1.  We have audited the attached Balance Sheet of Raghunath
 International Limited as at March 31,2011, also the Profit and Loss Ac-
 count 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 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 misstate- ment. 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 (Auditor''s 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,
 and on the basis of such checks as we considered appropriate, and
 according to the information and explanations given to us, we give in
 the Annexure a statement on the matters specified in paragraphs 4 and 5
 of the said Order to the extent applicable to the company.
 
 4.  Further to our comments in the 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 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 appears from our examination of
 those books;
 
 iii. The Balance Sheet, the 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, the Profit and Loss Account and
 Cash Flow Statement dealt from 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 March 31,2011 and taken on records by the Board of Directors, we
 report that none of the directors in disqualified as on March 31, 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 and subject to para number 13 of the notes
 on accounts regarding non-provision of liability of gratuity as per
 AS-15 issued by The ICAI, the said ac- counts 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 cases of the Balance Sheet, of the state of affairs of the
 company as at March 31, 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 Cash Flow Statement, of the cash flows for the year
 ended on that date.
 
 ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITOR''S REPORT OF EVEN DATE TO
 THE MEMBERS OF RA- GHUNATH INTERNATIONAL LIMITED ON THE FINANCIAL
 STATEMENTS FOR THE YEAR ENDED MARCH 31, 2011
 
 (i) (a) The company has maintained proper records showing full
 particulars, including quantitative details and situa- tion of fixed
 assets.
 
 (b) We have been informed that the fixed assets of the company are
 physically verified by the management ac- cording to a phased program
 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. No material discrepancies were noticed on
 such verification.
 
 (c) Fixed assets amounting to Rs. 1,93,626.42 disposed off during the
 year, in our opinion it do not constitute a substantial part of fixed
 assets of the company and such disposal has not affected the going
 concern status of the company.
 
 (ii) (a) The inventory of the company has been physically verified
 during the year by the management. In our opinion, the frequency of
 verification is reasonable.
 
 (b) In our opinion, the procedures of physical verification of
 inventory 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 has maintained proper records of inventory. As
 explained to us, there were no material discrep- ancies noticed on
 physical verification of inventory as compared to the book records
 
 (iii) As informed, the company has neither granted nor taken any loan,
 secured or unsecured to/from companies, firm or other parties listed in
 the register maintained under section 301 of The Companies Act, 1956.
 Accordingly, provisions of the paragraphs 4(iii) (a) to (g) of CARO are
 not applicable to the company.
 
 (iv) There is adequate internal control system commensurate with the
 size of the company and the nature of its business with regard to the
 purchase of inventory and fixed assets and for the sale of goods and
 services. Further, on the basis of our examination of the books and
 records of the company, and according to the information and
 explanations given to us, we have neither come across nor have we been
 informed of any continuing failure to correct major weaknesses in the
 aforesaid internal control system.
 
 (v) In our opinion and according to the information and explanations
 given to us, there are no contracts or arrangements referred to in
 section 301 of The Companies Act, 1956 that need to be entered in the
 register required to be main- tained under that section. Accordingly,
 provisions of the paragraphs 4(v) (a) and (b) of CARO are not
 applicable to the company.
 
 (vi) As informed, the Company has not accepted any deposits from the
 public during the year within the meaning of sec- tion 58A and 58AA of
 The Companies Act, 1956 and the rules framed there under and no order
 in this respect in the case of the company has been passed by the
 Company Law Board or Company Law Tribunal or The Reserve Bank of India
 or any court or any other tribunal.
 
 (vii) The company does not have internal audit system commensurate with
 the size and nature of its business.
 
 (viii) According to the information and explanation given to us, the
 Central Government has not prescribed for the main- tenance of cost
 records under Section 209(1) (d) of The Companies Act, 1956 for any of
 its product. Accordingly, provisions of the paragraphs 4(vii) of CARO
 are not applicable to the company.
 
 (ix) (a) According to the books and records as produced and examined by
 us in accordance with generally accepted au- diting practices in India
 and also based on management representations, undisputed statutory
 dues, if applicable, in respect of Provident Fund, Investor Education
 and Protection Fund, Employees'' State Insurance dues, Income Tax, Sales
 Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other
 material statutory dues with the appropriate authorities have generally
 been regularly deposited by the company subject to the following:
 
 (i) The company has not deposited the liability of Service Tax in due
 time during the financial year. The company has not produced before us
 any statutory record pertaining to service tax such as Service Tax
 Returns. However, on the basis of examination of the books of the
 accounts of the company, there was no amount remaining outstanding as
 at the last day of the financial year, for a period of more than six
 month from the date they became payable.
 
 (b) According to the information and explanation given to us no
 undisputed amounts payable in respect of Provi- dent Fund, Employees''
 State Insurance dues, Investor Education and Protection Fund, Income
 Tax, Wealth Tax, Custom Duty, Excise Duty, Service Tax, VAT, Cess and
 other undisputed statutory dues were outstanding, at the year end, for
 a period of more than six months from the date they became payable.
 
 (c) According to the information and explanations given to us, the
 company has paid all undisputed dues of excise duty. However, the
 following is the particulars of dispute/dues in respect of Income Tax,
 Sales Tax, Wealth Tax, Service Tax, Custom Duty and Cess.
 
 Name of           Nature of              Amount
 statute           The Dues               (Rupees In Lakh)
 
                                          Rs. 24.69 
 Central            
 Excise and        Excise                 (Actual Demand was Rs. 32.86
 Customs Act                              Lakh and Rs. 8.17 Lakh has 
                                          already been deposited)
 
                                          Rs. 6891.57 
 Central       
 Excise and        Excise                 (Actual Demand was Rs. 7191.57
 Customs Act                              Lakh and Rs. 30000 Lakh has 
                                          already been deposited)
 
 Name of the      Period to which the     Forum where the dispute
 statue           amount relates          is pending
 
 Central          Assessment Year         The Deputy Commissioner
 Excise and                               of Central Excise, Kanpur,
 Custom Act       2003-2004               Uttar Pradesh
 
 Central          Till the date of 
 Excise and       search                  The Commissioner of
 Custom Act       i.e. 09.05.2008         Central Excise, Kanpur,
                                          Uttar Pradesh
 
 (x) The company has not accumulated losses as at March 31, 2011 however
 it has incurred cash loss of Rs. 918,760.42 out of loss of Rs.
 1,794,858.40 during the financial year ended on that date and it has
 incurred Rs. Nil cash loss out of total loss of Rs. 407,672.68 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 repay- ment of its dues
 to any financial institution or bank. The company has not raised any
 sum by issue of debentures.
 
 (xii) In our opinion and 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
 securities. Accordingly, provisions of the paragraphs 4(xii) of CARO
 are not applicable to the company.
 
 (xiii) In our opinion, considering the nature of activities carried on
 by the company during the year, the provisions of any special statute
 applicable to Chit Fund/ Nidhi/ Mutual Benefit Fund/ Society are not
 applicable to it. Accordingly, provi- sions of the paragraphs 4(xiii)
 of CARO are not applicable to the company.
 
 (xiv) The company has sold equity shares of Rs. 3,462,500/- during the
 year and not dealt or traded in securities, deben- tures and other
 investments during the year.
 
 (xv) According to the information and explanations given to us, the
 company has not given guarantees for loans taken by others from banks
 or financial institutions. Accordingly, provisions of the paragraphs
 4(xv) of CARO are not applicable to the company.
 
 (xvi) In our opinion and according to the information and explanations
 given to us, term loans availed by the company were, prima facie,
 applied for the purpose for which they were obtained, other than
 temporary deployment pending application.
 
 (xvii) In our opinion and according to the information and explanations
 given to us, and on an overall examination of the balance sheet of the
 company, funds raised on short-term basis have, prima facie, not been
 used during the year for long-term investment and no funds raised on
 long-term basis have been used for short-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.  Accordingly, provisions of the paragraphs
 4(xviii) of CARO are not applicable to the company
 
 (xix) According to the information and explanations given to us, during
 the period covered by out audit report, the company had not issued any
 debentures and has not created any security in respect of debentures.
 Accordingly, provisions of the paragraphs 4(xix) of CARO are not
 applicable to the company
 
 (xx) In our opinion and according to the information and explanations
 given to us, the company has not raised any money from the public issue
 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 Kumar Piyush & Co.
 Firm Registration No.: 005120N
 Chartered Accountants
 
 Sd/- 
 Virendra Kumar Goel 
 Partner
 Membership No.: 083705 
 
 Place: New Delhi 
 Date : May 30, 2011