1.  We have audited the attached Balance Sheet of YASH MANAGEMENT &
 SATELLITE LTD. as at 31st March 2012 and also the Statement of Profit
 & Loss Account 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 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 from material misstatement. An audit also
 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) issued by the Central Government of India in terms of Section
 227 (4A) 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, to the extent applicable to the company.
 
 4.  Further to our comments in the Annexure referred to in paragraph 1
 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 as appears from our examination of
 those books;
 
 c.  The Balance Sheet, Statement of Profit & Loss Account 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
 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.
 
 e.  On the basis of written representation received from the directors
 of the company and taken on record by the Board of Directors, none of
 the directors of the company is prime facie as at 31.03.2012
 disqualified from being appointed as director of the company under
 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 said accounts, read together with
 notes thereon, give the information as required under 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 Balance Sheet of the state of affairs of the company
 as at 31st March 2012.
 
 ii) In the case of Statement of Profit & Loss Account, of the profit
 for the year ended on that date.
 
 iii) In the case of the Cash Flow Statement, of the cash flows for the
 year ended on that date.
 
 ANNEXURE TO THE AUDITORS'' REPORT
 
 Referred to in paragraph 3 of our report of even date on the accounts
 of YASH MANAGEMENT & SATELLITE LTD. For the year ended 31st March
 2012.
 
 1. (a) The company has maintaining 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 in accordance with the regular programme
 which in our opinion is reasonable having regard to the size of the
 Company and the nature of its assets. No material discrepancies were
 reportedly noticed on such verification.
 
 (c) In our opinion, the company has not disposed off substantial part
 of fixed assets during the year and the going concern status of the
 company is not affected.
 
 2. (a) The Inventory have been physically verified by the management.
 In our opinion the frequency of verification is reasonable. For stocks
 lying in dematerialized form have been verified from the relevant
 statement received from the depositories.
 
 (b) In our opinion and according to the information and explanations
 given to us, the procedure of physical verification of Inventories
 followed by the management is reasonable and adequate in relation to
 the size of the Company and nature of its business.
 
 (c) In our opinion, the Company is maintaining proper records of
 inventory and no material discrepancies were noticed on such physical
 verification of Inventories as compared to book records.
 
 3.  The company has not granted or taken any loans, secured or
 unsecured to/from Companies, firms or other parties listed in the
 register maintained under Section 301 of the companies Act, 1956.
 
 4.  In our opinion and according to information and explanations given
 to us, there is an adequate internal control system commensurate with
 the size of the company and nature of its business for the purchase of
 inventory and fixed Assets and for the sale of goods and services.
 
 5. (a) Based on the audit procedures applied by us and according to the
 information and explanations provided by the management, we are of the
 opinion that the particulars of contracts or arrangements 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, there are no transactions in pursuance of contracts or
 arrangements entered in the register maintained under Section 301 of
 the Companies Act 1956 exceeding the value of Five Lakh Rupees in
 respect of any party during the year.
 
 6.  In our opinion and according to the information and explanations
 given to us the company has not accepted any deposits from public
 during the year as stated in the provisions of Section 58A, 58AA or any
 other relevant provisions of the Companies Act 1956. Or the rules
 framed there under.
 
 7.  The Company has an internal audit system commensurate with the size
 of the company and nature of its business.
 
 8.  The maintenance of cost records under Section 209 of the Companies
 Act, 1956 is not applicable to the Company.
 
 9. (a) According to the information and explanations given to us, the
 Company is generally regular in depositing with appropriate authorities
 undisputed material statutory dues including Income Tax and other
 statutory dues and there are no undisputed 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 and the
 records of the company examined by us there are no disputed amounts in
 respect of various statues which have not been deposited.
 
 10.  As per records of the Company, the accumulated losses of the
 Company are not more than fifty percent of its net worth as on 31st
 March 2012. The Company has not incurred any cash losses during the
 financial year covered by our audit as well as during the immediately
 preceding financial year.
 
 11.  The Company avails of overdraft facility against the lien of its
 own fixed deposits with Banks.  During the year under reference the
 company has not defaulted in repayment of its dues in this regard.
 
 12.  As explained to us the company during the year has not granted any
 loans against securities or pledge of shares, debentures or other
 securities.
 
 13.  The Company is not a chit fund or a nidhi/ mutual benefit fund or
 a society.
 
 14.  The company has maintained proper records of the transactions and
 contracts of its trading or dealing in securities and other investments
 and timely entries have been made therein. All securities have been
 held by the company in its own name except to the extent of exemption
 granted under Section 49 of the Companies Act, 1956.
 
 15.  According to the information and explanations given to us, the
 Company has not given any guarantees for loan taken by others from bank
 or financial institutions.
 
 16.  The Company has not raised any term loan during the year and hence
 clause 4(xvi) is not applicable to the Company.
 
 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 the Company has used no funds raised on short- term basis 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 Companies Act, during the year.
 
 19.  During the year covered by our audit report the Company has not
 issued any debenture.
 
 20.  The Company has not raised any money by public issues during the
 year covered by our report.
 
 21.  As per the information and explanations given to us, no fraud on
 or by the Company has been noticed or reported during the year.
 
 
                                         For Bansal Bansal & Co.
 
                                         Firm Reg No. 100986W
 
                                         Chartered Accountants
 
                                         Manoj Kumar Agarwal
 
                                         Partner
 
 Mumbai, 30th June 2012                  M. No. 107624