To,

The Shareholders,


The Minaxi Textiles Ltd.,

Chhatral (N.G).

We have audited the attached Balance Sheet of Minaxi Textiles Ltd. as at 31st
March, 2012 the Profit & Loss A/c and also the cash flow statement of the company
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.

We have 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 examination, 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.

As require by the Companies (Auditor's Report) Order, 2003 issued by the Central
Government of India in terms of 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 comment in 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 purpose of our audit;

(ii) In our opinion, proper books of accounts as required by the law have been kept by
the company so far as appears from our examination of those books;

(iii) The Balance Sheet, and Profit & Loss and cash flow statement dealt with by
this report are in agreement with the books of Account;

(i) In our opinion Balance Sheet, Profit & Loss A/c and cash flow statement dealt
with this report comply with the accounting standards referred to in sub-section (3C) of
section 211 of Companies Act, 1956.

(ii) On the basis of 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 are disqualified as on 31/03/2012 from being appointed as Directors in terms of
clauses (g) of sub sections (1) of section 274 of the Companies Act, 1956.

(iii) In our opinion and to the best of our information and according to the
explanation given to us, the said accounts read together with the notes thereon and
appearing in Schedule of Accounting Policies and Notes on Accounts gives 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 and

(ii) In the case of profit and loss account, of the profit for the period ended on that
date.

(iii) In the case of the cash flow statement, of the cash flows for the year ended on
that date.


  

    

    
FOR R R S & ASSOCIATES
  
  

    

    
CHARTERED ACCOUNTANTS
  
  

    

    
FRN NO. 118336W
  
  

    

    
Sd/-
  
  

    

    
(RAJESH R. SHAH)
  
  

    
PLACE: AHMEDABAD
    
PARTNER
  
  

    
DATE : 30th July, 2012
    
MEMBERSHIP NO. 34549
  



ANNEXURE TO THE AUDITORS' REPORT

2011-2012

[Referred to in paragraph 1 of our report of even date]

1. a. As informed to us, the Company is in the process of updation of proper records
showing

full particulars including quantitative details and situation of its fixed assets.

b. All the Fixed Assets of the Company have been physically verified by the management
at reasonable period during the year and no material discrepancies have been noticed on
such verification.

c. In our opinion and according to the information and explanation given to us,
substantial part of fixed assets has not been disposed off by the company during the year.

2. a. As explained to us, stock has been physically verified during the year by the
management.

In our opinion, the frequency of verification is reasonable.

b. As per information given to us, the procedures of physical verification of stocks
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. No material discrepancies were noticed
on verification between the physical stocks and the book records.

3. a. The company has not granted / taken any loans, secured or unsecured, to / from
firms or other parties covered in the register maintained under section 301 of the
Companies Act, 1956, hence provision of clause (a) and (b) are not applicable to the
company.

4. In our opinion, there are 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 with regard to sale of goods. During the course of our audit, we have
not observed any major weakness in internal control.

5. a. According to the information and explanations given to us, we are of the opinion
that the transactions that need to be entered into the register maintained under section
301 of the Company Act, 1956 have been so entered.

b. In our opinion and according to the information and explanation given to us the
above transactions, wherever they exceed the threshold limit specified, are made at prices
which are not prejudicial to the interest of the company

6. As per the explanations given to us, the company has not accepted deposits from the
public.

7. The Company does not have any Internal Auditor or any special department/cell for
Internal Audit, but looking towards the quantum & value of transactions and the
Internal Control Procedures, we are of the opinion that the Company has enough control
over the transactions of the business.

8. We have broadly reviewed the books of account relating to materials, labour and
other items of cost maintained by the company pursuant to the Rules made by the Central
Government for the maintenance of cost records under section 209(l)(d) of the Company Act,
1956 and we 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 determine whether they are accurate or complete.

9. a. According to the information and explanations given to us, undisputed statutory
dues including Provident Fund, ESI, Income-tax, Wealth-tax, Custom duty, Excise duty, cess
and any other material statutory dues have been regularly deposited except slight delay in
few cases with the appropriate authorities and there are no undisputed dues outstanding as
at the last day of the financial year for a period of more than six months from the date
they become payable.

b. According to the records of the company and on the basis of the information and
explanation given to us, there were no dues of sales tax, custom duty, excise duty, wealth
tax, and cess, which have not been deposited on account of any dispute.

10. In our opinion and according to the records of the company, the company has not
incurred cash losses during the financial year covered by our audit and immediate
preceding financial year.

11. In our opinion and according to the information and explanation given to us, the
Company has not defaulted in repayment of any dues to a financial institution, banks or
debenture holders.

12. In our opinion and according to the information and explanation 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, the company is not a chit fund or a nidhi / mutual benefit fund /
society. Therefore, the provision of clause 4(xiii) of the Companies (Auditor's Report)
Order, 2003 are not applicable to the company.

14. In our opinion, the company is not dealing/trading in units of mutual funds,
Therefore clause 4(xiv) of the companies (Auditor's Report) Order, 2003 are not applicable
to the company.

15. In our opinion and according to the information and explanation given to us, the
Company has not given any Guarantee for loans taken by others from banks or financial
institutions.

16. In our opinion, on the basis of information and explanations given to us, the term
loans were applied for the purpose for which the loans were obtained.

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 no funds raised on
short-term basis have been used for long-term investment and no long-term funds have been
used to finance short- term assets except permanent working capital.

18. As the Company has not made any preferential allotment of share, hence the
provision of clause 4(xviii) of the Companies (Auditor's Report) Order, 2003 is not
applicable to the company.

19. The Company has not issued any debenture 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 and records of the company,
carried out in accordance with the generally accepted auditing practices in India, and
according to the information and explanation given to us, we have neither came across any
instance of fraud on or by the Company, nor such type of the case been reported or
informed to us by the management.


  

    

    
FOR R R S & ASSOCIATES
  
  

    

    
CHARTERED ACCOUNTANTS
  
  

    

    
FRN NO. 118336W
  
  

    

    
Sd/-
  
  

    

    
(RAJESH R. SHAH)
  
  

    
PLACE: AHMEDABAD
    
PARTNER
  
  

    
DATE : 30th July, 2012
    
MEMBERSHIP NO. 34549