1.  We have audited the attached Balance Sheet of UNITY INFRAPROJECTS
 LIMITED as at March 31, 2012, and the Statement of Profit and Loss and
 Cash Flow Statement for the year ended on that date annexed thereto.
 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, as
 amended by the Companies (Auditor''s Report) (Amendment) Order, 2004,
 issued by the Central Government of India in terms of sub-section (4A)
 of Section 227 of The Companies Act, 1956 of India (hereinafter
 referred to as the'' Act'')and on the basis of such checks of the books and
 records of the Company as we considered appropriate and according to
 the information and explanations given to us, we give in the Annexure a
 statement on the matters specified in paragraphs 4 and 5 of the said
 Order.
 
 4.  We did not audit the financial statement of integrated joint
 ventures reflecting company''s shares in profit of Rs. 280.36 lacs in
 these financial statements. These financial statements have been
 audited by other auditors whose reports have been furnished to us and
 our opinion, in so far as it relates to the amounts included in respect
 of the said audited ventures is based solely on the report of the other
 
 5.  Further to our comments in the Annexure referred to in paragraph 3
 above, were port 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 those
 books;
 
 (c) The Balance Sheet, Statement of Profit and Loss and Cash Flow
 Statement 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 and
 Cash Flow Statement dealt with by this report comply with the
 accounting standards referred to in sub-section (3C) of Sect ion
 211 of the Act;
 
 (e) On the basis of written representations received from the
 directors, as on March 31, 2012 and taken on record by the Board of
 Directors, none of the directors is disqualified as on March 31, 2012
 from being appointed as a director in terms of clause (g) of sub-
 section (1) of Sect ion 274 of the Act;
 
 (f) In our opinion and to the best of our information and according to
 the explanations given to us, they said financial statements together
 with the notes thereon and attached thereto give in the prescribed
 manner the information required by the Act 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 t h e
 Company as at March 31,2 012;
 
 (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 the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 
 1.  (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 have been physically verified by
 the management during the year and no material discrepancies between
 the book records and the physical inventory have been noticed. In our
 opinion, the frequency of verification is reasonable.
 
 (c) In our opinion and according to information explanation given to
 us, the company has not disposed off a substantial part of fixed assets
 during the year and the going concern status of the Company is not
 affected.
 
 2.  (a) As per the information and explanations given to us, the
 inventory has been physically verified by the management during the
 year. In our opinion, the frequency of verification is reasonable.
 
 (b) In our opinion and according to the information and explanations
 given to us, 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) On the basis of our examination of the inventory records, in our
 opinion, the Company is maintaining proper records of inventory. The
 discrepancies noticed on physical verification of inventory as compared
 to book records were not material
 
 3.  (a) According to the information and explanations given to us, the
 Company has granted unsecured loans, to twenty companies and three
 parties covered in the register maintained under Section 301 of the Act.
 The maximum amount involved during the year is Rs. 25,339.76 lacs and
 the year-end balance of such loans aggregates to Rs.  19,228.56 lacs
 
 (b) According to the information and explanations given to us, the
 Company has taken unsecured loans, from one company and three parties
 covered in the register maintained under Section 301 of the Act. The
 maximum amount involved during the year is Rs. 5,296.52 lacs and the
 year-end balance of such loans aggregates to Rs. 1,966.89 lacs.
 
 (c) In our opinion and according to the information and explanations
 given to us, the rate of interest, wherever
 applicable and other terms and conditions of such loans are not prima 
 facie prejudicial to the interest of the Company.
 
 (d) The principal a mounts are repayable on demand and there is no
 repayment schedule. The interest, wherever applicable, is pay blonde and.
 
 (e) In respect of loans given to companies covered in the register
 maintained, the same are repayable on demand and therefore the question
 of overdue amounts does not arise. In respect of interest, wherever
 applicable, there are no overdue amounts.
 
 (f) In respect of the aforesaid loans, the Company is regular in
 repaying the principal amounts as stipulated and is also regular in
 payment of interest, where applicable.
 
 4.  In our opinion and according to the information and explanations
 given to us, there is an adequate internal cont roI system commensurate
 with the size of t he Company and the nature of its business for the
 purchase of inventory, fixed assets and for the sale of goods and
 services. Further, on the basis of our examination of the books and
 records of the Company, and according to the information and
 explanations given to us, we have neither come across nor have been
 informed of any continuing failure to correct major weaknesses in the
 aforesaid internal control system.
 
 5.  (a) In our opinion and according to the information and
 explanations given to us, the particulars of contracts or arrangements
 referred to in Section 301 of the Act have been entered in the register
 required to be maintained under that section.
 
 (b) In our opinion and according to the information and explanations
 given to us, the transactions made in pursuance of such contracts or
 arrangements and exceeding the value of Rupees Five Lakhs in respect of
 any party during the year have been made at prices which are reasonable
 having regard to the prevailing market prices at the relevant time.
 
 6.  According to the information and explanations given to us, the
 Company has not accepted any deposits from the public and consequently,
 the directives issued by the Reserve Bank of India, and the provisions
 of Sections 58Aand 58AA or any other relevant provisions of the Act and
 the Companies (Acceptance of Deposits) Rules, 1975 with regard to the
 deposits accepted from the public are not applicable.
 
 7.  In our opinion, the Company has an internal audit system
 commensurate with its size and nature of its business.
 
 8.  We have broadly reviewed the books of account maintained by the
 Company in respect of products where, pursuant to the Rules made by the
 Central Government of India, the maintenance of cost records has been
 prescribed under clause (d) of sub-section (1) of Section 209 of the Act
 and are of the opinion that prima facie, the prescribed accounts and
 records have been made and maintained. We have not, however, made a
 detailed examination of the records with a view to date
 rminewhether they are accurate or complete.
 
 9.  (a) According to the information and explanations given to us and the
 records of the Company examined by us, in our opinion, the Company is
 generally regular in depositing the undisputed statutory dues including
 provident fund, investor education and protection fund, employees''
 state insurance, income-tax, sales-tax, wealth tax, service tax,
 customs duty, excise duty, cess and other material statutory dues as
 applicable with the appropriate authorities.
 
 (b) According to the information and explanations given to us and the
 records of the Company examined by us, the particulars of dues of
 income-tax, sales-tax, wealth tax, service tax, customs duty, excise
 duty and cess as on Balance Sheet Date which have not been deposited on
 account of a dispute, are as follows-
 
                                                          (Rs. in Lacs) 
 
                                              Period to     Forum where
 Name of          Nature       Amount         Which the     the Dispute 
 Statute          of Due                      Amount        is  Pending
                                              Relates
 
                                                            Commissioner
 Income Tax       Income                        A.Y.        of Income Tax
 Act, 1961        Tax           0.24            2002-03     Appeal
 
                                                            Commissioner
                                                A.Y.
 Income Tax       Income                        2005-06 to  Appeal
 Act, 1961        Tax           314.71          A.Y. 
                                                2009-10
 
 10.  The Company has no accumulated los seat the end of the financial 
 Year and it has not incurred any cash losses in the financial year ended 
 on that date or in the immediately preceding financial year.
 
 11.  According to the records of the Company examined by us and the
 information and explanation given to us, the Company has not defaulted
 in repayment of dues to any financial institution or bank or debenture
 holders.
 
 12.  In our opinion and according to the information and explanations
 given to us, the Company has not granted any loans and advances on the
 basis of security by way of pledge of shares, debentures and other
 securities.
 
 13.  In our opinion and according to the information and explanations
 given to us, the company is not a chit fund / n id hi/ mutual benefit
 fund / society. Accordingly, clause (xiii) of paragraph 4 ofthe order
 is not applicable to the Company.
 
 14.  In our opinion and according to the information and explanations
 given to us, the Company is not a dealer or trader in shares,
 securities, debentures and other investments. Accordingly, clauses
 (xiv) of paragraph 4 of the Order are not applicable to the Company
 for the year.
 
 15.  In our opinion and according to the information and explanations
 given to us, the terms and conditions on which the Company has given
 guarantees for loans taken from others from banks/ financial
 institutions during the year are not prima facie prejudicial to the
 interest of the Company.
 
 16.  In our opinion, and according to the information and explanations
 given to us, on an overall basis, the term loans have been applied for
 the purposes for which they were obtained.
 
 17.  On the basis of an overall examination of the balance sheet of the
 Company, in our opinion and according to the information and
 explanations given to us, there are no funds raised on a short-term
 basis which have been used for long-term purpose.
 
 18.  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 during the year.
 
 19.  The Company has not issued any debentures. Accordingly, clause
 (xix) of Paragraph 4 of the order is not applicable.
 
 20.  The Company has not raised any money by public issues during the
 year. Accordingly, clause (xx) of Paragraph 4 of the order is not
 applicable.
 
 21.  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 other information and explanations
 given to us, we have neither come across any instance of fraud on or by
 the Company, noticed or reported during the year, nor have we been
 informed of such case by the management.
 
                                                  For C.B.Chhajed & Co.
 
                                                 Chartered Accountants
 
                                                 Firm Regn No. 101796W
 
                                                        C.  B. Chhajed 
 
 Place: Mumbai                                                 Partner
 
 Dated: May 30, 2012                             Membership No. : 9447