1.  We have audited the attached Balance Shed of NATIONAL ALUMINIUM
 COMPANY LIMITED, as at 31st March. 2012.  the Profit and Loss Statement
 and the Cash Flow Statement of the Company for Una year ended on trial
 date, both annexed hereto. These financial statements ere 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 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 teat basis, evidence supporting the amounts
 and disclosures in the financial statements. An audit also includes
 examining, the accounting principle used and the significant estimates
 made by the Management, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 i. As required by the Companies (Auditor''s Report} Order. 2003 as
 amended by the Companies (Auditor''s Report) (Amendment) Orders, 2004,
 Issued by the Central Government in terms of Section 227 (4A) of the
 Companies Act 1956, we give 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:
 
 a.  We have obtained all the information and explanations which to the
 best of our knowledge end belief were necessary for the purposes of our
 audit;
 
 b.  In our opinion, proper books of account as required by law have
 been kept by me Company so for as appears from our examination of those
 books;
 
 c.  The Balance Sheet, Profit and Loss Statement and Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account;
 
 d.  In our opinion, the Balance Sheet, Profit and Loss Statement end
 Cash Flow Statement dealt with by this, report comply with the
 Accounting Standards referred to in Section 211 (3c) of the Companies
 Act, 1956;
 
 e.  In terms of Government of India, Ministry of Finance, Department of
 Company Affairs, Notification No. GSR 829 (E) dated 21st October, 2003,
 Government Companies are exempt from the applicability of provisions of
 Section 274 (1) (g) of the Companies Act, 1956;
 
 f.  In our opinion and to best of our information and according to the
 explanations given to us, the said accounts read with significant
 accounting policies 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:
 
 I.  In the case of the Balance Sheet, of the state of affairs, of the
 Company as at 31st March, 2012;
 
 II.  In the case of the Profit & Loss Statement of the profit of the
 Company for the year ended on that date; and
 
 III.  In the case of the Cash Flow Statement, of the cash flows of the
 Company for the year ended on that date.
 
      
 ANNEXURE TO THE AUDITORS'' REPORT (REFERRED TO IN PARAGRAPH (3) OF OUR
 REPORT OF EVEN DATE)
 
 i) (a) The Company has maintained proper records showing full
 particulars. Including quantitative details and situation of fixed
 assets:
 
 (b) Non-movable assets have been physically verified by the Management
 at an interval of three years, which in our opinion is reasonable
 having regard to the see of the Company and the nature of its assets.
 
 All the movable assets have been physically verified by a Firm of
 Chartered Accountants during the year.
 
 As informed to us, no material discrepancies between book records and
 physical asset have been noticed:
 
 (c) In our opinion and according to the information and explanations
 given to us, the Company has not disposed off a substantial part of
 fixed assets during the year end the going concern assumption of the
 Company has not been affected.
 
 ii) (a) In respect of its inventory, as explained to us, all
 inventories except stocks relating to expansion project, stocks lying
 with third parties and stocks in-transit, have been physically verified
 by a Firm of Chartered Accountants at reasonable intervals during the
 year.
 
 (b) In our opinion and according to the information end explanations
 given to us, the procedures of physical verification of Inventory
 followed by the management ere 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 its inventory.
 The discrepancies noticed on physical verification and book records
 relating to shortage have been dealt with in the books of account,
 while excess have been ignored.
 
 iii) (a) According to Information and explanations given to us, the
 Company has not granted any loans, secured or unsecured, to Companies,
 firms or other parties covered in the register maintained under Section
 301 of the Companies Act 1956. Consequently, clauses (III) (b) to (d)
 of paragraph 4 of the Order are not applicable;
 
 (v) In our opinion and according to the information and explanations
 given to us, there is an adequate internal control system commensurate
 with the size of the Company and the nature of its business, for the
 purchase of Inventory and fixed assets end for the sale of goods and
 services. During the course of our audit, we have not observed any
 major weakness in the Internal control system;
 
 v) According to Information and explanations given to us, the Company
 has not entered into any contract or arrangement which requires to be
 entered in register maintained under section 301 of the Companies Act,
 1956;
 
 vi) In our opinion and as per the information and explanations given to
 us, the Company has not accepted deposits from the public during the
 year within the meaning of sections 58A, 58AA or any other relevant
 provisions of the Companies Act, 1956 and the Rules fanned thereunder;
 
 vii) In our opinion, the Company has an internal audit system
 commensurate with the size and nature of its business;
 
 viii) We have broadly reviewed the books of account maintained by the
 Company, pursuant to the rules made by the Central Government for the
 maintenance of cost records under Section 209(1)(d) of the Companies
 Act 1956 in respect of manufacturing activities end are of the opinion
 that prima facie, the prescribed accounts and records have been made
 and maintained. We have, however, not made a detailed examination of
 the records with a view to determining whether they are accurate and
 complete:
 
 ix) (a) According to information and explanations given to us and on
 the basis of our examination of the books of account, the Company is
 generally regular in depositing undisputed statutory dues Including
 Provident Fund, Investor Education and Protection Fund, Employees''
 State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
 Duty, Excise Duty Cess and Electricity Duty with the appropriate
 authorities;
 
 According to the information and explanations given to us. no
 undisputed amounts are payable in respect of Income Tax, Sales Tax,
 Wealth Tax, Service Tax, Custom Duly, Excise Duty, Cess and any other
 material statutory dues as at 31st March, 2012 for a period of more
 than six months from the date they became payable;
 
 (b) According to the information and explanations given to us, there
 are disputed statutory dues which have not been deposited era given
 below:
 
 Statute     Nature of       Amount       Amount    Forum where           
             Dues          disputed    deposited    disputes are 
                             Rs. in       Rs. in    pending
                              Crore        Crore
 
 
 Sales Tax   Sales Tax        44.09         4.62    Commissioner       
                             215.02        61.75    Tribunal        
                             210.24        33.56    High Court   
                             469.35        99.93
                              
 
 Entry Tax   Entry Tax        59.71         7.93    Commissioner
                              45.09        23.98    Tribunal
                               5.29         0.00    High Court 
                             110.09        31.91
 
 
 Central     Excise Duty      10.8O         2.50    Commissioner
 Excise                       17.98         0.59    Tribunal
 Act, 1944                    59.26         0.00    High Court
                              88.04         3.09
 
 
 Customs     Customs Duty      0.77          0.05   Commissioner
 Act, 1962                     0.08          0.00   Tribunal
                               0.85          0.05   High Court
 
 
 Income Tax  Income Tax      234.91        178.77   Commissioner
 Act, 1961                   118.65        104.84   Tribunal
                               8.05          0.00   High Court
                             361.61        283.61
             TOTAL                        1029.94   418.59
 
 x) The Company does not have accumulated losses at the end of the
 financial year. The Company has no: Incurred cash losses during the
 financial year and in the immediately preceding financial year; 
 
 xi) In our opinion and according to the information and explanations
 given to us, the Company has not defaulted In repayment of dues to any
 financial Institutions or banks or debenture holders;
 
 xii) Based on our examination of the records and 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 end other securities;
 
 xiii) In our opinion the Company is note chit fund/nidhi/mutual benefit
 fund.''society.  Therefore, the provisions of clause (xiii) of paragraph
 4 of the Order are not applicable to the Company;
 
 xiv) The Company is not dealing or trading in shares, securities,
 debentures and other investments. Therefore the provisions of Clause
 4(xiv) of the Order are not applicable to the Company;
 
 xv) 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.
 
 xvi) Based on our examination of records and the information and
 explanations given to us, the Company has not raised any term loan
 during the year under audit;
 
 xvii) According to the information and explanations and on an overall
 examination of the Balance Sheet of the Company, we report that no
 funds raised on short-term basis have been used for long-term
 investment;
 
 xviii) According to the information and explanations given to us the
 Company has not made any preferential allotment of shares to parties
 and Companies covered in the register maintained under Section 301 of
 the Companies Act, 1956.
 
 xix) Based on our examination of the records and the information and
 explanations given to us, the Company has not issued any debentures
 during the year
 
 xx) The Company has not raised any money by way of public Issues during
 the year;
 
 xxi) To the best of our knowledge and belief and according to the
 information and explanations given to us, no fraud on or by the Company
 has been noticed or reported during the year.
 
       For Agasti & Associates        For C.K Prusty & Associates
 
         Chartered Accountants              Chartered Accountants
  
                 FRN -313043E                        FRN 323220E
 
 
         (CA. M. Bandyopadhyay)                 (CA. C.K. Prusty)
 
         Partner (M .No.050968)              Partner (M.No.05738)
 
 
 
 Place : Maw Delhi 
 
 Dated: 21st May'' 2012