We have audited the attached Balance Sheet of Tyroon Tea Company
 Limited as at 31st March, 2011, the Profit and Loss Account and also
 the Cash Flow Statement for the year 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.
 
 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 misstatements. 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 the management, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 I. As required by the Companies (Auditor''s Report) Order, 2003 (the
 order) as amended by the Companies (Auditor''s Report) (Amendment)
 Order, 2004 issued by the Central Government of India in terms of
 Section 227(4A) of the Companies Act, 1956 (the Act) and according to
 the information and explanations given to us and on the basis of such
 checks as we considered appropriate, we enclose in the annexure a
 statement on the matters specified in paragraphs 4 and 5 of the said
 order.
 
 II.  Attention is invited to the following notes of Schedule 15
 regarding:
 
 i. Certain loans which have become overdue for repayment in respect of
 which eventual shortfall in values thereof and their impact, if any,
 are currently not ascertainable (Note 5).
 
 ii.  Computation of income tax based on certain opinion /
 interpretation and their impact, if any, are currently not
 ascertainable (Note 7(i))
 
 iii.  Investments in respect of which eventual shortfall in value
 thereof and recoverability of advances and their impact, if any are
 currently not ascertainable (Note no.9 and 10)
 
 III.  We further report that the overall impact of items mentioned in
 Para II above has not been ascertained and therefore, cannot be
 commented upon by us.
 
 IV.  Further to the 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 it appears from our examination of such
 books;
 
 c) The Balance Sheet, and the Profit and Loss Account dealt with by
 this report are in agreement with the books of account;
 
 d) In our opinion, the Balance Sheet, Profit and Loss Account and the
 Cash Flow Statement dealt with by this report comply with the
 Accounting Standards referred to in Section 211 (3C) of the Act;
 
 e) On the basis of written representations received from the Directors
 and taken on record by the Board of Directors, none of the Directors is
 disqualified as on 31st March 2011 from being appointed as a director
 of the company in terms of clause (g) of sub-section (1) of section 274
 of the Act ;
 
 f) In our opinion, and to the best of our information and according to
 the explanations given to us the said accounts subject to our remarks
 as given in Para II above with their resultant impact and including
 overall impact as given in Para III above (presently not ascertainable)
 and Note 13 of Schedule 15 regarding non-availability of details
 relating to Micro, Small and Medium Enterprise Development Act, 2006
 and read together with the other notes thereon 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 :
 
 i.  In the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2011;
 
 ii.  In the case of the Profit and Loss Account, of the profit for the
 year ended on that date; and
 
 iii.  In the case of Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 ANNEXURE REFERRED TO IN PARAGRAPH I OF AUDITORS'' REPORT OF EVEN DATE
 
 i. (a) The Company has maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets.
 
 (b) The Fixed assets of the company where physically verified by the
 Management according to phased program of verification, which in our
 opinion is reasonable having regard to the size of the Company and the
 nature of its business. Discrepancies noticed on such verifications
 were not material.
 
 (c) The company has not disposed off a substantial part of its fixed
 assets during the year, which affect its going concern status.
 
 ii. (a) As explained to us, the inventories of the Company except
 materials lying with the third parties have been physically verified by
 the management at reasonable intervals during the year / at the
 year-end. In our opinion and according to the information and
 explanations given to us, the frequency of the verification is
 reasonable.
 
 (b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 except in respect of materials lying with third parties followed by the
 management is reasonable and adequate in relation to the size of the
 Company and nature of its business.
 
 (c) On the basis of examination of the records of inventory and
 according to the information and explanations given to us, we are of
 the opinion that the Company is maintaining proper records of
 inventory. Discrepancies noticed on the physical verification of stocks
 were not material.
 
 iii. On the basis of examination of the records and according to the
 information and explanations given to us, the Company has not taken/
 granted any loans, secured or unsecured to companies, firms, or other
 parties covered in the register maintained under Section 301 of the Act
 during the year. Accordingly, the provisions of clause 4 (iii)(b) to
 (g) of the order are not applicable to the company. However, interest
 amounting to Rs. 15,79,050 is overdue from a company covered in the
 register maintained under Section 301 of the Act.
 
 iv. In our opinion and according to the information and explanations
 given to us there are adequate internal control procedures commensurate
 with the size of the company and nature of its business with regard to
 the purchase of inventory, fixed assets and sale of goods. During the
 course of our audit we have not observed any continuing failure to
 correct major weakness in internal control system.
 
 v. 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 Act. Accordingly, the provisions of clause 4(v) (b)
 of the order are not applicable to the company.
 
 vi. The Company has not accepted any deposits from the public during
 the year within the meaning of the provisions of Section 58A, 58 AA or
 any other relevant provision of the Act and rules made thereunder.
 
 vii. The Company has an internal audit system which covers certain
 specific areas of operations/ process and therefore the scope thereof
 needs to be enlarged and the system followed needs to be further
 strengthened.
 
 viii. As explained to us, the Central Government has prescribed the
 maintenance of cost records under section 209(1) (d) of the Act for
 manufacture of tea. The Company is in the process of compiling such
 records. However in the absence of these records we have not been able
 to carry out the review of the same.
 
 ix. According to the information and explanations given to us and as
 per the records of the Company, the Company is regular in depositing
 with appropriate authorities undisputed statutory dues including
 Provident Fund, Investor Education and Protection Fund, Employees State
 Insurance, Income Tax, Professional Tax, Sales Tax, Wealth tax, Service
 Tax, Excise Duty, Cess and any other statutory dues applicable to it.
 However, according to the information and explanations given to us,
 there is no undisputed amounts payable in respect of these which were
 in arrears as on 31st March. 2011 for a period of more than six months
 from the date they became payable.
 
 x.  There are no accumulated losses as at the close of the financial
 year. The Company has not incurred cash losses during the year and in
 the immediately preceding previous financial year.
 
 xi. Based on our examination of documents and record and according to
 information and explanation given to us, the company has not defaulted
 in repayment of dues to Fnanancial Institutions and banks. There are no
 debenture holders.
 
 xii. Based on our examination of documents and record and according to
 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 and other securities.
 
 xiii. The Company is not a Chit fund or a Nidhi / Mutual benefit fund /
 society. Accordingly, the provisions of the clause 4(xiii) of the Order
 are not applicable to the Company.
 
 xiv.  The Company is not dealing and trading in shares, securities,
 debentures and other investments.  Accordingly, the provisions of the
 clause 4(xiv) of the Order 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 Bank
 or Financial Institutions.
 
 xvi.  As per the information and explanation given to us, the Company
 has not availed fresh term loan during the year.
 
 xvii. According to the information and explanations given to us and on
 an overall examination of the Balance Sheet of the company, considering
 the loans as mentioned in Note 5 of Schedule 15 as short term, we
 report that the company has not utilized short term funds for long term
 purposes.
 
 xviii.  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.
 
 xix.  On the basis of examination of the records, the Company has not
 issued any debentures.
 
 xx.  The Company has not raised any money by public issue during the
 year.
 
 xxi. During the course of our examination of the books of account
 carried out in accordance with generally accepted auditing practices in
 India, we have neither come across any incidence of fraud on or by the
 Company nor have we been informed of any such case by the Management.
 
                                              For Lodha & Co.
 
                                        Chartered Accountants
 
                           Firm ICAI Registration No: 301051E
 
                                                     H.S. Jha
 Place: Kolkata                                       Partner
 
 Date: 30th July, 2011                   Membership No. 55854