1 We have audited the attached Balance Sheet of M/S. NPR FINANCE
 LIMITED as at 31st March, 2012 and the Profit and Loss Account and 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 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 misstatements. 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 statements
 presentation. 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 Central Government of India in terms of sub- section (4A) of
 Section 227 of the Companies Act, 1956, we enclose in the Annexure
 hereto a statement on the matters specified in paragraphs 4 and 5 of
 the said Order to the extent applicable.
 
 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 purpose of our
 audit.
 
 II.  In our opinion proper books of accounts, as required by law, have
 been kept by the Company as 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 and Loss account and Cash
 Flow Statement dealt with by this report comply with the Accounting
 Standards referred to in Section 211 (3C) of the Companies Act, 1956.
 
 V.  On the basis of written representations received from the
 directors, as on 31.03.2012 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 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 together with the
 Significant Accounting policies and other notes there on 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 for as it relates to Balance Sheet, of the state of affair of
 the Company as at 31st March, 2012.
 
 b) In so for as it relates to the Profit and Loss Account, of the
 profit of the company for the year ended on that date.
 
 c) And in so far as it relates to 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.  As explained to us. the management during the year has physically
 verified the fixed assets in a phased periodical manner, which in our
 opinion is reasonable, having regard to the size of the Company and
 nature of its assets. No material discrepancies were noticed on such
 physical verification.
 
 c.  During the year, the company has disposed off only part of Motor
 Vehicles. According to the information and explanations given to us, we
 are of the opinion that the sale of the said assets has not affected
 the going concern status of the company.
 
 2.  In respect of its inventories:
 
 a) As explained to us, the management has conducted physical
 verification of stock at reasonable intervals.
 
 b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of stock followed
 by the management are 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 stock and as
 reported and explained to us by the management, no material
 discrepancies were noticed on physical verification of stocks.
 
 3.  In respect on 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.  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 Act. Therefore, clause 3(b) to 3 (d) of the
 Companies (Auditor''s Report) Order 2003 is not applicable to the
 Company.
 
 b.  The Company has taken Fixed Deposits from Twenty six parties
 covered in the register maintained under section 301 of the Act. At the
 year end outstanding balance of such deposits was Rs. 142.13 lacs.
 
 c.  In our opinion, the rate of interest and other terms and conditions
 of such loan are prima facie not prejudicial to the interest of the
 company.
 
 d.  The payments of principal amounts and interest have been regular
 during the year.
 
 4.  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, fixed assets and for the sale of goods and
 services. During the course of audit, we have not observed any major
 weakness in internal control system.
 
 5.  In respect on transactions covered under Section 301 of the
 Companies Act 1956:
 
 a. In our opinion and according to the information and explanations
 given to us, there are no particulars of contracts or agreements
 required to be entered into in the register in pursuance of Section 301
 of the Companies Act, 1956.  Therefore, clause 5(b) of the Companies
 (Auditor''s Report) Order, 2003 is not applicable to the Company.
 
 6.  The Company has accepted deposits from the public in accordance
 with the directives issued by the Reserve Bank of India and has
 complied with the same.
 
 7.  In our opinion, the internal audit system of the Company is
 commensurate with its size and nature of its business.
 
 8.  In our opinion the companies is not a manufacturing Company.
 Therefore clause 4 (viii) of the Companies (Auditors'' Report) Order,
 2003 is not applicable to the Company.
 
 9. In respect of statuary dues:
 
 a. According to the records of the Company, undisputed statutory dues
 including Provident Fund, Investor Education and Protection Fund,
 Employees'' State Insurance, Income-tax, Sales-Tax, Wealth Tax,
 Customs Duty, Excise Duty, Cess and other statutory dues have been
 generally regularly deposited with the appropriate authorities.
 According to the information and explanations given to us, no
 undisputed amounts payable in respect of the aforesaid dues were
 outstanding as at 31st March, 2012 for a period of more than six months
 from the date of becoming payable.
 
 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 explanation
 given to us, the Company has not defaulted in repayment of dues to
 financial institutions, banks.
 
 12.  In our opinion and according to the information and explanation
 given to us, the Company has not granted loans against Companies Fixed
 Deposits.
 
 13.  In our opinion, the Company is not a chit fund or a nidhi /mutual
 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, debentures and others
 investment and timely entries have been made therein. All shares,
 debenture and other investment, if any, have been held by the Company
 in its own name.
 
 15.  The Company has not given any guarantees for loans taken by others
 from banks or financial institutions.
 
 16.  The Company has not raised any term loans during the year.
 
 17.  According to the information and explanations given to us and on
 an overall examination of the Balance Sheet of the Company we are of
 the opinion that no funds raised on short term basis have been used for
 long-term investments & vice- versa.
 
 18.  During the year 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.
 
 19.  The Company has not raised any money by way of debentures issued.
 
 20.  The company has not raised any money by way of public issue during
 the year.
 
 21.  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 L. N. Todi & Co.
 
 Chartered Accountants
 
 Registration No.: 304022E
 
 Lalit Kumar Todi
 
 Partner
 
 Membership No.: 054847
 
 Place: Kolkata
 
 Dated : The 30th Day of May,2012