1.  We have audited the attached Balance Sheet of Vishal Retail Limited
 (the Company) as at March 31, 2010 and also the Profit and Loss
 account and 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 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, as
 amended by the Companies (Auditors 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 (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.  a) We report that
 
 I.  The accumulated tosses of Rs. 4,269,001,402 as at March 31, 2010
 exceed the net worth of the company;
 
 ii.  Certain lenders have filed winding up petition against the company
 in the high court.
 
 However, the accounts have been drawn on going concern assumption as
 the company has made a proposal under Corporate Debt Restructuring
 Scheme to CDR Cell for restructuring of its secured as well as
 unsecured debts and expects turnaround (Refer Note B-8 of Schedule 20).
 
 b) We draw attention to NoteB-12 of Schedule 20 with regards to
 inventory of Rs. 2,199,612,291 lying at various stores and warehouses
 of the Company which is physically verified by other Chartered
 Accountants and relied upon by us.
 
 5.  Further to our comments in the paragraph 3 & 4 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, except that we have not been provided:
 
 a.  6as/s and supporting for write off of inventory amounting to Rs.
 3,417,159,919 on account of pilferage, shrinkages, slow- moving,
 non-moving, obsolete and damaged goods.
 
 b.  Adequate documentary evidence for Display Charges included in
 Other Incomeamounting Rs. 28,602,715 recognised in the Profit &
 LossAccount
 
 c.  Adequate documentary evidence to support write-off of capital work
 in progress amounting to Rs. 7,869,388 included in prior period
 expenses;
 
 d.  Basis for write-off of sundry balances amounting to Rs. 14,033,201
 included in Other expenses in Schedule 16;
 
 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 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, except;
 
 a) Accounting Standard 2 Valuation of Inventories: The cost for
 valuation of inventories does not include Octroi, mandi tax, entry tax,
 input VAT, freight inwards and discount received on the purchase. The
 impact of such deviation from AS 2 is currently unascertainable.
 
 b) Accounting Standard 28 Impairment of Assets: whereby no assessment
 for impairment of assets, if any, was carried out during the year by
 the management;
 
 c) Accounting Standard 22 Accounting for Taxes on Income: The Company
 has recognized Deferred Tax Assets amounting to Rs.  2,626,499,840 as
 at 31 March 2010 even though the Company has incurred operating losses
 in the current year & in the earlier years and there is no convincing
 evidence as to virtual certainty of future income;
 
 v. On the basis of the written representations received from the
 directors, as on March 31, 2010, and taken on record by the Board of
 Directors, we report that none of the directors is disqualified as on
 March 31,2010 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 give the information
 required by the Companies Act, 1956, in the manner so required. We
 further report as under:
 
 a) The balances of unsecured loans amounting Rs. 1,604,587,755 from
 various banks and financial institutions are subject to confirmation
 and reconciliation.
 
 b) The balance of Sundry Debtors Rs. 29,157,235 and Sundry Creditors
 Rs. 1,235,104,887 are subject to confirmation and reconciliation.
 
 Subject to these observations and other observations in paragraphs
 4(a), 5(i)(a), 5(i)(b), 5(i)(c), 5(i)(d) & 5(iv)(a),5(iv)(b)and
 5(iv)(c) above, the consequential effect of which on relevant assets,
 liabilities and loss for the year is not quantifiable;
 
 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 March 31,2010;
 
 b) in the case of the profit and loss account, of the loss for the year
 ended on that date; and
 
 c) in the case of cash flow statement, of the cash flows for the year
 ended on that date.
 
 ANNEXURE TO AUDITORS REPORT
 
 [Referred to in paragraph 3 of the Auditors Report of even date to the
 members of Vishal Retail Limited on the financial statements for the
 year ended 31- March 2010]
 
 (I) (a) The Company has not maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) The fixed assets of the Company have not been physically verified
 by the management during the year ended March 31, 2010. Hence,
 discrepancies if any, could not be ascertained.
 
 (c) In our opinion and according to the information and explanations
 given to us, a substantial part of fixed assets has not been disposed
 of by the Company during the year.
 
 (ii) (a) The inventory has been physically verified by the management
 and other Chartered Accountants at stores and warehouses during the
 year. In our opinion, the frequency of verification is reasonable.
 
 (b) 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, except in relation to
 identification of slow moving, non moving, obsolete and damaged items
 of inventory.
 
 (c) The Company is maintaining proper records of inventory and material
 discrepancies noticed on physical verification were properly adjusted
 in books of accounts.
 
 (iii) (a) The company had in a prior year granted unsecured loan to two
 parties covered in the register maintained under section 301 of the
 Companies Act, 1956. Further during the year the Company granted
 additional unsecured loan to one of these parties. The maximum amount
 involved during the year was Rs. 1,970,972 and the year- end balance of
 loans granted to such parties was Rs. Nil.
 
 (b) In our opinion and according to the information and explanations
 given to us, the rate of interest and other terms and conditions for
 such loans are not, prima facie, prejudicial to the interest of the
 Company.
 
 (c) The parties have repaid the principal amounts as stipulated and
 have also been regular in the payment of interest to the Company.
 
 (d) There is no overdue amount in excess of Rs. 1 Lakh in respect of
 loans granted to companies, firms or other parties listed in the
 register maintained under section 301 of the Companies Act, 1956.
 
 (e) The Company had in a prior year taken an unsecured interest free
 loan from a party covered in the register maintained under section 301
 of the Companies Act, 1956. During the year, the Company had taken
 further interest free unsecured loan from such party. The maximum
 amount involved during the year was Rs. 19,105,112 and the year-end
 balance of loans taken from such parties was Rs. 7,196,145.
 
 (f) In our opinion, the rate of interest and other terms and conditions
 for such loans are not, prima facie, prejudicial to the interest of the
 Company.  <
 
 (g) In respect of the aforesaid loans, the Company is regular in
 repaying the principal amounts as stipulated and has been regular in
 payment of interest,
 
 (iv) In our opinion and according to the information and explanations
 given to us, the existing internal control system is not adequate and
 commensurate with the size of the Company and the nature of its
 business with regard to purchase of inventory, fixed assets and with
 regard to the sale of goods and services. During the course of our
 audit, we have observed that there is a continuing failure to correct
 weakness in internal control system of the Company.
 
 (v) (a) According to the information and explanations given to us, we
 are of the opinion that the particulars of contracts or arrangements
 referred to in section 301 of the Companies Act, 1956 that need to be
 entered into the register maintained under section 301 have been so
 entered.
 
 (b) In our opinion and according to the information and explanations
 given to us, the transactions made in pursuance of such contracts or
 arrangements exceeding value of Rupees five lakhs have been entered
 into during the financial year at prices which are reasonable having
 regard to the prevailing market prices at the relevant time.
 
 (vij The Company has not accepted any deposits, from the public within
 the meaning of Sections 58A and 58AA of the Act and the rules framed
 there under.
 
 (vii) In our opinion, there is no internal audit system at the
 Corporate Office and warehouses. In respect of branches, the internal
 audit system should be further strengthened and scope widened to be
 commensurate with the size and nature of its business.
 
 (viii) The Central Government of India has not prescribed the
 maintenance of cost records under clause (d) of sub-section (1) of
 Section 209 of the Act for any of the products of the Company.
 
 (ix) (a) According to the records of the Company, the Company is
 generally regular in depositing undisputed statutory dues including
 provident fund, employees state insurance, income-tax, sales-tax,
 wealth-tax, service tax and customs duty. Further, as explained to us,
 the provisions of regarding investor education and protection fund and
 excise duty are presently not applicable to it.
 
 Further, since the Central Government has till date not prescribed the
 amount of cess payable under section 441A of the Companies Act, 1956,
 we are not in a position to comment upon the regularity or otherwise of
 the Company in depositing the same.
 
 (b) According to the information and explanations given to us,
 undisputed dues in respect of provident fund, investor education and
 protection fund, employees state insurance, income-tax, wealth-tax,
 service tax, sales-tax, customs duty, excise duty, cess and other
 statutory dues which were outstanding, at the year end for a period of
 more than six months from the date they became payable are as follows:
 
 Name of the 
 Statute           Nature of the dues        Amount 
                                              (Rs.)      Period to 
                                                         which it 
                                                         relates
 
 Various Statues
 of respective 
 states            Labour Welfare Fund      208,686      2008-09
 
 Various Statues
 of respective 
 states            Professional Tax          47,448      2006-07
 
 Various Statues 
 of respective 
 states            Professional Tax          15,830      2007-08
 
 Various Statues
 of respective
  states           Professional Tax          55,231      2008-09
 
 Employees State 
 Insurance
 Corporation       Employees State 
                   Insurance                192,153      2007-08
 
 Employees State
 Insurance  
 Corporation       Employees State
                   Insurance                194,522      2008-09
 
 Employees
 Provident Fund    Provident Fund            87,580      2009-10
 
 (c) According to the records of the Company, the dues outstanding of
 income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
 duty and cess on account of any dispute, are as follows:
 
 Name of the 
 Statute         Nature of the dues     Amount 
                                        (Rs.)        Period 
                                                     to Which
                                                     It Relates
                                                     (FY)
 
 Excise Duty 
 Act, 1944       Excise Duty            500,000      2007-08
 
 Sales Tax Act 
 (West Bengal)   Sales Tax            1,527,586      2002-03
 
 Sales Tax Act 
 (Delhi)         Sales Tax            1,149,937      2002-03
 
 Sales Tax Act
  (Guwahati)     Sales Tax            2,009,712      2002-03
 
 Income Tax 
 Act, 1961       Income Tax           3,323,879      2005-06
 
 Income Tax
  Act, 1961      Income Tax          62,305,573      2006-07
 
 Income Tax 
 Act, 1961       Income Tax          61,536,850      2007-08
 
 Name of the Statute       Forum where dispute is pending
 
 Excise Duty Act, 1944    Assistant Commissioner, Central Excise, Agra 
 
 Sales Tax Act 
 (West Bengal)            Additional Asst. commissioner of Commercial
                          Tax
 
 Sales Tax Act (Delhi)   Deputy Commissioner of Sales Tax
 
 Sales Tax Act 
 (Guwahati)              Superintendent of Taxes 
 
 Income Tax Act, 1961    Commissioner of Income Tax (Appeals)
 
 Income Tax Act, 1961    Commissioner of Income Tax (Appeals) 
 
 Income Tax Act,1961     Commissioner of Income Tax (Appeals)
 
 (x) The accumulated losses of the Company at the year end are more than
 fifty percent of its net worth. Further, the Company has incurred cash
 losses during the financial year covered by our audit and the
 immediately preceding financial year. The effect of qualifications in
 our audit report is currently unascertainable and accordingly
 accumulated losses have not been adjusted for consequential effect
 resulting from such qualifications.
 
 (xi) In our opinion and according to the information and explanations
 given to us, the Company has defaulted in repayment of dues to a
 financial institution, bank and debenture holders. Details of such
 default is reported as under:
 
 Name of Banker         Nature Of Facility     Nature Of Dues
 
 State Bank Of India      Term Loan           Principal Repayment
 
                          SLC
 
 HDFC Bank                Term Loan           Principal Repayment
 
 LIC Mutual Fund .        Non Convertible     Principal Repayment
 
 Asset Management         Debentures 
 Co. Ltd
 
 Name of 
 Banker    Amount Of Default      Due date      Date of rectifying
                                                the Default
 
 State 
 Bank Of
 India     8,400,000.00           01-Apr-09         23-May-09
 
           8,400,000.00          01.-May-09         23-Jun-09
 
           8,400,000.00          01-Jun.-09         29-Jul-09
 
           8,400,000.00           01-Jul-09         29-Sep-09
 
           8,400,000.00           01-Aug-09        30-Oct-009
 
           8,400,000.00           01-Sep-09         30-Oct-09
 
           8,400,000.00           01-Oct-09         31-Dec-09
 
           8,400,000.00           01-Nov-09         30-Jan-10
 
           8,400,000.00           01-Dec-09         30-Jan-10
 
           8,400,000.00           01-Jan-10         10-Jan-10
 
           8,400,000.00           01-Feb-10         31-Jan-10
 
           8,400,000.00           01-Mar-10         04-May-10
 
          45,000,000.00           21-Sep-09         29-Dec-09
 
 HDFC
 Bank     10,000,000.00           28-Jun-09         15-Sep-09
 
          10,000,000.00           28-Dec-09   Still Continuing
 
          10,000,000.00           28-Mar-10   Still Continuing
 
           1,000,000.00           11-Jul-09   Still Continuing
 LIC
 Mutual 
 Fund .
 Asset
 Manag
 ement
 Co. 
 Ltd       1,000,000.00           31-Aug-09   Still Continuing
 
          17,000,000.00           30-Sep-09   Still Continuing
 
          25,000,000.00           31-Oct-09   Still Continuing
 
           1,000,000.00           30-Nov-09   Still Continuing
 
           1,000,000.00           31-Dec-09   Still Continuing
 
           1,000,000.00           31-Jan-10   Still Continuing
 
           1,000,000.00           28-Feb-10   Still Continuing
 
           1,000,000.00           31-Mar-10   Still Continuing
 
 Name of Banker      Nature Of Facility          Nature Of Dues
 
 Deutsche Asset      Non Convertible        Principal Repayment
 management          Debentures
 (India) pvt. Ltd.
 
 ING Vysya Bank
  Ltc.               Short Term Loan        Principal Repayment
 
 UCO Bank Ltd.       Short Term Loan        Principal Repayment
 
 Barclays Bank PLC   WCDL                   Principal Repayment
 
 HSBC                WCDL                   Principal Repayment
 
 DBS                 Bill Discounting        Principal Amount
 
 DEUTSCHE BANK       Bill Discounting        Principal Amount
 
 Name of
 Banker     Amount Of Default    Due date   Date of rectifying
                                            the Default
 
 Deutsche
 Asset
 manag
 ement
 (India)
  pvt.
  Ltd.       500,000,000.00     25-Aug-09   Still Continuing
 
 ING 
 Vysya 
 Bank Ltc    600,000,000.00     04-Oct-09   Still Continuing
 
 UCO
 Bank Ltd.   600,000,000.00     10-Aug-09   Still Continuing
 
 Barclays
  Bank PLC   400,000,000.00     30-Jun-09   Still Continuing,
 
 HSBC        200,000,000.00     06-Sep-09   Still Continuing
 
             200,000,000.00     07-Sep-09   Still Continuing
 
             100,000,000.00     26-Aug-09   Still Continuing
 
             100,000,000.00     06-Sep-09   Still Continuing
 
             100,000,000.00     25-Sep-09   Still Continuing
 
 DBS          12,002,848.00     19-Nov-09   Still Continuing
 
              10,338,871.00     20-Nov-09   Still Continuing
 
               5,491,195.00    21-Nov-09    Still Continuing
 
               7,068,467.00    23-Nov-09    Still Continuing
 
              12,195,897.00    24-Nov-09    Still Continuing
 
              16,097,106.00    25-Nov-09    Still Continuing
 
              17,342,878.00    26-Nov-09    Still Continuing
 
               8,168,656.00    27-Nov-09    Still Continuing
 
              17,311,142.00    28-Nov-09    Still Continuing
 
              20,314,190.00    30-Nov-09    Still Continuing
 
               8,656,597.00    1-Dec-09     Still Continuing
 
               5,104,997.00    2-Dec-09     Still Continuing
 
               5,072,076.00    5-Dec-09     Still Continuing
 
               6,978,643.00    7-Dec-09     Still Continuing
 
              15,481,656.00    8-Dec-09     Still Continuing
 
             14,690,245.00     9-Dec-09     Still Continuing
 
              7,218,741.00    14-Dec-09     Still Continuing
 
             12,301,904.00    15-Dec-09     Still Continuing
 
             21,140,723.00    16-Dec-09     Still Continuing
 
              5,610,551.00    17-Dec-09     Still Continuing
 
              5,155,489.00    18-Dec-09     Still Continuing
 
             25,864,383.00    29-Dec-09     Still Continuing
 
              5,483,315.00    31-Dec-09     Still Continuing
 
              6,922,929.00     7-Jan-10     Still Continuing
 
              6,778,191.00    13-Jan-10     Still Continuing
 
             11,363,014.00    14-Jan-10     Still Continuing
 
             16,305,994.00    21-Jan-10     Still Continuing
  
              6,888,316.00    27-Jan-10     Still Continuing
 
              6,109,387.00    28-Jan-10     Still Continuing
 
              6,282,998.00    29-Jan-10     Still Continuing
 
              9,953,526.00     3-Feb-10     Still Continuing
 
              8,753,214.00     4-Feb-10     Still Continuing
 
              4,491,994.00     5-Feb-10     Still Continuing
 
              6,402,498.00     6-Feb-10     Still Continuing
 
              7,457,756.00     8-Feb-10     Still Continuing
 
              3,691,204.00    11-Feb-10     Still Continuing
 
 DEUTSCHE
  BANK        5,113,486.00    13-Jan-10     Still Continuing
 
              2,087,508.00    15-Jan-10     Still Continuing
 
              5,245,309.00    18-Jan-10     Still Continuing
 
              6,665,801.00    22-Jan-10     Still Continuing
 
             11,410,311.00    25-Jan-10     Still Continuing
 
              7,926,882.00    27-Jan-10     Still Continuing
 
 
 Name of Banker    Nature Of Facility      Nature Of Dues
 
 SICOM              Bill Discounting       Principal Amount
 
 State Bank Of 
 India              Term Loan              Interest Payment
 
 State Bank Of 
 India
 
 State Bank Of 
 India              SLC                    Interest Payment
 
 HSBC               TL-I                   Interest Payment
 
 HSBC               TL-II                  Interest Payment
 
 HSBC               WCDL-200000000         Interest Payment
 
 HSBC               WCDL-100000000         Interest Payment
 
 LIC Mutual Fund    Non Convertible        Interest Payment
 
 Asset management   Debentures 
 Co. Ltd.
 
 Name of
 Banker   Amount Of Default     Due date   Date of rectifying
                                              the Default
 
              6,746,561.00      28-Jan-10   Still Continuing
 
             18,742,626.00      29-Jan-10   Still Continuing
 
              2,837,203.00      30-Jan-10   Still Continuing
 
              8,929,753.00       1-Feb-10   Still Continuing
 
              8,560,211.00       2-Feb-10   Still Continuing
 
              2,240,225.00       5-Feb-10   Still Continuing
 
             10,298,907.00       8-Feb-10   Still Continuing .
 
              9,629,532.00      10-Feb-10   Still Continuing
 
 SICOM        4,096,793.00       2-Dec-09   Still Continuing
 
              7,169,423.00       9-Dec-09   Still Continuing
 
              8,284,957.00      17-Dec-09   Still Continuing
 
              9,115,663.00      21-Dec-09   Still Continuing
 
              9,832,380.00      25-Dec-09   Still Continuing
 
              5,240,889.00      31-Dec-09   Still Continuing
 
              6,939,782.00      22-Feb-10   Still Continuing
 
 State
 Bank Of 
 India        3,169,447.00      30-Apr-09      23-Jun-09
 
              3,272,810.00      31-May-09      29-Jul-09
 
              3,074,778.00      30-Jun-09      29-Sep-09
 
              2,909,824.00      31-Jul-09      30-Oct-09
 
              2,794,093.00      31-Aug-09      30-Oct-09
 
              2,723,477.00      30-Sep-09       0-Oct-09
 
 State
 Bank Of
  India       2,718,905.00      31-Oct-09      30-Jan-10
 
              2,454,145.00      30-Nov-09      30-Jan-10
 
              2,556,860.00      31-Dec-09      30-Jan-10
 
              2,459,158.00      31-Jan-10       10Feb-10
 
              1,937,818.00      28-Feb-10      31-Mar-10
 
              2,109,699.00      31-Mar-10      03-May-10
 
 State 
 Bank Of 
 India          441,699.00      30-Apr-09      23-Jun-09
 
                698,978.00      31-May-09      10-Jun-09
 
                509,116.00      30-Jun-09      01-Jul-09
 
                509,795.00      31-Jul-09      01-Aug-09
 
                555,103.00      31-Aug-09      30-Oct-09
 
                514,835.00      30-Sep-09      30-Oct-09
 
                537,818.00      31-Oct-09      29-Dec-09
 
                515,082.00      30-NOV-09      29-Dec-09
 
 HSBC         1,566,478.64      31-May-09      01-Jun-09
 
              1,341,297.34      31-Jan-10      01-Feb-10
 
 HSBC         1,447,832.39      25-Oct-09      27-Oct-09
 
              1,447,832.39      25-Dec-09      27-Dec-09
 
 HSBC        13,263,013.70      31-Mar-10   Still Continuing
 
             13,198,630.14      31-Mar-10   Still Continuing
 
 HSBC         7,017,808.22      31-Mar-10   Still Continuing
 
              5,559,178.08      31-Mar-10   Still Continuing
 
              6,052,054.79      31-Mar-10   Still Continuing
 
 LIC Mutual 
 Fund
 Asset
 management
 Co. Ltd.     8,424,657.53      30-Apr-09    30-Jun-09
 
              8,705,479.45      31-May-09    30-Jun-09
 
              8,696,773.97      31-Jul-09   Still Continuing
 
              8,696,773.97      31-Aug-09   Still Continuing
 
              8,416,233.00      30-Sep-09   Still Continuing
 
              8,696,773.97      31-Oct-09   Still Continuing
 
              8,416,233.00      30-Nov-09   Still Continuing
 
              8,696,773.97      31-Dec-09   Still Continuing
 
              8,696,774.00      31-Jan-10   Still Continuing
 
 
 Name of Banker     Nature Of Facility        Nature Of Dues
    
 Deutsche Asset      Non Convertible         Interest Payment
 management           Debentures 
 (india) pvt.
  Ltd.
 
 ING Vysya Bank
  Ltc.               Short Term Loan          Interest Payment
 
 UCO Bank Ltd.       Short Term Loan          Interest Payment
 
 Barclays Bank PLC   WCDL                     Interest Payment
 
 HDFC Bank           Cash Credit              Interest Payment
 
 HDFC Bank           TL-II                    Interest Payment
 
 Name of 
 Banker      Amount Of Default   Due date     Date of rectifying
                                              the Default
 
 Deutsche
 Asset
 management
 (India) 
 pvt.Ltd.    8,135,692.00        28-Feb-10    Still Continuing
 
             8,696,774.00        31-Mar-10    Still Continuing
 
             3,205,479.45        24-Apr-09           21-May-09
 
             4,006,849.00        24-May-09           25-May-09
 
             4,140,410.96        24-Jun-09           25-Jun-09
 
             4,006,849.00        24-Jul-09           27-Oct-09
 
             4,140,410.96        24-Aug-09    Still Continuing .
 
             4,140,410.96        24-Sep-09    Still Continuing
 
             4,006,849.00        24-Oct-09    Still Continuing
 
             4,140,411.00        24-Nov-09    Still Continuing
 
             4,006,849.00        24-Dec-09    Still Continuing
 
             4,140,411.00        24-Jan-10    Still Continuing
 
             4,140,411.00        24-Feb-10    Still Continuing
 
             4,674,658.60        24-Mar-10    Still Continuing
 
 ING Vysya 
 Bank Ltc    4,808,219.00        30-Jun-09           03-Jul-09
 
             4.978.284.56        31-Jul-09           27-Oct-09 
 
             5,009,657.63        31-Aug-09           27-Oct-09
 
             4.912.239.57        30-Sep-09           27-Oct-09 
 
             4,870,653.40        30-Nov-09    Still Continuing 
 
             5,017,970.44        31-Dec-09    Still Continuing 
 
             5,051,196.00        31-Jan-10    Still Continuing
 
             4.600.150.60        28-Feb-10    Still Continuing
 
             5,089,289.00        31-Mar-10    Still Continuing
 
 UCO Bank
  Ltd.       5,838,247.14        31-May-09           01-Jun-09
 
             5,661,268.34        30-Jun-09           02-Jul-09
 
             5,735,446.00        31-Jul-09    Still Continuing
 
             5,564,715.00        31-Aug-09    Still Continuing
 
             6,552,825.00        30-Sep-09    Still Continuing
 
             7,583,017.00        31-Oct-09    Still Continuing
 
             6,737,084.00        30-Nov-09    Still Continuing
 
             7,037,748.00        31-Dec-09    Still Continuing
 
             7,116,444.00        31-Jan-10    Still Continuing
 
             6,499,917.00        28-Feb-10    Still Continuing
 
             7,270,568.00        31-Mar-10    Still Continuing
 
 Barclays 
 Bank PLC    3,908,493.00        30-Apr-09           09-Jun-09
 
             3,991,781.00        31-May-09           25-Jul-09
 
             3,863,013.00        30-Jun-09    Still Continuing
 
             3,991,781.00        31-Jul-09    Still Continuing
 
             3,991,781.00        31-Aug-09    Still Continuing
 
             3,863,013.00        30-Sep-09    Still Continuing
     
             3,991,781.00        31-Oct-09    Still Continuing
 
             3,863,013.00        30-Nov-09    Still Continuing
 
             3,991,781.00       31 -Dec-09    Still Continuing
 
             3,991,781.00        31-Jan-10    Still Continuing
 
             3.605.479.61        28-Feb-10    Still Continuing
 
             3,991,781.00        31-Mar-10    Still Continuing
 
 HDFC Bank     440,257.48        31-Jan-10    Still Continuing
 
             1,368,804.75        28-Feb-10    Still Continuing
 
             1,378,872.17        31-Mar-10    Still Continuing
 
 HDFC Bank     728,767.12        30-Apr-09           04-May-09
 
               584,109.60        30-Jun-09           15-Sep-09
 
               517,808.22        31-Jul-09           15-Sep-09
 
               509,589.00        31-Aug-09           25-Sep-09
 
             2,069,979.70        31-Mar-10    Still Continuing
 
 
 Name of Banker    Nature Of Facility        Nature Of Dues
 
 DBS                Bill Discounting         Interest Payment
 
 DEUTSCHE BANK      Bill Discounting         Interest Payment
 
 Name of 
 Banker  Amount Of Default      Due date      Date of rectifying
                                              the Default
 
 DBS         499.186.94        19-Nov-09      Still Continuing
 
             426,726.28        20-Nov-09      Still Continuing
 
             224.913.33        21-Nov-09      Still Continuing 
 
             285,062.56        23-Nov-09      Still Continuing
 
             488.002.95        24-Nov-09      Still Continuing 
 
             639,033.06        25-Nov-09      Still Continuing 
 
             683,024.30        26-Nov-09      Still Continuing 
 
             319,137.08        27-Nov-09      Still Continuing 
 
             670,866.04        28-Nov-09      Still Continuing 
 
             774,443.71        30-Nov-09      Still Continuing 
 
             327,290.52         1-Dec-09      Still Continuing
 
             566,333.93         2-Dec-09      Still Continuing
 
             185.373.96         5-Dec-09      Still Continuing
 
             250.657.56         7-Dec-09      Still Continuing
 
             551.189.37         8-Dec-09      Still Continuing 
 
             518,384.54         9-Dec-09      Still Continuing
 
             243.360.57        14-Dec-09      Still Continuing
 
             410.849.89        15-Dec-09      Still Continuing 
 
             699,381.45        16-Dec-09      Still Continuing 
 
             183,841.62        17-Dec-09      Still Continuing 
 
             167,306.21        18-Dec-09      Still Continuing
 
             749,712.80        29-Dec-09      Still Continuing 
 
             155,485.78        31-Dec-09      Still Continuing
 
             181.039.34         7-Jan-10      Still Continuing
 
             164.440.77        13-Jan-10      Still Continuing
 
             272,089.71        14-Jan-10      Still Continuing 
 
             354,487.84        21-Jan-10      Still Continuing
 
             136.728.35        27-Jan-10      Still Continuing
 
             119,342.27        28-Jan-10      Still Continuing
 
             120,754.06        29-Jan-10      Still Continuing
 
             175.618.38         3-Feb-10      Still Continuing 
 
             151,682.41         4-Feb-10      Still Continuing
 
              76,425.43         5-Feb-10      Still Continuing
 
             106,912.95         6-Feb-10      Still Continuing
 
             119.834.90         8-Feb-10      Still Continuing 
 
              55,823.14        11-Feb-10      Still Continuing
 
 DEUTSCHE
  BANK       129,448.25        13-Jan-10      Still Continuing
 
              51,472.80        15-Jan-10      Still Continuing
 
             124.162.93        18-Jan-10      Still Continuing 
    
             149,021.74        22-Jan-10      Still Continuing
 
             243.836.78        25-Jan-10      Still Continuing 
 
             164,184.19        27-Jan-10      Still Continuing
 
             137.518.94        28-Jan-10      Still Continuing
 
             375,879.51.       29-Jan-10      Still Continuing
 
 
 Name of Banker      Nature Of Facility       Nature Of Dues
 
 DEUTSCHE BANK        Bill Discounting        Interest Payment
 
 SICOM                Bill Discounting        Interest Payment
 
 Name of
  Banker   Amount Of Default   Due date     Date of rectifying
                                             the Default
 
 DEUTSCHE 
 BANK            55,966.74     30-Jan-10     Still Continuing
 
                170,276.93      1-Feb-10     Still Continuing
 
                160,416.01      2-Feb-10     Still Continuing
 
                 39,771.67      5-Feb-10     Still Continuing
 
                172,683.04      8-Feb-10     Still Continuing
 
                155,127.80     10-Feb-10     Still Continuing -
 
                193,671.68      2-Dec-09     Still Continuing
 
                318,990.22      9-Dec-09     Still Continuing
 
 SICOM          342,293.57     17-Dec-09     Still Continuing
 
                362,129.08     21-Dec-09     Still Continuing
 
                374,977.34     25-Dec-09     Still Continuing
 
                187,379.73     31-Dec-09     Still Continuing
 
                102,005.29     22-Feb-10     Still Continuing
 
 (xii) The Company has not granted loans and advances on the basis of
 security by way of pledge of shares, debentures and other securities.
 Therefore, the provisions of clause 4(xii) of the Companies (Auditors
 Report) Order, 2003 (as amended) are not applicable to the Company.
 
 (xiii) In our opinion, the Company is not a chit fund or a nidhi/
 mutual benefit fund / society. Therefore, the provisions of clause
 4(xiii) of the Companies (Auditors Report) Order, 2003 (as amended)
 are not applicable to the Company.
 
 (xiv) In our opinion, the Company is not dealing in or trading in
 shares, securities, debentures and other investments. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
 2003 (as amended) are not applicable to the Company.
 
 (xv) In our opinion and 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 during the year.
 
 (xvi)ln our opinion, the term loans have been applied forthe purpose
 for which the loans were raised.
 
 (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 the Company has used funds raised on short term basis aggregating
 to Rs. 4,492,265,502 for long term investments.
 
 (xviii)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. In our opinion, the prices at which shares have been issued is
 not prejudicial to the interest of the Company.
 
 (xix) The Company has not issued any debentures during the year.
 
 (xx) The Company has not raised any money through public issue during
 the year. .
 
 (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
 fraud on or by the Company, noticed or reported during the year, nor
 have we been informed of such case by the management.
 
 
                                             For Haribhakti & Co.
                                           Chartered Accountants
                                                   FRNNO.103523W
 
                                             [Raj Kumar Agarwal] 
 
 Place : New Delhi                                      Partner
 
 Date : May 31, 2010                      Membership No. 074715