Trent

1.  We have audited the attached Balance Sheet of TRENT LIMITED, as at
 31st March 2009, the Profit and Loss Account and also the Cash Flow
 Statement for the year ended on that date annexed thereto.  These
 financial statements are the responsibility of the Companys
 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 (Auditors 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 paragraphs 4 and 5 of the said
 Order, to the extent applicable.
 
 4.  Further to our comments in the Annexure referred to above, we
 report 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 ouropinion, proper books of account as required by
  law have been kept bythe Company so
 far as appears from our examination of those books;
 (iii) the Balance Sheet, Profit and Loss Account and Cash Flow
  Statement dealt with by this report
  are in agreement with the books of account;
 (iv) in our opinion, the Balance Sheet, Profit and Loss
  Account 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, to the extent applicable; 
 (v) on the basis of written representations received from the directors, as on
 31st March 2009, and
 taken on record by the Board of Directors, we report that none of the
 directors is disqualified as
 
 on 31st March 2009 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 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:
 
 (a) in the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March 2009;
 
 (b) in the case of the Profit and Loss Account, of the profit for the
 year ended on that date; and
 
 (c) in the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 ANNEXURE TO THE AUDITORS 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) As explained to us, physical verification of major items of fixed
 assets was conducted by the management during the year. In our opinion,
 the frequency of physical verification is reasonable having regard to
 the size and operations of the Company and the nature of its assets. On
 the basis of explanations received, in our opinion, the discrepancies
 found on physical verification were not significant.
 
 (c) The Company has not disposed off substantial part of fixed assets
 during the year.
 
 (ii) (a) The inventories have been physically verified by the
 management at reasonable intervals during the year.
 
 (b) In our opinion, 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 is maintaining proper records of inventory.The
 discrepancies noticed on physical verification were not material in
 relation to the operations of the Company and the same have been
 properly dealt with in the books of account.
 
 (iii) (a) The Company has not granted any loans, secured or unsecured,
 during the year to Companies, firms or other parties covered in the
 register maintained under section 301 of the Companies Act, 1956.
 Accordingly, sub-clause (b), (c) and (d) are not applicable.  (b) The
 Company has not taken any loans, secured or unsecured, during the year
 from Companies, firms or other parties covered in the register
 maintained under section 301 of the Companies Act, 1956. Accordingly,
 sub-clause (f) and (g) 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 for the
 purchase of inventory and fixed assets and for the sale of goods and
 services. During the course of our audit, we have not observed any
 major weaknesses in internal control system.
 
 (v) Based on the audit procedures applied by us and according to the
 information and explanations given to us, there are no transactions
 that need to entered into the register in pursuance of section 301 of
 the Companies Act, 1956.
 
 (vi) In our opinion and according to the information and explanations
 given to us, the Company has not accepted any deposits from the public
 during the year. In respect of unclaimed deposits matured in earlier
 years that are outstanding during the year, the Company has complied
 with the provisions of sections 58A, 58AA or any other relevant
 provisions of the Companies Act, 1956 and the Companies (Acceptance of
 Deposits) Rules, 1975. As informed to us, no order has been passed by
 Company Law Board or National Company Law Tribunal or Reserve Bank of
 India or any Court or any other tribunal.
 
 (vii) In our opinion, the Company has an internal audit system
 commensurate with its size and nature of its business.
 
 (viii) According to the information and explanations given to us, the
 Central Government has not prescribed the maintenance of cost records
 under section 209(1 )(d) of the Companies Act, 1956 for the products of
 the Company.
 
 (ix) (a) According to the records of the Company, the Company is
 generally regular in depositing with the appropriate authorities
 undisputed statutory dues including Provident Fund, Investor Education
 and Protection Fund, EmployeesState Insurance, Income-tax, Sales-tax,
 Wealth-tax, Service Tax, Custom Duty, Excise Duty, cess and any other
 statutory dues applicable to it.  Based on our audit procedures and
 according to the information and explanations given to us, there are no
 arrears of undisputed statutory dues which remained outstanding as at
 31st March 2009 for a period of more than six months from the date they
 became payable.  (b) According to the records made available to us and
 the information and explanations given by the management, the details
 of the dues of sales tax / income tax / custom duty / wealth
 
 tax/ Service Tax / excise duty / cess, which have not been deposited on
 account of any dispute, are given below:
 
 Particulars   Financial year to which the Forum where the dispute Amount
                matterpertains        is pending                  (Rs. in  
                                                                  lakhs)
 
 Sales Tax     1995-96,2000-01,  Appellate Tribunal               42.97
                 2002-03
 Sales Tax     2000-01,2002-03, Deputy Commissioner               12.37
               2003-04,2006-07   (Appeals)
 Luxury Tax    2002-03         Deputy Commissioner                 0.86
                                  (Appeals)
 
 (x) The Company does not have any accumulated losses at the end of the
 financial year and has not incurred cash losses during the financial
 year covered by our audit and the immediately preceding financial year.
 
 (xi) The Company has not taken any loans from any banks or financial
 institutions. There has been no repayment of any dues to debenture
 holders during the year.
 
 (xii) Based on our examination of the records and 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,
 debentures and other securities.
 
 (xiii) The Company is not a chit / nidhi / mutual benefit fund /
 society.
 
 (xiv) Based on our examination of the records and evaluation of the
 related internal controls, we are of the opinion that in respect of the
 investment activity of the Company, proper records have been maintained
 of the transactions and contracts and timely entries have been made in
 those records.  All the investments of the Company are held in its own
 name except as permissible under section 49 of the Companies Act, 1956.
 
 (xv) On the basis of 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) The Company has not obtained any term loans.
 
 (xvii) According to the information and explanations given to us and on
 an overall examination of the Balance Sheet of the Company, we report
 that no funds raised on short-term basis have been used for long-term
 investment.
 
 (xviii) As per 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 Companies Act, 1956.
 
 (xix) As per the information and explanations given to us, the Company
 has created security or charge in respect of debentures issued.
 
 (xx) We have verified that the end use of the money raised by public
 issues is as disclosed in the notes to the financial statements.
 
 (xxi) During the course of our examination of the books and records of
 the Company, carried out in accordance with the generally accepted
 auditing practices in India and according to the information and
 explanations given to us, we have neither come across any instance of
 material fraud on or by the Company, noticed or reported during the
 year, nor have we been informed of such case by the management.
 
 For N. M. RAIJI & CO.,
 Chartered Accountants
 
 Y.N.THAKKAR
 Partner
 Membership No. 33329
 Mumbai, 17th June 2009