1.  We have audited the attached Balance Sheet of ''STERLITE INDUSTRIES
 (INDIA) LIMITED'' (the Company), as at March 31, 2012, the Statement
 of Profit and Loss and also the Cash Flow Statement of the Company 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 from 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.
 
 3.  As required by the Companies (Auditor''s 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 a
 statement on the matters specified in the 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 and 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 the Company so far as appears from our examination of
 those books;
 
 c) The Balance Sheet, Statement of Profit and Loss and Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account;
 
 d) In our opinion, the Balance Sheet, Statement of Profit and Loss and
 Cash Flow Statement dealt with by this report comply with the
 Accounting Standards referred to in sub-section (3C) of Section 211 of
 the Companies Act, 1956. Additionally, the Company has chosen to early
 adopt Accounting Standard 30, Financial Instruments: Recognition and
 Measurement and limited revisions arising out from the Announcement of
 the Institute of Chartered Accountants of India on March 29, 2008 as
 stated in Note No.33;
 
 e) On the basis of the written representations received from the
 directors as on March 31, 2012 and taken on record by the Board of
 Directors, we report that none of the directors is disqualified as on
 March 31, 2012 from being appointed as a director in terms of Section
 274(1)(g) 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 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 March 31, 2012;
 
 (ii) in the case of the Statement of Profit and Loss, 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) 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) The Company has a programme of physical verification of its fixed
 assets in a three year period which, in our opinion, is reasonable
 having regard to the size of the Company and the nature of its assets.
 In accordance with such programme, the fixed assets were not due for
 verification by the Management during the year.
 
 (c) In our opinion and according to the information and explanations
 given to us, the Company has not made any substantial disposal of fixed
 assets during the year and going concern status of the Company is not
 affected.
 
 (ii) In respect of its inventories:
 
 (a) As explained to us, inventory has been physically verified during
 the year by the management at reasonable intervals.
 
 (b) In our opinion and according to the information and explanations
 given to us, 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) In our opinion, and according to the information and explanations
 given to us, the Company has maintained proper records of its
 inventories and no material discrepancies were noticed on physical
 verification.
 
 (iii) In respect of 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,
 according to the information and explanations given to us:
 
 (a) The Company has granted loans to two parties during the year. At
 the year-end, the outstanding balances of such loans aggregated Rs.
 6,551.36 Crore and the maximum amount involved during the year was Rs.
 9,385.00 Crore.
 
 (b) In our opinion, the rate of interest and other terms and conditions
 of such loans are prima facie not prejudicial to the interest of the
 Company.
 
 (c) The loans given were not due for repayment at year end. In respect
 of payment of interest, these parties have been generally regular in
 payment.
 
 (d) The loans given were not due for repayment, therefore the question
 of overdue principal amount does not arise.
 
 (e) The Company has not taken any loans, secured or unsecured from
 companies, firms and other parties covered in the Register maintained
 under Section 301 of the Companies Act, 1956, hence provisions of
 clauses 4(iii)(f) and (g) of the Companies (Auditor''s Report) Order,
 2003 are not applicable.
 
 (iv) 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 with regard
 to purchases of inventory and fixed assets and for the sale of goods
 and services. During the course of our audit, we have not observed any
 continuing failure to correct major weakness in such internal control
 system.
 
 (v) In respect of contracts or arrangements entered in the Register
 maintained in pursuance of Section 301 of the Companies Act, 1956, to
 the best of our knowledge and belief and according to the information
 and explanations given to us:
 
 (a) The particulars of contracts or arrangements referred to in Section
 301 that needed to be entered in the Register maintained under the said
 Section have been so entered.
 
 (b) Where transaction exceeds the value of Rs. 5 Lakh in respect of each
 party during the year, the transactions have been made at prices which
 appear reasonable as per information available with the Company.
 
 (vi) In our opinion and according to the information and explanations
 given to us, the Company has not accepted any deposit from the public
 and hence directives issued by the Reserve Bank of India and the
 provisions of section 58A and 58AA of the Companies Act, 1956 and rules
 framed there under are not applicable for the year under audit.
 
 (vii) In our opinion, the Company has an adequate internal audit system
 commensurate with the size and nature of its business.
 
 (viii) We have broadly reviewed the cost records maintained by the
 Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
 prescribed by the Central Government under Section 209 (1) (d) of the
 Companies Act, 1956 and are of the opinion that prima facie the
 prescribed cost records have been maintained. We have, however, not
 made a detailed examination of the cost records with a view to
 determine whether they are accurate or complete
 
 (ix) According to the information and explanations given to us, and the
 records of the Company examined by us:
 
 a) The Company has been regular in depositing with appropriate
 authorities 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 and any other material statutory dues applicable to it.
 
 b) There were no undisputed amounts payable in respect of Income Tax,
 Sales Tax, Wealth Tax, Excise Duty and other material statutory dues in
 arrears as at March 31, 2012 for a period of more than six months from
 the date they became payable, except Rs. 1.01 Crore in respect of
 Investor Education and Protection Fund, which is held in abeyance due
 to pending legal case and Rs. 3.96 Crore in respect of Custom Duty, which
 is pending further appeal by the Company.
 
 c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax,
 Custom Duty and Excise Duty which have not been deposited as on March
 31, 2012 on account of disputes are given below:
 
 Name of the Statute   Nature of        Forum where dispute is 
                       the dues             pending
 
                                        Commissioner of Income Tax
 Income Tax Act, 1961  Income Tax        (Appeals)
 
                                        Income Tax Appellate Tribunal
 
                                        Income Tax Appellate Tribunal
 
                                        Commissioner Central Excise
 
 Finance Act, 1994     Service Tax      Custom Excise Service Tax
                                        Appellate Tribunal
 
                                        Custom Excise Service Tax
                                        Appellate Tribunal
 Central Excise Act,   Excise           Commissioner Central Excise
 1944                                   (Appeals)
 
                                        High Court
 Tamil Nadu General    Sales Tax        High Court
 Sales-Tax Act, 1959
 
 Central Sales Tax, 
 1956                  Sales Tax        High Court
 
 Tamil Nadu VAT Act,   Sales Tax        High Court
 2007
 
 Customs Act, 1962     Custom Duty      Custom Excise Service Tax
                                        Appellate Tribunal
 
 Tamil Nadu Tax and    Generation       High court
 Consumption or Sale   Tax
 of Electricity 
 Act, 2003
 
 Total
 
 
 
 Name of the Statue         Period to Which         Amount Involved
                            amount relates           (Rs. in Crore)
 
 Income Tax Act, 1961         2000-01                    0.83
 
                              2002-03                    0.10
 
                              2003-04                   30.36
 
 Finance Act, 1994            2005-06 to 2006-07         0.03
 
                              2006-07 to 2008-09         2.79
 
 Central Excise Act,
 1944                        1993-1994 to 2007-08       30.21
 
                             2001-02 & 2008-09           0.12
 
                             1995-96 & 1996-97           0.04
 
 Tamil Nadu General
 Sales-Tax Act, 1959         1997-98 & 1998-99           2.05
 
 Central Sales Tax, 1956     1996-97 to 2000-01          2.21
 
 Tamil Nadu VAT Act,
 2007                        2006-07                     3.01
 
 Customs Act, 1962           2004-05                     6.23
 
 Tamil Nadu Tax and
 Consumption or Sale
 of Electricity Act, 2003    2003-2004 to 2008-         15.46
                             2009
 
 Total                                                  93.44
 
 Sterlite Industries (India) Limited Annual Report 2011-12
 
 (x) The Company does not have accumulated losses at the end of
 financial year. It has not incurred any cash losses during the
 financial year covered by the audit 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
 financial institutions, banks or debenture holders.
 
 (xii) According to the information and explanations given to us, the
 Company has not granted loans and advances on the basis of security by
 way of pledge of shares, debenture and other securities.
 
 (xiii) In our opinion, the Company is not a chit fund, a nidhi or a
 mutual benefit fund/ society. Therefore, the provisions of clause 4
 (xiii) of the Companies (Auditor''s Report) Order 2003 are not
 applicable.
 
 (xiv) In our opinion and according to the information and explanations
 given to us, the Company is not a dealer or trader in shares,
 securities, debentures & other investments. The Company has maintained
 proper records of transactions and contracts in respect of shares,
 securities, debentures and other investments and timely entries have
 been made therein. All shares, securities, debentures and other
 investments have been held by the Company in its own name.
 
 (xv) According to the information and explanations given by the
 management, the Company has given guarantees for loans taken by others
 from banks and financial institutions as mentioned in Note no.55 (II)
 (b). The guarantees outstanding as at year end are for subsidiary
 companies and an associate company, which according to the information
 and explanations given to us, are prima facie not prejudicial to the
 interest of the Company.
 
 (xvi) According to the information and explanations given to us, no
 term loans were raised during the year by the Company and therefore the
 question of utilization for stated purpose does not arise.
 
 (xvii) On the basis of review of utilization of funds, which is based
 on overall examination of the Balance Sheet of the Company as at March
 31 , 2012, related information as made available to us and as
 represented to us by the Management, we are of the opinion that funds
 raised on short-term basis have not prima facie been used during the
 year for long-term investment.
 
 (xvi 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) The Company has not issued any secured debentures during the year
 under audit.
 
 (xx) We have verified the end use of moneys raised by right issues of
 equity shares and the same has been disclosed in Note no.43.
 
 (xxi) According to the information and explanations given by the
 management, we report that no material fraud on or by the Company has
 been noticed or reported during the course of our audit.
 
 For Chaturvedi & Shah            For Deloitte Haskins & Sells
 
 Chartered Accountants                   Chartered Accountants
 
 (Registration No.: 101720W)       (Registration No.: 117366W)
 
 R. Koria                                     Shyamak R. Tata
 
 Partner (Membership No. 35629)  Partner (Membership No. 38320)
 
 Place   : Mumbai
 
 Dated   : April 25, 2012