1.  I have audited the attached Balance Sheet of M/s Suryoday Allo -
 Metal Powders Limited as at 31st March, 2011 and the relative Profit &
 Loss Account for the year ended on that date both of which I have
 signed under reference to this report. These financial statements are
 the responsibility of the management of the Company. My responsibility
 is to express an opinion on these financial statements based on my
 audit.
 
 2.  I have conducted my audit in accordance with auditing standards
 generally accepted in India.  Those standards require that I plan and
 perform the audit to obtain reasonable assurance about whether the
 financial statements are free of material misstatement. An audit
 includes, examining on 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 presentation of the
 financial statements. I believe that my audit provides a reasonable
 basis for my opinion.
 
 3.  As required by the (Auditors report) Order, 2003, issued by the
 Central Government of India in terms of Section 227 (4A) of the
 Companies Act,1956, of India ( the Act'') and on the basis of such
 checks as I considered appropriate and according to the information and
 explanations given to me, I set out in the annexure a statement on the
 matters specified in paragraphs 4 and 5 of the said order.
 
 4.  Further to my comments in the annexure referred to in paragraph 3
 above, I report that :
 
 (a) I have obtained all the information and explanations which, to the
 best of my knowledge and belief, were necessary for the purpose of
 audit;
 
 (b) In my opinion, proper books of accounts as required by law, have
 been kept by the Company, so far as appears from our examination of
 such books, subject to our remarks in No. f given below
 
 (c) We could not verify Balance Sheet and Profit and Loss Accountants
 are in agreement with the Books of Account, as per our remark No. f
 below.
 
 (d) In my opinion, these financial statements have been prepared in
 compliance with the applicable accounting standards referred to in
 Section 211(3C) of the Act;
 
 (e) Based on the representations made by all the Directors of the
 Company as on 31st March 2011 and taken on records by the Board of
 Directors of the Company and in accordance with the information and
 explanations as made available, the Directors of the Company do not,
 prima facie, have any disqualification as referred to in clause (g) of
 sub- section (1) to Section 274 of the Act;
 
 (f) it is reported by the Directors that under the Excise Act the books
 of the Company for the prior years are impounded, by the Excise
 Authorities, which requires us to qualify our report.
 
 (i) In case of Balance Sheet, of the state of affairs of the Company,
 as at 31st March 2011.  (ii) In so far as it relates to the Profit &
 Loss of the Company, the Loss for the year ended on 31st March 2011
 
 ANNEXURE TO THE AUDITORS REPORT
 
 (Annexure referred to in paragraph 1 of the Auditors Report to the
 shareholders of M/s Suryoday Allow - Metal Powders Limited, on the
 accounts for the period commencing from 1st April 2010 to 31st March
 2011)
 
 1.  The Company has maintained records showing quantitative details and
 situation of fixed assets. I am informed that the management has
 physically verified these assets and no serious discrepancies were
 noticed.
 
 2.  During the year under audit none of the fixed assets of the Company
 have been revalued.
 
 3.  As informed to us, management no stock and products held by the
 Company & hence reporting on it is not applicable.
 
 4.  The procedure of physical verification of stocks followed by the
 management is reasonable and adequate in relation to the size of the
 company and the nature of the business.
 
 5.  The discrepancies noticed on verification between physical stock
 and book records were not material.
 
 6.  On the basis of our examination of stock register, I am of the
 opinion that the valuation of the stock is fair and proper and in
 accordance with the normally accepted accounting principles.
 
 7.  The Company has taken loan secured or unsecured from companies,
 firms or other parties, listed in the Register maintained U/S 301 of
 the Companies Act, 1956 and the rate of interest and other terms and
 conditions of such loan are not prejudicial to the interest of the
 Company.
 
 8.  The Company has not granted any loans secured or unsecured to
 Companies, firms or other parties listed in the Register maintained U/S
 301 of the Companies Act, 1956 or to companies under same management.
 
 9.  In respect of loans and advances in the nature of loans given by
 the Company, parties have repaid the principal amounts as stipulated.
 
 10.  In my opinion and according to the information and explanations
 given to me, there are adequate internal control procedures
 commensurate with the size of the Company and it''s business with regard
 to purchase of stores, raw material, including components, plant &
 machinery, equipment and other assets with regard to the sale of goods.
 
 11.  In my opinion and according to the information and explanations
 given to me, the transactions of purchase of goods and materials and
 sale of goods, materials and services, made in pursuance of contracts
 or arrangements entered in the register maintained U/S 301 and
 aggregating during the year to Rs.50,000 /- or more in respect of each
 party have been made at prices which are reasonable, having regard to
 prevailing market prices for such goods, materials or services or the
 prices at which transactions for similar goods, materials or services
 have been made with other parties.
 
 12.  As explained to me, the Company has a regular procedure for
 determination of unserviceable or damaged stores, raw ,materials and
 finished goods. Adequate provision has been made in the accounts for
 the loss arising on items so determined.
 
 13.  The Company informs me that it has not accepted any deposits from
 public, hence reporting a requirement under clause (xiii) is not
 applicable.
 
 14.  In my opinion, the Company for the sale and disposal of realizable
 by-products and scrap has maintained reasonable records.
 
 15.  I am informed by the Company that the Central Government has not
 prescribed the maintenance of cost records U/S 209(1)(d) of the
 Companies Act, 1956.
 
 16.  I am informed by the Company that the provisions of Provident
 Fund, Employees State Insurance Act, do not apply and hence reporting
 requirement under this Act is not applicable.
 
 17.  According to the information and explanations given to us, there
 are no disputed amounts payable in respect of Income Tax, Wealth Tax,
 Customs Duty, as at the become Payable. Excise Duty authorities may
 raise dues as the assessment is going on.
 
 18.  According to the information and explanation given to me, no
 personal expenses of employees or directors have been charged to the
 revenue account, other that those payable under contractual obligations
 or in accordance with generally accepted business practices.
 
 19.  The Company is not a sick industrial company within the meaning of
 clause (O) of sub-section (1) of Section 3 of the Sick Industrial
 Companies (Special provisions) Act,1985.
 
 20.  The Company informs me that there have been no damaged goods and
 hence a provision of paragraph 4(c)(ii) is not applicable.
 
 For K. Sampath & Co,
 
 Chartered Accountants
 
 Sd/-
 
 (K. Sampath)
 
 Proprietor
 
 Membership No.:- 14457
 
 Place:- Pune
 
 Date :- 25.08.2011