1.  We have audited the attached Balance Sheet of TOTAL HOSPITALITY
 LIMITED as at 31.03.2012, the Profit & Loss Account for the year ended
 on that date annexed thereto and the cash flow statement for the period
 ended on that date.. 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 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 (as
 amended) issued by the Company Law Board in terms of section 227(4A) of
 the Companies Act, 1956, we enclose in the Annexure a statement on the
 matters specified in paragraph 4 and 5 of the said 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 purpose 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 such
 books.
 
 c.  The Balance Sheet, Profit & Loss Account and Cash flow Statement
 referred to in this report are in agreement with the books of account.
 
 d.  In our opinion and to the best of our information and according to
 the explanations given to us, the said Balance Sheet, the Profit & Loss
 account and cash flow statement read together with the notes thereon
 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 Balance Sheet, of the state of affairs of the company
 as at 31.03.2012, and
 
 ii) in the case of Profit and loss Account, of the profit of the
 company for the year ended on that date.
 
 iii) in the case of Cash Flow statement, of the cash flows of the
 company for the year ended on that date.
 
 e. In our opinion and to the best of our knowledge, the Balance Sheet
 and the Profit and Loss Account comply with the accounting standards
 referred to in sub-section (3C) of section 211 of The Companies Act,
 1956.
 
 ANNEXURE TO THE AUDITOR’S REPORT
 
 Referred to in paragraph 3 of our report of even date
 
 (i) (a) The company has maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets.
 
 (b) All the assets have been physically verified by the Management
 during the year. No material discrepancies were noticed on such
 verification.
 
 (c) In our opinion, disposal of fixed assets do not constitute
 substantial part of fixed assets of the company and such disposal has
 in our opinion, not affected the going concern status of the company.
 
 (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) The company had not taken any loan from other companies covered
 in the register required to be maintained under section 301 of the
 Companies Act, 1956.
 
 (iv) In our opinion and according to the information and explanations
 given to us, there are adequate internal control system 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 & services. During the course of our audit, we have not observed
 any continuing failure to correct major weaknesses in internal
 controls.
 
 (v) Since the company has not either granted or taken any loans,
 secured or unsecured to/from companies, firms or other parties covered
 in the register maintained under section 301of the Act, therefore no
 register as required by section 301 is maintained.
 
 (vi) The company has not accepted any deposits from the public during
 the year
 
 (vii) In our opinion, the company has an internal audit system
 commensurate with the size and nature of its business.
 
 (viii) The maintenance of the cost records have not been prescribed by
 the Central Government under section 209(1) (d) of the Companies Act,
 1956 for the activities carried on by the company.
 
 (ix) (a) The company is regular in depositing with appropriate
 authorities undisputed statutory dues including provident fund,
 investor education protection fund, employee’s state insurance, income
 tax, wealth tax, custom duty, excise duty cess and other material
 statutory dues applicable to it. No undisputed amounts payable in
 respect of income tax, wealth tax, service tax, customs duty, excise
 duty and cess were in arrears as at 31st March 2012 for a period of
 more that six months from the date they become payable.
 
 (b ) According to the information and explanations given to us, there
 are no dues of sales tax, income tax, customs duty, wealth tax, service
 tax, excise duty and cess which have not been deposited on account of
 any dispute.
 
 (x) In our opinion, the company has no accumulated loses. Further, the
 company has not incurred cash losses during the financial year covered
 by our audit and 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 a
 financial institution, bank or debenture holders.
 
 (xii) According to the information and explanation given to us the
 company has not granted loans and advances on the basis of security by
 way of pledge of shares, debentures.
 
 (xiii) In our opinion, the company is not a chit fund or a nidhi/mutual
 benefit fund/ society. Therefore, the provisions of clause 4(xiii) of
 the Companies (Auditor’s Report) Order, 2003 are not applicable to the
 company.
 
 (xiv) In our opinion, the company is not dealing in or trading in
 shares, securities, debentures and other investments. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditor’s Report) Order,
 2003 are not applicable to the company.
 
 (xv) According to the information and explanations given to us, the
 company has not given any guarantee for loans taken by others from
 banks or financial institutions.
 
 (xvi) 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.
 
 (xvii) According to the information and explanations given to us, the
 company has not made any preferential allotment of shares to parties
 and companies covered in the register maintained under section 301 of
 the Act.
 
 (xviii) According to the information and explanations given to us,
 during the period covered by our audit report, the company has not
 issued any debentures.
 
 (xix) According to the information and explanations given to us, during
 the period covered by our audit report, the company has not raised any
 money by public issue.
 
 (xx) 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 Rahul Kapoor & Associates
                              Chartered Accountants FRN 014372N
 
                                          Sd/-
 Place: New Delhi                   (Rahul Kapoor)
 Date : 30.05.2012                FCA M.No – 83760