1.  We have audited the attached Balance Sheet of Uni Abex Alloy
 Products Limited as at 31st March, 2012, together with the Statement of
 Profit and Loss of the Company for the year ended on that date annexed
 thereto and the Cash Flow Statement for the year ended on that of the
 company 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 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,
 issued by the Company Law Board in terms of Section 227 (4A) of the
 Companies Act, 1956, we annex hereto a statement on the matters
 specified in paragraphs 4 and 5 of the said Order.
 
 4.  Further to our comments referred to in paragraph (3) 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 the
 books;
 
 c) The Balance Sheet, Statement of Profit and Loss dealt with by this
 report are in agreement with the books of account;
 
 d) In our opinion, the Balance Sheet, Statement of Profit and Loss
 dealt with by this report are in compliance with the accounting
 standards referred to in Section 211 (3C) of the Companies Act, 1956;
 
 e) On the basis of the written representations received from the
 Directors, as on 31st March, 2012 and taken on record by the Board of
 Directors, we report that none of the Directors is disqualified as on
 31 st March, 2012 from being appointed as a director in terms of
 Section 274 (1)(g) of the Companies Act, 1956;
 
 f) In our opinion and to the best of our information and according to
 the explanations given to us, the accounts read 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 the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2012;
 
 ii) in the case of the Statement of Profit and Loss, 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.
 
 As required by the Companies (Auditor''s Report) Order, 2003, issued
 by the Central Government in terms of Section 227 (4A) of the Companies
 Act, 1956 (the Act), and on the basis of such checks as we considered
 appropriate and according to the information and explanations given to
 us during the course of the audit, we further report that: -
 
 1.  (a) The Company has maintained records showing full particulars,
 including quantitative details and situation of its fixed assets.
 
 (b) The fixed assets of the Company have been physically verified by
 the management during the year as per the programme of verification
 drawn up which in our opinion is reasonable having regard to the size
 of the Company and the nature of its assets. We are informed that no
 material discrepancies were noticed on such verification as compared to
 book records.
 
 (c) During the year, the Company has not disposed off a substantial
 part of fixed assets so as to affect the going concern status of the
 Company.
 
 2.  (a) The stocks of finished goods, raw materials, stores and spare
 parts have been physically verified by the management at reasonable
 intervals during the year. In our opinion the frequency of verification
 is reasonable.
 
 (b) In our opinion, 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 has maintained proper records of inventory and the
 discrepancies between the physical inventory and the book records
 noticed on physical verification were not material and have been
 properly dealt with in the books of account.
 
 3.  The Company has not granted or taken any loans, secured or
 unsecured, to/from companies, firms or other parties covered in the
 register maintained under Section 301 of the Act.
 
 4.  In our opinion and according to the information and explanations
 given to us, there are adequate internal control systems 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 neither been informed
 nor have we observed any continuing failure to correct major weaknesses
 in internal control system.
 
 5.  a) On the basis of our examination of the books of account and
 based on the information and explanations provided by the management,
 we are of the opinion that the particulars of contracts and
 arrangements that need to be entered into the register in pursuance of
 Section 301 of the Act have been so entered in the said register.
 
 b) In our opinion and according to the information and explanation
 given to us, the aforesaid transactions in pursuance of contracts and
 arrangements aggregating in value during the year to more than five
 lakhs rupees in respect of each party have been made at prices which
 are reasonable having regard to the prevailing market prices.
 
 6.  The Company has not accepted any deposits from the public within
 the meaning of the provisions of Sections 58A, 58AA or any other
 relevant provisions of the Act.
 
 7.  The Company has an internal audit system, which in our opinion is
 commensurate with its size and nature of its business.
 
 8.  The Central Government has prescribed maintenance of cost records
 under section 209(1 )(d) of the Companies Act, 1956 in respect of the
 products manufactured by the Company. We have broadly reviewed the
 books of account maintained by the Company and are of the opinion that
 prima facie, the prescribed accounts and records have been made and
 maintained.
 
 9.  a) According to the information and explanations given to us by
 management and on the basis of the examination of the books of account
 carried out by us, the Company has been regular in depositing
 undisputed statutory dues including Provident Fund, Investor Education
 and Protection Fund, Employees'' State Insurance, Income-tax,
 Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and
 the statutory dues with the appropriate authorities. There were no
 undisputed arrears of statutory dues outstanding as at 31st March,
 2012, for a period of more than six months from the date they became
 payable.
 
 b) According to the information and explanations given to us by
 management and the records of the Company examined by us, there were no
 disputed dues in respect of Sales-tax, Income Tax, Custom Duty, Wealth
 Tax, Service Tax, Excise Duty and Cess which have not been deposited as
 on 31st March, 2012 except as stated below :
 
     Nature of     Period                Amount       Forum where dispute
                                                      is pending
     dues                               (Rs In Lacs)
 
 1.  Sales Tax    (F.Y. 1997-98, to 
                   1999-00,                283.11     Dy. Commissioner 
                                                      / Jt.
                   F.Y.2001-02 to 
                   2004-05)                           Commisioner of
                                                      Sales Tax Appeals
 
 2.  Excise Duty  (F.Y. 1995-96, 
                   1997-98                  29.81     Dy. Commissioner of
                   F.Y.2002-03 to 
                   2003-04,                           Central Excise
                   F.Y.2005-06 to 
                   2011-12)
 
 3.  Excise Duty  (F.Y. 2001-02, F.Y. 
                   2003-04                  19.18     Customs, Excise,
                                                      Service Tax
                   to 2009-10)                        Appellate Tribunal
 
 4.  Income Tax   (A.Y.2005-06,2006-07)     16.13     Commissioner of
                                                      Income Tax(Appeals)
 
 10.  The Company does not have any accumulated losses as at 31st March,
 2012, nor has it incurred any cash loss during the financial year ended
 on that date and in the immediately preceding financial year.
 
 11.  The Company has not defaulted in repayment of dues to the banks
 during the year. The Company did not have any dues payable to financial
 institutions or to debenture holders during the year.
 
 12.  As per the books and records of the Company examined by us, the
 Company has not granted any loans or advances on the basis of security
 by way of pledge of shares, debentures and other securities.
 
 13.  Clause (xiii) of the Order is not applicable as the Company is not
 a chit fund company or nidhi/ mutual benefit fund/ society.
 
 14.  The Company has not dealt or traded in shares, securities,
 debentures or other investments during the year.
 
 15.  According to the information given to us and as per the records
 examined by us, the Company has not given any guarantee for the loans
 taken by others from banks or financial institutions during the year.
 
 16.  The Company has not taken or applied any term loan during the
 year.
 
 17.  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.
 
 18.  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 during the year.
 
 19.  The Company has not issued any debentures during the year.
 
 20.  The Company has not raised any money by public issue during the
 year.
 
 21.  During the course of our examination of the books of account
 carried out in accordance with the generally accepted auditing
 practices in India, we have neither come across any instance of fraud
 on or by the Company, either noticed or reported during the year, nor
 have we been informed of any such case by the management.
 
 
 
                                           For Ford, Rhodes, Parks & Co.
 
                                                  Chartered Accountants 
 
                                        Firm''s Registration No. 102860W
 
                                                            S.B. Prabhu
 
                                                                Partner
 
 Mumbai, 29th May, 2012                             Membership No.35296