1.  We have audited the attached Balance Sheet of Supreme
 Infrastructure India Limited (the ''Company''), as at March 31, 2011, and
 also the Profit and Loss Account and the Cash Flow Statement for the
 year ended on that date annexed thereto (collectively referred as the
 ''financial statements''). 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 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 (the
 ''Order'') (as amended), issued by the Central Government of India in
 terms of sub-section (4A) of section 227 of the Companies Act, 1956
 (the ''Act''), we enclose in the Annexure a statement on the matters
 specified in paragraphs 4 and 5 of the Order.
 
 4.  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 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 financial statements dealt with by this report are in agreement
 with the books of account;
 
 d.  On the basis of written representations received from the
 directors, as at March 31, 2011 and taken on record by the Board of
 Directors, we report that none of the directors is disqualified as at
 March 31, 2011 from being appointed as a director in terms of clause
 (g) of sub- section (1) of section 274 of the Act;
 
 e.  In our opinion and to the best of our information and according to
 the explanations given to us, the financial statements dealt with by
 this report comply with the accounting standards referred to in
 sub-section (3C) of section 211 of the Act and the Rules framed there
 under and give the information required by the Act, in the manner so
 required and give a true and fair view in conformity with the
 accounting principles generally accepted in India, in the case of:
 
 i) the Balance Sheet, of the state of affairs of the Company as at March
 31, 2011;
 
 ii) the Profit and Loss Account, of the profit for the year ended on 
 that date; and
 
 iii) the Cash Flow Statement, of the cash flows for the year ended on
 that date.
 
 Annexure to the Auditors'' Report of even date to the members of Supreme
 Infrastructure India Limited on the financial statements for the year
 ended March 31, 2011
 
 Based on the audit procedures performed for the purpose of reporting a
 true and fair view on the financial statements of the Company and
 taking into consideration the information and explanations given to us
 and the books of account and other records examined by us in the normal
 course of audit, we report that:
 
 (i) (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) The Company has a regular programme of physical verification of its
 fixed assets by which fixed assets are verified in a phased manner over
 a period of three years. In our opinion, this periodicity of physical
 verification 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) In our opinion, a substantial part of fixed assets has not been
 disposed off during the year.
 
 (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 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 is maintaining proper records of inventory and no
 material discrepancies were noticed on physical verification.
 
 (iii) (a) The Company has not granted any loan, secured or unsecured to
 companies, firms or other parties covered in the register maintained
 under section 301 of the Act. Accordingly, the provisions of clauses
 4(iii)(b) to (d) of the Order are not applicable.
 
 (e) The Company has taken interest free unsecured loans from a director
 and a company covered in the register maintained under section 301 of
 the Act.  The maximum amount outstanding during the year was Rs
 372,835,917 and the year-end balance was Rs 29,436,545.
 
 (f) These interest free loans, as represented by the management, are in
 the nature of demand loans and therefore repayable on demand. In our
 opinion, other terms and conditions on which such loans have been
 obtained are prima facie not prejudicial to the interest of the
 Company.
 
 (g) The loans taken are repayable on demand. As informed, the Company
 has paid the loan and advance amount as and when demanded by the
 lender, thus there is no default on the part of the Company.
 
 (iv) In our opinion, 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 and fixed assets and for the sale
 of goods and services.
 
 (v) (a) In our opinion, the particulars of all contracts or
 arrangements that need to be entered into the register maintained under
 section 301 of the Act have been so entered.
 
 (b) In our opinion, the transactions made in pursuance of such
 contracts or arrangements and exceeding the value of rupees five lakhs
 in respect of any party during the year have been made at prices which
 are reasonable having regard to prevailing market prices at the
 relevant time.
 
 (vi) In our opinion, the Company has not accepted any deposits from the
 public within the meaning of sections 58A and 58AA of the Act and the
 Companies (Acceptance of Deposits) Rules, 1975. Accordingly, the
 provisions of clause 4(vi) of the Order are not applicable.
 
 (vii) In our opinion, the Company has an internal audit system
 commensurate with its size and the nature of its business.
 
 (viii)To the best of our knowledge and belief, the Central Government
 has not prescribed maintenance of cost records under clause (d) of
 sub-section (1) of section 209 of the Act, in respect of Company''s
 products.  Accordingly, the provisions of clause 4(viii) of the
 Order are not applicable.
 
 (ix) (a) Undisputed statutory dues including provident fund, investor
 education and protection fund, employees'' state insurance, income-tax,
 sales-tax, wealth-tax, service-tax, customs duty, excise duty, cess and
 other material statutory dues, as applicable, have not been regularly
 deposited with the appropriate authorities and there have been
 significant delays in a large number of cases. No undisputed amounts
 payable in respect of the above mentioned taxes were outstanding, at
 the year end for a period of more than six months from the date they
 became payable.
 
 (b) There are no dues in respect of income tax, sales tax, wealth tax,
 service tax, customs duty, excise duty and cess that have not been
 deposited with the appropriate authorities on account of any dispute.
 
 (x) In our opinion, the Company has no accumulated losses at the end of
 the financial year and it has not incurred cash losses in the current
 and the immediately preceding financial year.
 
 (xi) In our opinion, the Company has not defaulted in repayment of dues
 to a financial institution or a bank or debenture holders during the
 year.
 
 (xii) 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, the provisions of
 clause4(xii) of the Order are not applicable.
 
 (xiii)The Company is not a chit fund or a nidhi/ mutual benefit fund/
 society. Accordingly, the provisions of clause 4(xiii) of the Order are
 not applicable.
 
 (xiv)The Company is not dealing in or trading in shares, securities,
 debentures and other investments. Accordingly, the provisions of clause
 4(xiv) of the Order are not applicable.
 
 (xv) In our opinion, the Company has not given any guarantees for loans
 taken by others from banks or financial institutions. Accordingly, the
 provisions of clause 4(xv) of the Order are not applicable.
 
 (xvi) In our opinion, the Company has applied the term loans for the
 purpose for which the loans were obtained.
 
 (xvii) In our opinion, no funds raised on short-term basis have been
 used for long-term investment.
 
 (xviii)The Company has made preferential allotment of shares to a party
 covered in the register maintained under section 301 of the Act. In our
 opinion, the price at which shares have been issued is not prejudicial
 to the ineterest of the Company.
 
 (xix) The Company has neither issued nor had any outstanding debentures
 during the year.  Accordingly, the provisions of clause 4(xix) of
 the Order are not applicable.
 
 (xx) The Company has not raised any money by public issues during the
 year. Accordingly, the provisions of clause 4(xx) of the Order are not
 applicable.
 
 (xxi) No fraud on or by the Company has been noticed or reported during
 the period covered by our audit.
 
 For Walker, Chandiok & Co                  For Shah & Kathariya
 
 Chartered Accountants                      Chartered Accountants
 
 Firm Registration No: 001076N              Firm Registration No: 115171W
 
 perAmynJassani                             per P. M. Kathariya
 
 Partner                                    Partner
 
 Membership No: F-46447                     Membership No: F-31315
 
 Place: Mumbai                              Place: Mumbai
 
 Date: 27 July, 2011                        Date: 27 July, 2011