S.B.DANDEKER & CO.

Chartered Accountants
________________________________________________________________
P-36 India Exchange Place, Kolkata 700001
Tel # 033-22254832 Tele-fax # 91-33-22258149 Email- kabkol@yahoo.com

AUDITORSREPORT
(U/s 227 of the Companies Act 1956)

To,
The Members of
GIRDHARI ESTATES PVT. LTD.
Kolkata.

We have audited the attached Balance Sheet of GIRDHARI ESTATES PVT. LTD. as at
31st March 2008 and also the Profit & Loss Account 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 conducted our audit in accordance with auditing standards generally accepted in

India. Those standards require that we plan and perform our 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 amount 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. We believe that our audit
provides a reasonable basis for our opinion.

The provisions of the Companies (Auditor's Report) Order 2003, issued by the Central
Government of India in terms of section 227(4A) of the Companies Act 1956, are not
applicable to the company and hence we make no comments on matters specified in
paragraphs 4 & 5 of the said Order.

Further to our comments above, we report that:-

1. We have obtained all the information and explanations, which to the best our
knowledge and belief were necessary for the purpose of our audit.

2. 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.

3. In our opinion, the Balance Sheet and Profit & Loss Account dealt with by this Report
are in agreement with the books of account.

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4. In our opinion the Balance Sheet and Profit & Loss Account comply with the
Accounting Standards referred to in clause C of subsection 3 of section 211 of the
Companies Act 1956.

5. On the basis of representations received from Directors as on 31 st March 2008, and

taken on record by the Board of Directors, none of the Directors is disqualified as on
31st March 2008, in terms of clause (g) of subsection (1) of section 274 of the
Companies Act 1956.

6. In our opinion and to the best of our information and according to the explanations
given to us, the said accounts, read with the notes thereon, 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;

In case of the Balance Sheet, of the state of affairs of the Company as at 31 st March
2008; and
In case of the Profit & Loss Account of the Profit of the Company for the year ended
on that date.

For and on behalf of

S.B.DANDEKER & CO.
Chartered Accountants

(Kedarashish Bapat)
Partner

Place: Kolkata
Date: 16th july, 2009

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 ANNEXURE

Statement on matters specified in paragraphs 4 & 5 of the Companies (Auditor's

Report) Order 2003, issued by the Central Government in terms of section 227(4A)
of the Companies Act 1956

1. The Company is maintaining proper records to show full particulars, including

quantitative details and situation of fixed assets.
The fixed assets have been physically verified by the management at reasonable
Intervals during the year, and no material discrepancies were noticed on such
verification. No substantial part of the fixed assets of the Company have been
disposed off during the year.

2. The Company had no inventory during the year and hence we offer no comments
regarding the same.

3. In accordance with the information and explanation given to us the Company has
neither taken or accepted any loans, secured or unsecured from companies, firms or
other parties covered in the register maintained under section 301 of the Companies
Act 1956. Hence we make no comments on matters concerning such loans.

4. The Company has an internal control procedure commensurate with the size of the
Company and nature of the business, for the purchase of inventory and fixed assets
and for the sale of goods. In our opinion reasonable steps have been taken during
the year to correct the major weaknesses, if any, in internal control as soon as they
are noticed or reported.

5. In accordance with the information and explanation given to us, no transactions,

exceeding Rs. 5 lakhs in value ,which require to be entered into a register in
pursuance of section 301 of the Companies Act 1956, have been entered into by the
Company during the year.

6. In accordance with information and explanations given to us, the provisions of

section 58A and 58AA of the Companies Act 1956, and rules framed there under,
and directions issued by the Reserve Bank of India are inapplicable to the Company
since it has not accepted any deposits from the public.

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7. The Company has an internal audit system commensurate with its size and nature of
business

8. As explained to us the Central Government has not prescribed any rules for
maintenance of cost records by the Company under clause (d) of subsection (1) of
section 209 of the Companies Act 1956.

9. In accordance with our examination of records produced before us for verification,

the Company is regular in depositing of all undisputed statutory dues including
Provident Fund, Investor Education and Protection Fund, Employees' State
Insurance, Income-tax, Sales-tax, Custom Duty, Excise Duty, cess and any other
statutory dues, so far as applicable to the Company, with the appropriate authorities.
the Company has no disputed dues pending in respect of any tax duty or cess

10. The Company has no accumulated losses as at 31st March 2008. It has not incurred
any cash losses in the financial year as well as in the immediately preceding
financial year.

11. In accordance with the information and explanations given to us the Company has
not defaulted in repayment of any dues of any financial institution or Bank or
debenture holder.

12. The Company has not granted any loan and/or advance on the basis of security by
way of pledge of shares, debentures and other securities and hence the matter
regarding deficiencies in documents in respect of such loans and advances is
inapplicable.

13. The Company is not a Nidhi, Mutual Benefit Fund or Society and hence we have no
comments to make regarding matters concerning such organisations.

14. The Company is not dealing in shares, securities, debentures or other investments
and hence we have no comment to make regarding matters relating to maintenance
of records of transactions in such shares etc.

15. In accordance with 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. No accordance with the information and given to us the Company has not taken nay
term loans.

17. In accordance with the information and explanation given to us the company has not
made any short term borrowings.

18. In accordance with the information and explanation given to us the Company has not
made a preferential allotment of equity shares to parties covered in the register
maintained under section 301 of the Companies Act 1956, during the year.

19. No debentures have been issued by the Company and hence we offer no comments
regarding whether securities have been created in respect of such debenture issue.

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20. No public issue has been made by the Company and hence we have no comments
regarding the matter of end use of money raised through such public issue.

21. In accordance with the information and explanation given to us, no fraud by or on the
Company has been noticed or reported during the year.

For and on behalf of

S.B.DANDEKER & CO.
Chartered Accountants

(Kedarashish Bapat)
Partner

Place:Kolkata
Date: 16th July, 2009