We have audited the attached Balance Sheet of SJ Corporation Limited as
 at 31st March, 2011 and both the Profit and Loss Account and the Cash
 Flow Statement for the year ended on that date, which we have signed
 under reference to this Report. 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 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 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 required by the Companies'' (Auditor''s Report) Order, 2004 issued by
 the Central Government in terms of sub section (4A) of section 227 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.
 
 Further to our comments in the Annexure referred to above, we report
 that:
 
 a. 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;
 
 b. In our opinion, proper books of account as required by the law have
 been kept by the company, so far as appears from our examination of
 such books.
 
 c. The Balance Sheet and Profit & Loss Account dealt with by this
 report are in agreement with the books of account.
 
 d. In our opinion, the Balance Sheet and Profit & Loss Account dealt
 with by this report comply with the accounting standards referred to in
 sub-section (3C) of section 211 of the Companies Act, 1956;
 
 e. based on representations made by all the directors of the company
 and the information and explanation as made available, directors of the
 company do not prima facie have any disqualification as referred to in
 clause (g) of sub-section (1) of section 274 of the Companies Act,
 1956;
 
 f . in our opinion and to the best of our information and according to
 the explanations given to us, the said accounts give the information
 required by the Companies Act, 1956 in the manner so required and give
 a true and fair view : i. in the case of Balance Sheet, of the state of
 affairs of the company as at 31st March, 2011 and ii. in the case of
 Profit and Loss Account, of the Profit for the year ended on that date.
 
 ANNEXURE TO THE AUDITORS'' REPORT
 (Referred to in Para 2 of our report of even date) To the members of
 SJ CORPORATION LIMITED
 Mumbai
 
 i. a. The Company has maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets.
 
 b. All the assets have not been physically verified by the management
 during the year but there is a regular programme of verification 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. During the year, the company has not sold any part of fixed assets,
 
 ii. a. The inventory has been physically verified during the year by
 the management. In our opinion, the frequency of verification is
 reasonable.
 
 b. 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. The company is maintaining proper records of inventory. The
 discrepancies noticed on verification between the physical stocks and
 the book records were not material.
 
 iii. a. The company has not granted any loans, secured or unsecured to
 any companies, firms or other parties covered in the register
 maintained under section 301 of the Companies Act, 1956 and
 consequently clause 4(iii)(a),(b),(c) and (d) of the Statement on the
 Companies (Auditor''s Report) Order, 2004 are not applicable to the
 company.  
 
 b. During the year, the Company has taken unsecured loan, repayable on
 demand, from one party covered in the register maintained u/s. 301 of
 the Companies Act, 1956. The maximum balance involved during the year
 was Rs. 2400000/- and the year end balance of loan taken from such
 party was Rs. NIL. As the loan was repayable on demand clause (d) is
 not applicable.
 
 iv. In our opinion and according to the information and explanations
 given to us, there are adequate internal control procedures
 commensurate with the size of the company and the nature of its
 business with regard to purchases of inventory, fixed assets and with
 regard to the sale of goods and services. During the course of our
 audit, we have not observed any continuing failure to correct major
 weaknesses in internal controls.
 
 v. 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 Companies Act, 1956 have
 been so entered.
 
 b.  In our opinion and according to information and explanations given
 to us, there are no transactions aggregating to Rs. 5,00,000/- or more
 during the year in respect of any party in pursuance of contracts or
 arrangements entered in the register maintained u/s 301 of the
 Companies Act, 1956.
 
 vi.In our opinion and according to the information and explanations
 given to us, the Company did not accept any deposit in contravention of
 sections 58A and 58AA of the Companies Act, 1956 and the Companies
 (Acceptance of Deposits) Rules, 1975.
 
 vii.In our opinion, the company has an internal audit system
 commensurate with the size and nature of its business.  
 
 viii.The Central Government has not prescribed maintenance of cost
 records u/s 209(1)(d) of the Companies Act, 1956 for any of the product
 of the company.
 
 ix. a. The company is regular in depositing with appropriate
 authorities undisputed statutory dues including provident fund,
 investor education protection fund, employees'' state insurance, income
 tax, sales tax, wealth tax, custom duty, excise duty cess and other
 material statutory dues wherever applicable to it.  
 
 b. According to the information and explanations given to us, no
 undisputed amounts payable in respect of income tax, wealth tax, sales
 tax, custom duty, excise duty and cess were in arrears, as at 31st
 March, 2011 for period of more than six months from the date they
 became payable.  c . As per records of the company and in accordance
 with the information and explanation given to us, there are no dues of
 sales tax, income tax, custom duty, wealth tax, excise duty and cess
 which have not been deposited on account of any dispute.  
 
 x. The Company does not have any accumulated losses. The company has
 neither incurred cash losses during the current financial year nor
 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 a
 financial institution, bank or debenture holders.  
 
 xii.The company has not granted any loans and/or advances on the basis
 of security by way of pledge of shares, debentures and other
 securities.
 
 xiii.In our opinion, the company is not a chit fund or a nidhi/mutual
 benefit f und/society. Therefore, the provisions of clause 4(xiii) of
 the Companies (Auditor''s Report) Order, 2003 are not applicable to the
 company.
 
 xiv.The company has maintained proper records of transactions and
 contracts in respect of trading in securities, debentures and other
 investments and timely entries have been made therein. All investments
 in shares and other securities have been held by the company in its own
 name.
 
 xv.The company has not given guarantees for loans taken by others from
 banks or financial institutions.
 
 xvi.The company has not taken any term loan.
 
 xvii.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. No long-term funds have been used to finance
 short-term assets except permanent working capital.
 
 xviii. 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.
 
 xix.During the year the company had not issued any debentures.
 
 xx.According to information and explanation given to us the company has
 not raised money by public issue, therefore, requirement for commenting
 on the end use of money raised by public issue does not arise.
 
 xxi.According to the information and explanations given to us, no fraud
 on or by the company has been noticed or reported during the course of
 our audit.
 
 
                                                     For RAVI & DEV
 
                                              Chartered Accountants
 
                                                    (FRN : 108752W)
 
                                                (DEVENDRA A. MEHTA)
 
                                                            Partner
 
                                                Membership No.82325
 
 Mumbai
 
 June 28, 2011