Auditor Report of Sri Malini Spinning Mills Ltd.

Mar 31, 2012

1. I have audited the attached Balance Sheet of Sri Malini Spinning Mills Limited as at 31st March'2012, and also the related Profit and loss account and the cash flow statement for the year ended on that date annexed hereto. These financial statements are the responsibility of the management and my responsibility is to express an opinion on these financial statements based on the audit.

2. I have conducted the audit in accordance with the auditing standards generally accepted in India. Those standards require that I 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 the management, as well as evaluating the overall financial statement presentation.

3. As required by the Companies (Auditor's Report) Order 2003, issued by the company law board in terms section 227(4A) of The Companies Act, 1956, I annex hereto a statement on the matters specified in paragraph 4 and 5 of the said order.

4. Further to the comments in the annexure referred above, I report that;

a. I have obtained all the information and explanations, which to the best of my knowledge and belief were necessary for the purposes of audit.

b. In my opinion proper books of accounts as required by law have been kept by the company so far as appears from the examination of those books:

c. The Balance sheet, Profit and loss account and Cash flow statement dealt with this report are in agreement with the books of accounts.

d. In my opinion the Balance sheet, Profit and loss account and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in subsection (3C) of Section 211 of the Companies Act 1956.

e. On the basis of written representations received from the directors as on 31st March 2012, and taken on record by the Board of Directors, I report that none of the directors are disqualified as on 31st March 2012 from being appointed as directors in terms of clause (g) of subsection (1) of section 274 of the companies Act, 1956.

f. In my opinion and to the best of information and according to the explanations given to me the said financial statement together with the notes thereon and attached thereto give the information required by the Companies Act 1956 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 31- March'2012

II. In the case of Profit and loss account, of the Loss of the company for the year ended on that date and

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

Annexure to the auditor's report of even date to the members of Sri Malini Spinning Mills Limited.

1. Fixed Assets

The company does not own any fixed assets.

2. Inventories

The Company did not carry any inventory during the year under report.

3. Loans

The company has not taken / granted any loan secgred or unsecured from / to companies, firms or other person covered in the register maintained under section 301 of the Companies Act 1956.

4. Internal Control

In my opinion and according to the information and explanations given by the Management, the company has an adequate Internal control system commensurate with the size of the company and the nature of its business with regard to receipt of lease rentals and interest on advances.

5. Contracts and arrangements

There are no of transactions for purchases of goods and materials and sale of goods, materials and services rendered, that needed to be entered in the register in pursuance of section 301 of the Companies Act 1956.

6. Public deposits

The company has not'accepted any deposit form public during the year under report.

7. Internal Audit System

In my opinion the company has an adequate, internal audit system commensurate with its size and the nature of its business.

8. Cost Records

In my opinion, prima-facie the prescribed accounts and records under section 209(1) (d) have been maintained. However we are not required to carry out a detailed examination of such records and accounts.

9. Statutory dues

The company does not have any undisputed statutory liabilities outstanding as at 31/03/2012.

10. Accumulated losses

The accumulated loses at the end of the financial year are more than 50% of the net worth. The Losses are mainly due to the Financial Charges payable which has been provided in the books of accounts for in respect of liability to Banks.

11; Liability to Banks & Financial Institution

The company does not have any liability to banks and financial institution.

12. Loans on pledgjng of shares etc.

On the basis of the information and explanations given the management the company has not granted any loan and advances on the basis of security by way of pledge of shares, debentures and other securities.

13 Applicability of provisions special statute of chit fund etc

The provision of the any special statue applicable to chit fund does not apply to this company.

14. Dealing in Shares & Secures

As explained by the management, the Company does not deal in shares, securities, debentures, and other Investments and therefore the question of maintenance of proper records the same does not arise.

15. Guarantees

The Company has not given any guarantee for loans taken by others.

16. Long Term Loans

The Company has not taken any term loan during the year under report.

17. Funds Utilization

The Company has not used funds raised on short-term basis used for long-term investment and vice versa.

18. Preferential Allotment of shares

The Company has not done any preferential allotment of shares during the year under report.

19. Debentures

The Company has not issued any debentures during the year under report.

20. Public issue

The Company has not raised any money from public during the year under report.

21. Frauds

As explained by the management and on the basis of verification of records, no instances of fraud has been Noticed or reported during the year.

L Narayanan Chartered Accountant Membership No. 202175

Place : Salem Date : 30.05.2012