1.  We have audited the attached Balance Sheet of Modison Metals
 Limited (the Company) as at 31st March 2011, the Profit and Loss
 Account and also the Cash Flow Statement for the year ended on that
 date, annexed thereto. These financial statements are the
 responsibility of the Companys 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 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.
 
 3.  As required by the Companies (Auditors Report) Order, 2003 as
 amended by the Companies (Auditors Report) (Amendment) Order, 2004
 (together the order) 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.
 
 4.  Further to our comments in the Annexure referred to in paragraph 3
 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;
 
 (ii) In our opinion, proper books of account as required by law have
 been kept by the Company so far as it appears from our examination of 
 those books;
 
 (iii) The Balance Sheet, Profit and Loss Account and Cash Flow
 Statement dealt with by this report are in agreement with the books of 
 account;
 
 (iv) In our opinion, the Balance Sheet, Profit and 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;
 
 (v) On the basis of written representations received from the
 Directors, as on 31st March 2011
 and taken on record by the Board of Directors, we report that no
 Director is disqualified as on 31st March 2011 from being appointed as
 a Director of the Company 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 financial statements read 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:
 
 a.  in the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March 2011;
 
 b.  in the case of the Profit and Loss Account, of the profit for the
 year ended on that date; and
 
 c.  in the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 Annexure referred to in paragraph 3 of Auditors report to the members
 of Modison Metals Limited for the year ended 31st March 2011.
 
 On the basis of the records produced to us for our verification /
 perusal, such checks as we considered appropriate, and in terms of
 information and explanation given to us on our enquiries, we state
 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, the fixed assets of the Company are physically
 verified by the Management according to a phased programme designed to
 cover all the items over a period of three years, which in our opinion,
 is reasonable having regard to the size of the Company and the nature
 of its assets. Pursuant to the programme, a portion of the fixed assets
 has been physically verified by the Management during the year and
 discrepancies noticed between the book records and the physical
 verification were not material and have been properly dealt with in the
 accounts.
 
 (c) In our opinion and according to the information and explanations
 given to us, there was no substantial disposal of fixed assets during
 the year.
 
 (ii) (a) As explained to us, the inventories have been physically
 verified by the management during the year. 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) On the basis of our examination of the records of inventories, we
 are of the opinion that the Company is maintaining proper records of
 inventories. The discrepancies noticed on physical verification of
 inventories as compared to the book records were not material and have
 been properly dealt with in the books of account.
 
 (iii) As informed to us, the company has neither taken nor granted any
 loan, secured or
 
 unsecured to/from companies, firms and other parties covered in the
 register maintained under Section 301 of the Companies Act, 1956 during
 the year. Accordingly, clause 4 (iii) of the order is not applicable to
 the company.
 
 (iv) In our opinion and according to the information and explanations
 given to us, having
 
 regard to the explanation that certain items purchased are of special
 nature for which suitable alternative sources do not exist for
 obtaining comparative quotations, there are adequate internal control
 procedures commensurate with the size of the Company and the nature of
 its business for the purchase of inventory and fixed assets and for the
 sale of goods and services. During the course of our audit, no major
 weakness has been noticed in the internal controls.
 
 (v) (a) On the basis of our examination of the documents and records
 and according to the information and explanation given to us, we are of
 the opinion that during the year, the particulars of the
 contracts/arrangements referred to in section 301 of the Companies Act,
 1956 have been entered in the register required to be maintained under
 that section.
 
 (b) According to the information and explanation 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, and exceeding the value of rupees five
 lacs in respect of any party during the year, except transactions for
 items purchased of special nature for which suitable alternative
 sources do not exist for obtaining comparative quotations, in our
 opinion, have been made at prices which are reasonable having regard to
 the prevailing market prices at the relevant time
 
 (vi) The Company has not accepted any deposits from the public during
 the year covered by the audit.  Accordingly, clause 4 (vi) of the Order
 is not applicable to the Company.
 
 (vii) There is no formal internal audit system in the Company. However,
 on the basis of a broad review of the internal control system, we are
 of the opinion that there is adequate internal control system
 commensurate with the size of the company and the nature of its
 business.
 
 (viii) The Central Government has not prescribed maintenance of cost
 records under Section 209 (1) (d) of the Companies Act, 1956, for any
 of the products of the Company.
 
 (ix) According to the records of the Company, the Company is generally
 regular in depositing undisputed statutory dues including Provident
 Fund, Investor Education and Protection Fund, Employees State
 Insurance, Income Tax, Wealth Tax, Sales Tax, Service Tax, Excise Duty,
 Customs Duty, Cess and other statutory dues applicable to it with the
 appropriate authorities.  According to the information and explanations
 given to us, no undisputed amounts payable were outstanding at the year
 end for a period of more than six months from the date they became
 payable.
 
 According to the records of the Company, there are no dues of Income
 tax, Service tax, Custom Duty, Sales Tax, Wealth Tax and Cess, which
 have not been deposited on account of any dispute.
 
 The disputed amounts that have not been deposited in respect of Income
 Tax, Service tax and Excise Duty are as under:
 
 Name of the Nature of Dues Amount (Rs.) Period to which it Forum where
 dispute Statute relates is pending.
 
 Income tax .  _ _ Commissioner of
 
 a Income Tax Dues 456,084 2007-08
 
 Act, 1961 Income Tax (Appeals)
 
 (x) The Company does not have accumulated losses at the end of the
 financial year. Further, the Company has not incurred any cash losses
 during the financial year ended March 31, 2011 and in the immediately
 preceding financial year ended March 31, 2010.
 
 (xi) On the basis of our examination of the documents and records and
 according to the information and explanations given to us, the Company
 has not defaulted in repayment of dues to banks during the year. The
 Company has not taken any loans from financial institutions and has not
 issued debentures during the year.
 
 (xii) On the basis of our examination of the documents and records and
 according to the information and explanation given to us, the Company
 has not granted any loans and advances during the year on the basis of
 security by way of pledge of shares,debenrures and other securities.
 Accordingly, clause 4 (xii) of the Order is not applicable to the
 Company.
 
 (xiii) 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. Accordingly, clause 4 (xiii) of the Order is not
 applicable to the Company.
 
 (xiv) In our opinion and according to the information and explanation
 given to us, the company is not
 . dealing or trading in shares, securities, debentures and other 
 investments. Accordingly, clause 4
 (xiv) of the Order is not applicable to the Company.
 
 (xv) 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. Accordingly, clause 4 (xv) of the
 Order is not applicable to the Company.
 
 (xvi) On the basis of our examination of the documents and records and
 according to the information and explanations given to us, we are of
 the opinion that term loans have been applied for the purposes for
 which they were obtained.
 
 (xvii) According to the information and explanations given to us and on
 an overall examination of the Financial Statements of the Company, we
 are of the opinion that no funds raised on short-term basis have been
 used for long-term investments by the Company.
 
 (xviii) The Company has not made any preferential allotment of shares
 to parties or 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) Based upon the audit procedures performed by us and according to
 the information and explanations given by the management, no fraud on
 or by the Company has been noticed or reported during the year.
 
 
 For M. L. BHUWANIA & CO.  
 CHARTERED ACCOUNTANTS
 
 Firm Registration No. 101484W
 
 
 
 
 J. P. BAIRAGRA PARTNER
 
 Membership No. 012839
 
 
 
 Place: Mumbai 
 Date : 30th May, 2011.