Auditor Report of Trinethra Infra Ventures Ltd.

Mar 31, 2010

We have audited the attached Balance Sheet of TRINETHRA INFRA VENTURES LIMITED as at 31st March 2010 the Profit and Loss Account 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 Companys 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 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.

As required by the Companies(Auditors Report)Order,2003 duly amended by DCA notification G.S.R.766(E) dated 25th November 2004(hereinafter to be referred to as "the Order") 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 comments in the 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 purposes of our audit;

(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;

(v) On the basis of written representations received from the directors, on 31st March, 2010 and taken on record by the Board of Directors, we report that none of the directors is disqualified 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 and 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 31st March, 2010;

(b) In the case of the Profit and Loss Account, of the profit for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Annuxere to the Auditors Report Referred to in paragraph 3 of our Report of even date

1. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of all fixed assets.

(b) Physical verification of major assets was conducted by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such verification as compared with the book records. During the year, the Company has not disposed off substantial part of its fixed assets.

(c) During the year, the Company has not disposed off substantial part of its fixed assets.

2. (a) The inventory of stocks or stores and spare parts has been physically verified during the year by the Management. In our opinion, the frequency of verification is reasonable.

(b) In our opinion, the procedures of physical verification of inventory followed by the Management are 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. The discrepancies noticed on physical verification of inventory as compared to book records were not material.

3. The company has neither granted nor taken any loans, secured or unsecured, from companies, firms or other parties listed in the Register maintained u/s 301 of the Companies Act, 1956.

Since the company has not granted or taken any loans from parties listed in the register maintained u/s 301, clauses 3(b), 3(c) and 3(d) are not applicable.

4. In our opinion and according to the information and explanations given to us, there exists an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to the purchases of stores, raw materials including components, plant and machinery, equipment and other assets and with regard to the sale of goods and services. During the course of our Audit, we have not observed any continuing failure to correct major weaknesses in internal controls.

5. To the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that there were no contracts or arrangements that need to be entered in the register maintained under Section 301 of the Companies Act, 1956. Consequently, requirement of clauses (5A) and (5B) of paragraph 4 of the order are not applicable.

6. The Company has not accepted any deposits from the public.

7. The Company has an internal audit system, which in our opinion is commensurate with the size of the company and the nature of its business.

8. According to the information given to us the Central Government has not prescribed maintenance of cost records u/s 209(1) (d) of the Companies Act in respect of the business of the company.

9. (a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs duty, Excise duty, Cess and Other material statutory dues applicable to it.

(b) There are no undisputed amounts outstanding as at March 31, 2010 for a period of more than six months from the date they became payable.

(b) As per the information furnished to us the amounts lying with the company in unpaid dividend account and the interest accrued thereon which have remained unclaimed or unpaid for a period of 7 years or more have not been transferred to the account of the Central Government as required by Sec 205A (5) of the Companies Act, 1956.

10. The company has no accumulated losses as at 31st March, 2010 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, The Company has not defaulted in repayment of dues to any financial institutions or bank or debenture holders, as at the Balance Sheet.

12. The company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause (xiii) of paragraph 4 of the order are not applicable.

14. The company is maintaining proper records and recording the transactions and contracts and timely entries have been made therein; also the shares, securities, debentures and other investments have been held by the company, in its own name except to the extent of the exemption, if any, granted under section 49 of the Act;

15. 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.

16. To the best of our knowledge and belief and according to the information and explanations given to us, in our opinion, the term loans obtained during the year were, prima facie, applied by the Company for the purpose for which they were obtained, other than temporary deployment pending application.

17. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, the funds raised on short term basis have not been used for long term investments and vice versa.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and companies listed in the register maintained u/s 301 of the Companies Act, 1956.

19. According to the information and explanations given to us and on the basis of records examined by us, the Company has not issued any debentures during the year and outstanding as at the end of the year.

20. The company has not raised any money by issue of shares to public.

21. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For P.S.Nagaraju & Co.,

Chartered Accountants

Sd-

CA P.S.Nagaraju

M.No.210268

(Firm No:011447S)

Place: Hyderabad

Date : 31-05-2010