We have audited the attached Balance Sheet of VICEROY HOTELS LIMITED as
 at 31st March, 2011 and also the Profit & Loss Account for the period
 ended on the 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.
 
 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 statement. An audit also includes
 assessing the accounting principles used and significant estimates made
 by management, as well as evaluating the overall statement
 presentation. We believe that our audit provides a reasonable basis of
 our opinion.
 
 As required by the Companies (Auditors Report) Order 2003, issued by
 the Central Government of India in terms of the 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.
 
 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 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 ;
 
 (iii) The Balance Sheet & Profit & Loss Account dealt with by this
 report are in agreement with the books of account ;
 
 (iv) In our opinion, the Balance Sheet & Profit & Loss Account dealt
 with by this report comply with the Accounting standards referred to in
 sub-section (3C) of Section 211 of Companies Act, 1956 ;
 
 (v) On the basis of written representations received from the
 Directors, as on 31st March , 2011 and taken on record by the Board of
 Directors, we report that none of the Directors is disqualified as on
 31st March, 2011 from being appointed 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 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, 2011;
 
 (b) In the case of the Profit & Loss Account, of the loss for the
 period ended on that date;
 
 And
 
 (c) In the case of the Cash Flow, of the cash flows for the period
 ended on that date.,
 
 Annexure to the Auditor''s Report
 
 I.  (a) The Company has maintained proper records showing full
 particulars including quantitative details
 
 and situation of Fixed Assets.
 
 (b) As explained to us, the fixed assets have been physically verified
 by the management at reasonable intervals and no material discrepancies
 between the book records and the physical inventory have been noticed
 on such verification.
 
 (c) The Company has not disposed off substantial part of the Fixed
 Assets during the year.
 
 II.  (a) The Inventory has been physically verified during the year and
 in our opinion, the frequency of verification is reasonable.
 
 (b) In our opinion, the procedures of the 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.
 
 The Company is maintaining proper records of inventory and as explained
 to us, no material discrepancies were noticed on physical verification
 of stocks as compared to book records.
 
 III.  The Company has granted and taken loans, unsecured to / from
 Companies, Firms or other Parties covered in the register maintained
 U/s.301 of the Companies Act, 1956 and registers are being maintained
 by the company.
 
 The Company has granted loans, the rate of interest & other term and
 conditions on which loans have been granted to parties listed in the
 register maintained under section 301 is not prejudicial to the
 interest of the Company.
 
 The loans are granted by company, the clause of receipt of interest &
 principal amount from parties, are not prejudicial to the company.
 
 The loans have been granted to Companies, Firms & other parties listed
 in the register U/s.301 of the Companies Act, 1956, and there is no
 overdue amount of loan
 
 The Company has taken loans, unsecured from Companies, firms or other
 parties covered in the register maintained under section 301 of the
 Companies Act, 1956 and registers are being maintained.
 
 The Company has taken loans, and the rate of interest & other terms and
 conditions on which loans have been taken from parties listed in the
 register maintained under section 301 is not prejudicial to the
 interest of the company.
 
 The repayment of interest & principal amount to parties, are not
 prejudicial to the company.
 
 IV.  In our opinion and according to the information and explanations
 given to us, there are generally adequate internal control procedures
 commensurate with the size of the company and the nature of its
 business with regard to purchase of inventory and fixed assets and for
 sale of goods.
 
 There is no continuing failure by the company to correct any major
 weaknesses in internal control.
 
 V.  a) In our opinion and according to the information and explanation
 given to us, there are no transactions made by the company in respect
 of any party in the financial year and hence the maintenance of
 registrar under section 301 of the Companies Act, 1956 does not arise.
 
 (b) According to the information and explanations given to us, as there
 are no transactions made by
 
 the company, hence the charging of reasonable price does not arise.
 
 VI.  In our opinion and according to the information and explanations
 given to us, the company has complied with the provisions of section
 58A and 58AA of the Companies Act, 1956 and the Companies(Acceptance of
 Deposits) Rules, 1975 with regard to the deposits accepted from public.
 No order is passed by the 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 is having internal audit system,
 commensurate with its size and nature of its business.
 
 VIII.  In respect of the Company, the Central Government has not
 prescribed maintenance of cost records under clause (d) of
 sub-section(1) of section 209 of the Companies Act, 1956.
 
 IX.  a) The Company is regular in depositing statutory dues including P
 F, ESI, Income Tax, and any other
 
 statutory dues with the appropriate authorities and at the last of the
 financial year there were no amounts outstanding which were due for
 more than 6 months from the date they became payable.  b) According to
 the information and explanations given to us, no undisputed amounts are
 payable in respect of PF, ESI, Income Tax, and any other statutory dues
 as at the end of the period, for a period more than six months from the
 date they became payable.
 
 X.  The Company has been registered for a period of not less than 5
 years, and the company has no accumulated losses at the end of the
 financial year and the company has not incurred cash losses in this
 financial year and in the immediately preceding such financial year.
 
 XI.  According to information and explanations given to us, the Company
 has not defaulted in repayment of dues to financial Institutions or
 banks.
 
 XII.  According to the information and explanations given to 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 and hence
 the applicability of the clause regarding maintenance of adequate
 documents in respect of loans does not arise.
 
 XIII.  This clause is not applicable to this Company as the Company is
 not covered by the provisions of special statute applicable to Chit
 Fund in respect of Nidhi/Mutual Benefit Fund/Societies.
 
 XIV.  According to the information and explanations given to us, the
 company is not dealing or trading in shares, Securities, Debentures and
 other investments and hence 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, other than guarantees given to banks
 for the loans taken by M/s Crustum Products Pvt. Ltd., Subsidiary
 Company and hence the applicability of this clause regarding terms and
 conditions which are prejudicial to the interest of the company does
 not arise.
 
 XVI.  According to the information and explanations given to us, the
 Term Loans were applied by the company for the purpose for which the
 loans were obtained.
 
 XVII.  According to the information given to us and on an overall
 examination of the Balance Sheet of the Company, we report that the
 funds raised on short-term basis have not been used for long term
 investment and vice-versa during the year under audit.
 
 XVIII.  According to the information and explanations given to us, the
 Company has not made preferential allotment of Shares to parties and
 Companies covered in the Register maintained under section 301 of the
 Companies Act, 1956 and hence the applicability of the clause regarding
 the price at which shares have been issued and whether the same is not
 prejudicial to the interest of the Company.
 
 XIX.  According to the information and explanations given to us, the
 company has issued 500 debentures of Rs.10,00,000/- each on 21st March
 2007 and the company has created the security for the debentures issued
 by the company.
 
 XX.  According to information and explanations given to us, the company
 has not raised money by way of public issues during the year, hence the
 clause regarding the disclosure by the management on the end use of
 money raised by Public Issue is not applicable.
 
 XXI.  According to the information and explanations given to us, no
 fraud on or by the Company has been noticed or reported during the year
 under audit.
 
                                                    For P.MURALI & CO.,
 
                                                  Chartered Accountants
 
                                             Firm''s Regn. No. : 007257S 
 
 Hyderabad
 
 August 13, 2011                                                  SD/-
                                                   P.MURALI MOHANA RAO
 
                                                               PARTNER
                                                  Membership No. 23412