in terms of sub section (4A)
 of section 227 of the Companies Act, 1956, we enclose in the Annexure a
 statement on the matters specified in the paragraphs 4 and 5 of the
 said order.
 
 4 Further to our comments in the Annexure referred in the paragraph 1
 above, we report that:
 
 i) 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.
 
 i) 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
 
 iii) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
 dealt with by this report are in agreement with the books of accounts
 
 iv) In our opinion, the Balance Sheet, Profit & Loss Account 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; to the extent applicable.
 
 v) On the basis of the written representations received from the
 directors, as on 31.03.2011 and taken on record by the Board of
 Directors, we report that none of the Director is disqualified as on
 31.03.2011 from being appointed as a Director in terms of clause (g) of
 sub-section (1) of section 274 of the Companies Act, 1956.
 
 vi) In our opinion and to the best of our information and according to
 the explanations given to us.  the said accounts read with the 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;
 
 a) In so far as relates to Balance Sheet, of the state of affairs of
 the Company as on 31.03.2011.
 
 b) In so far as relates to Profit and Loss account of the Profit of the
 Company for the year ended on that date.
 
 c) In so far as relates to Cash Flow Statement, of the cash flows of
 the Company for the year ended 31.03.2011
 
 Annexure to the Auditors'' Report
 Referred to as in Paragraph (1) 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 on the
 basis of available information
 
 b) As explained to us, the fixed assets have been physically verified
 by the management during the year in a phased periodical manner, which
 in our opinion is responsible, having regard to the size of the Company
 and the nature of its assets.  No material discrepancies were noticed
 on such physical verification
 
 c) During the year, the Company has not disposed of substantial part of
 the Assets. According to the information and explanations given to us.
 we are of the opinion that no transactions are effected involving
 disposal of assets so as to affects going concern status company.
 
 2.  In respect of its Inventories
 
 a) As explained to us, inventories have been physically verified during
 the year by the management at regular intervals. In our opinion the
 frequency of verification is reasonable.
 
 b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of 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 had maintained proper records of inventories. In our
 opinion and according to the information and explanations given to us,
 the discrepancies noticed on verification between the physical stocks
 and the book records were not significant, have been properly dealt
 with in the books of accounts
 
 3.  In respect of 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) During the year the Company has not taken loans from parties covered
 in the register maintained under section 301 of the Companies act,
 1956.
 
 The Company has not granted any loans to the parties covered 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 are adequate internal control procedures
 commensurate with the size of the Company and the nature of its
 business, for the purchase of inventory, fixed assets and for the sale
 of goods. During the course of our audit, based on our audit procedures
 applied, we have not observed any continuing failure to correct major
 weakness in nternal controls
 
 5.  As explained to us, and based on our verification and examination
 of the books of accounts we are of the view that there are no
 transactions that need to be entered into the register in pursuance of
 section 301 of the act. In view of this, in our view, no comment under
 clause (v) (b) in considered necessary
 
 6.  In our opinion, and according to the information and explanations
 given to us, the Company has not accepted any Deposits for which the
 provisions of section 58A or 58AA of the Companies Act, 1956, and the
 Companies (Acceptance of Deposits) Rules 1975 apply.
 
 7.  In our opinion, the internal audit function carried out during the
 year by a firm of Chartered Accountant appointed by the Management have
 been commensurate with the size of the Company and the nature of its
 business.
 
 8.  We were explained that the maintenance of cost records has not been
 prescribed by the Central Government under Section 209 (1) (d) of the
 Companies Act, 1956 for the products manufactured of the Company.
 
 9.  In respect of statutory dues:
 
 a) According to the records of the Company and as per the information
 and explanations given to us, the Company is generally regular in
 depositing with appropriate authorities, undisputed Statutory dues
 including, Provident fund, Employee''s state insurance, Custom duty,
 Income tax, Excise duty, Cess and other material statutory dues
 applicable to it with the appropriate authorities
 
 b) According to the information and explanations given to us, no
 disputed amounts payable in respect of Income tax, Sales tax, Custom
 duty.  Excise duty and Cess were outstanding, as at 31.03.2011.
 
 10. In our opinion, the Company neither has accumulated losses at the
 end of the year nor incurred cash losses during the financial year
 covered by our audit in the immediately preceding financial year.
 
 11. As per the records of the Company and according to the information
 and explanations given to us, we are of the opinion the Company has not
 defaulted in repayment of dues to banks and financial institutions.
 
 12.  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 other similar securities
 
 13.  In our opinion, the Company is not a chit fund or a nidhi / mutual
 benefit fund/ society. Accordingly the provisions of clause 4 (xiii) of
 the Companies (Auditor''s Report) Order, 2003 are not applicable to the
 Company.
 
 14.  In our opinion, the Company is not dealing in or trading in
 shares, securities, debentures and other nvestments. Accordingly the
 provisions of clause 4 (xiv) of the Companies (Auditor''s Report) Order,
 2003 are not applicable to the Company.
 
 15.  In our opinion, according to the information and explanations
 given to us, the Company has not given any guarantee for loans taken by
 others from banks or financial institutions.
 
 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 statements and records of
 the Company, that the funds raised on short-term basis have, prima
 facie, not been used during the year for long-term investment.
 
 18.  In our opinion, the Company has not made any preferential
 allotment of shares/securities during the year to parties and companies
 covered in the register maintained under section 301 of the Companies
 act.  1956.
 
 19.  The Company has not issued any debentures during the year.
 
 20.  The Company has raised money by way of public issue during the
 year.
 
 21.  In our opinion and according to the information and explanations
 given to us and based on audit procedures performed, no fraud on or by
 the Company has been noticed or reported during the year.
 
 
                                              For Sampath & Ramesh
 
                                             Chartered Accountants
 
                                                 (Regd No.005947S)
 
                                                  A. Krishna Reddy
 
                                                           Partner
 
 Place : Hyderabad                                    M No. 204755
 
 Date: 25.07.2011