We have audited the attached Balance Sheet of STEEL STRIPS WHEELS
 LIMITED as at 31.03.2011 also the Profit and Loss Account and Cash Flow
 Statement for the period 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.
 
 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.
 
 1.  As required by the Companies (Auditors'' Report) Order, 2003 issued
 by the Company Law Board in terms of Section 227 (4-A) of the Companies
 Act , 1956 we enclose in the Annexure a statement on the matters as
 specified in paragraph 4 and 5 of the said order.
 
 2.  Further to our comments in the Annexure referred to in paragraph 1
 above, we state 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 accounts as required under the
 law, have been kept by the Company so far as appears from our
 examination of such books.
 
 (iii) The Balance Sheet and Profit and Loss Account referred to in this
 report are in agreement with the books of accounts.
 
 (iv) In our opinion, the Balance Sheet and Profit and Loss Account
 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 representation received from Directors, as
 on 31.03.2011 and taken on record by the Board of Directors, we report
 that none of the Directors is disqualified as on 31.03.2011 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, the said accounts read together with the
 significant accounting policies as per schedule of Notes on Accounts,
 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 Balance Sheet, of the state of affairs of the
 company as at 31.03.2011, and,
 
 (b) In the case of Profit and Loss Account, of the Profit for the year
 ended on that date.
 
 (c) In the case of Cash Flow Statement, of the Cash Flows for the year
 ended on that date.
 
 ANNEXURE
 S.C. DEWAN & CO.
 CHARTERED ACCOUNTANTS
 SCO 90, 1st Floor, Swastik Vihar, Panchkula-134 109
 Tel.: 2556190, 2556890
 Referred to in Paragraph I of our report of even date :
 
 1.  The company is maintaining proper records showing full particulars,
 including quantitative details and situation of fixed assets. The fixed
 assets have been physically verified by the management at reasonable
 intervals. No material discrepancies were noticed on such verification.
 
 2.  Physical verification of inventory has been conducted at reasonable
 intervals by the management. The procedures of physical verification of
 inventory followed by the management appear to be reasonable and
 adequate in relation to the size of the company and the nature of its
 business. The company is maintaining proper records of inventory. No
 material discrepancies were noticed on physical verification dealt with
 in the books of accounts.
 
 3.  The company has not granted or taken any loans, secured or
 unsecured to/ from companies, firms or other parties covered in the
 register maintained under section 301. of the companies Act. 1956.
 However the company has received the interest free inter corporate
 loan.
 
 4.  There is an adequate internal control procedure 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.
 
 5.  The transactions that need to be entered into a register in
 pursuance of section 301 of the companies Act 1956 have been so entered
 in the register. Each of these transaction has been made at prices
 which are reasonable having regard to the prevailing market prices at
 the relevant time.
 
 6.  The company has not accepted any deposit from the public.
 
 7.  The company has an internal audit system commensurate with its size
 and nature of its business.
 
 8.  Maintenance of cost records has been prescribed by the Central
 Government under clause (d) of sub - section (I) of section 209 of the
 Act. Such accounts and records have been made and maintained.
 
 9.  The company is regular in depositing undisputed statutory dues
 including, provident Fund, investor Education and Protection Fund,
 Employees'' state insurance, income Tax, sales -tax, service tax, wealth
 tax, custom Duty, Excise Duty, cess and any other statutory dues with
 the appropriate authorities.  However, there has been a demand of
 income tax for AY 2008-09 amounting to Rs. 99.56 (Rupees ninety nine
 Lacs fifty six thousand only), out of which Rs.  25.00 lacs has been
 deposited and Rs.74.56 lacs is pending, the same has been stayed by
 chief commissioner of Income Tax. No provision for the pending amount
 of Rs.74.56 lacs has been made by the company. The appeal of the
 company is pending before Income Tax (Appeals), Chandigarh. The company
 is of the view that the demand is likely to be reversed by the Income
 Tax Department in view of the decision of various appellate authorities
 and interpretation of other relevant provision of Income Tax Act, 1961.
 
 10.  The company has no accumulated losses/ cash losses.
 
 11.  The company has not defaulted in repayment of dues to a financial
 institution or banks. The company has not issued any debentures.
 
 12.  The company has not granted loans and advances on the basis of
 security by way of pledge of shares, debentures and other securities.
 
 13.  The company is not a chitfund company.
 
 14.  The company is not running any Nidhi/ Mutual Benefit Fund/society.
 
 15.  The company is not a Financing Company.
 
 16.  The company has not given any guarantee for loans taken by others
 from bank or financial institutions.
 
 17.  The term loans were applied for the purpose for which the loans
 were obtained, as per the information available from the records of the
 company.
 
 18.  The funds raised by the company on short terms basis have not been
 used for long-term investment.
 
 19.  The company has not issued any Debentures to the public.
 
 20.  No fraud on or by the company has been noticed or reported during
 the year.
 
 21.  The company is not sick company under the Provision of the sick
 industrial companies (special Provisions) Act, 1985.
 
 
 
                                               For S.C. Dewan& Company 
 
                                                 Chartered Accountants
 
 Place : Chandigarh                                         S.C. DEWAN
 
 Date : 30th May, 2011                                         PARTNER