We have audited the attached Balance Sheet of Minaxi Textiles Ltd. as
 at 31st March, 2012 the Profit & Loss A/c and also the cash flow
 statement of the company 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.
 
 We have 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 examination, 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.
 
 As require 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 paragraphs 4 and 5 of the said Order.
 
 Further to our comment in Annexure referred to 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 purpose of our
 audit;
 
 (ii) In our opinion, proper books of accounts as required by the law
 have been kept by the company so far as appears from our examination of
 those books;
 
 (iii) The Balance Sheet, and Profit & Loss and cash flow statement
 dealt with by this report are in agreement with the books of Account;
 
 AUDITOR S REPORT
 
 (i) In our opinion Balance Sheet, Profit & Loss A/c and cash flow
 statement dealt with this report comply with the accounting standards
 referred to in sub section (3C) of section 211 of Companies Act, 1956.
 
 (ii) On the basis of written representations received from the
 directors, as on 31st March, 2012 and taken on record by the Board of
 Directors, we report that none of the Directors are disqualified as on
 31/03/2012 from being appointed as Directors in terms of clauses (g) of
 sub sections (1) of section 274 of the Companies Act, 1956.
 
 (iii) In our opinion and to the best of our information and according
 to the explanation given to us, the said accounts read together with
 the notes thereon and appearing in Schedule of Accounting Policies and
 Notes on Accounts gives 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, 2012 and
 
 (ii) In the case of prof it and loss account, of the profit for the
 period ended on that date.
 
 (iii) In the case of the cash flow statement, of the cash flows for the
 year ended on that date.
 
 ANNEXURE TO THE AUDITORS REPORT
 
 2011 2012
 
 [Referred to in paragraph 1 of our report of even date]
 
 1.  a.  As informed to us, the Company is in the process of updation of
 proper records showing full particulars including quantitative details
 and situation of its fixed assets.
 
 b.  All the Fixed Assets of the Company have been physically verified
 by the management at reasonable period during the year and no material
 discrepancies have been noticed on such verification.
 
 c.  In our opinion and according to the information and explanation
 given to us, substantial part of fixed assets has not been disposed off
 by the company during the year.
 
 2.  a.  As explained to us, stock has been physically verified during
 the year by the management.
 
 In our opinion, the frequency of verification is reasonable.
 
 b.  As per information given to us, the procedures of physical
 verification of stocks followed by the management are reasonable and
 adequate in relation to the size of the company and the nature of its
 business.
 
 c.  On the basis of our examination of the inventory records, in our
 opinion, the company is maintaining proper records of inventory. No
 material discrepancies were noticed on verification between the
 physical stocks and the book records.
 
 3.  a.  The company has not granted / taken any loans, secured or
 unsecured, to / from firms or other parties covered in the register
 maintained under section 301 of the Companies Act, 1956, hence
 provision of clause (a) and (b) are not applicable to the company.
 
 4.  In our opinion, 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 and fixed assets and with
 regard to sale of goods. During the course of our audit, we have not
 observed any major weakness in internal control.
 
 5.  a.  According to the information and explanations given to us, we
 are of the opinion that the transactions that need to be entered into
 the register maintained under section 301 of the Company Act, 1956 have
 been so entered.
 
 b. In our opinion and according to the information and explanation
 given to us the above transactions, wherever they exceed the threshold
 limit specified, are made at prices which are not prejudicial to the
 interest of the company
 
 6.  As per the explanations given to us, the company has not accepted
 deposits from the public.
 
 7.  The Company does not have any Internal Auditor or any special
 department/cell for Internal Audit, but looking towards the quantum &
 value of transactions and the Internal Control Procedures, we are of
 the opinion that the Company has enough control over the transactions
 of the business.
 
 8.  We have broadly reviewed the books of account relating to
 materials, labour and other items of cost maintained by the company
 pursuant to the Rules made by the Central Government for the
 maintenance of cost records under section 209(l)(d) of the Company Act,
 1956 and we are of the opinion that prima facie the prescribed accounts
 and records have been made and maintained. We have not, however, made a
 detailed examination of the records with a view to determine whether
 they are accurate or complete.
 
 9.  a.  According to the information and explanations given to us,
 undisputed statutory dues including Provident Fund, ESI, Income tax,
 Wealth tax, Custom duty, Excise duty, cess and any other material
 statutory dues have been regularly deposited except slight delay in few
 cases with the appropriate authorities and there are no undisputed dues
 outstanding as at the last day of the financial year for a period of
 more than six months from the date they become payable.  b. According
 to the records of the company and on the basis of the information and
 explanation given to us, there were no dues of sales tax, custom duty,
 excise duty wealth tax, and cess, which have not been deposited on
 account of any dispute.
 
 10.  In our opinion and according to the records of the company, the
 company has not incurred cash losses during the financial year covered
 by our audit and immediate preceding financial year.
 
 11.  In our opinion and according to the information and explanation
 given to us, the Company has not defaulted in repayment of any dues to
 a financial institution, banks or debenture holders.
 
 12.  In our opinion and according to the information and explanation
 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
 securities.
 
 13.  In our opinion, the company is not a chit fund or a nidhi / mutual
 benefit fund / society.  Therefore, the provision 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/trading in units of
 mutual funds, Therefore clause 4(xiv) of the companies (Auditor s
 Report) Order, 2003 are not applicable to the company.
 
 15.  In our opinion and according to the information and explanation
 given to us, the Company has not given any Guarantee for loans taken by
 others from banks or financial institutions.
 
 16.  In our opinion, on the basis of information and explanations given
 to us, the term loans were applied for the purpose for which the loans
 were obtained.
 
 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 the no funds raised on short term basis have been used for long
 term investment and no long term funds have been used to finance short
 term assets except permanent working capital.
 
 18.  As the Company has not made any preferential allotment of share,
 hence the provision of clause 4(xviii) of the Companies (Auditor s
 Report) Order, 2003 is not applicable to the company.
 
 19.  The Company has not issued any debenture during the year.
 
 20.  The Company has not raised any money by public issue during the
 year.
 
 21.  Duringthe course of our examination of the books and records of
 the company, carried out in accordance with the generally accepted
 auditing practices in India, and according to the information and
 explanation given to us, we have neither came across any instance of
 fraud on or by the Company, nor such type of the case been reported or
 informed to us by the management.
 
                                                FOR R R S & ASSOCIATES
                                                 CHARTERED ACCOUNTANTS
                                                       FRN NO. 118336W
 
                                                         Sd/  
 
                                                   ( RAJESH R. SHAH )
 PLACE: AHMEDABAD                                       PARTNER
 
 DATE : 30th July, 2012                           MEMBERSHIP NO. 34549