Balmer Lawrie Investment Ltd

to the members of Balmer Lawrie Investments Ltd.

1. We have audited the attached Balance Sheet of Balmer Lawrie Investments Limitedas at 31^st March, 2011, the related Profit & Loss Account for the yearended on that date and the Cash Flow Statement annexed thereto. These financial statementsare the responsibility of the Company’s management. Our responsibility is to expressan opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted inIndia. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material mis-statement. Anaudit includes examining on a test basis, evidence supporting the amounts and disclosuresin the financial statements. An audit also includes assessing the accounting principlesused and significant estimates made by management, as well as evaluating the overallfinancial statement presentation. We believe that our audit provides a reasonable basisfor our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003 issued by theCentral Government of India in terms of sub-section (4A) of section 227 of the CompaniesAct 1956, as amended by Companies (Auditor’s Report) (Amendment) Order, 2004, weenclose in the Annexure, a statement on the matter specified in paragraphs 4 & 5 ofthe said Order.

4. 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 ourknowledge and belief were necessary for the purpose of our audit;

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

iii) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with bythis report are in agreement with the books of accounts;

iv) In our opinion, the Balance Sheet and Profit & Loss Account and Cash FlowStatement dealt with by this report comply with the accounting standards referred to insection 211 (3C) of the Companies Act, 1956;

v) In our opinion and to the best of our information and according to the explanationsgiven to us, the accounts give the information required by the Companies Act, 1956, in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31^stMarch, 2011 and

b) in the case of the Profit & Loss Account, of the profit of the Company for theyear ended on that date and,

c) in the case of the Cash Flow Statement, of the cash flows of the Company for theyear ended on that date.

ANNEXURE referred to in Paragraph (3) of our report of even date

1. (a) The Company has not granted any loan, secured or unsecured to companies, firmsor other parties covered in the register maintained under section 301 of the CompaniesAct, 1956 and accordingly, paragraph 4(iii) (b), (c) and (d) of the Order are notapplicable.

(b) The Company has not taken any loans, secured or unsecured from companies, firms orother parties covered in the register maintained under section 301 of the Act andaccordingly, paragraph 4(iii) (e),(f) and (g) of the Order are not applicable.

2. In our opinion and according to the information and explanations given to us thereis an adequate internal control procedure commensurate with the size of the Company.

3. According to information and explanations given to us, there has been no contractand arrangement during the year, the particulars of which need to be entered into theregister maintained under Section 301 of the Act.

4. The Company has not accepted any deposit from the public and hence the provisions ofSection 58A and 58AA of the Companies Act, 1956 and the rules made there under are notapplicable to the Company.

5. In our opinion, the Company has an adequate internal audit system commensurate withthe size and nature of its business.

6. (a) According to the Company’s records undisputed statutory dues includingprovident fund, investor education and protection fund, employees’ state insurance,income-tax, sales-tax, wealth-tax, service tax, custom duty, excise duty, cess havegenerally been regularly deposited with the appropriate authorities.

(b) According to the information and explanations given to us, there were no undisputeddues in respect of provident fund, investor education and protection fund, employees’state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, exciseduty, cess and other statutory dues outstanding as on 31^st March, 2011 for aperiod of more than six months from the date they became payable.

(c) According to the records of the company, there are no outstanding dues of incometax, sales-tax, wealth tax, service tax, custom duty, excise duty and cess as on 31^stMarch, 2011 on account of any dispute.

7. The Company has no accumulated losses as on 31^st March, 2011 and it hasalso not incurred cash losses in the current financial year and in the immediatelypreceding financial year.

8. In our opinion and according to the information and explanations given to us, we areof the opinion that the Company has not defaulted in repayment of dues to a financialinstitution, bank or debenture holders.

9. According to the information and explanations given to us and based on the documentsand records produced to us, the Company has not granted loans and advances on the basis ofsecurity by way of pledge of shares, debentures and other securities.

10. The company is not carrying on the business of a chit fund and is also not anidhi/mutual benefit fund/society.

11. Though the Company is a non-banking finance company under the Reserve Bank of IndiaAct, 1934, it is not in the business of trading in securities, debentures and otherinvestments, in terms of the notification issued by the Reserve Bank of India.

12. According to the information and explanations given to us, the Company has notgiven any guarantee for loans taken by others from bank or financial institutions.

13. The Company has not made any preferential allotment of shares to parties andcompanies covered in the Register maintained under section 301 of the Act. 14. The Companyhas not raised any fund by way of issue of debentures.

15. The Company has not raised any money by public issues.

16. Based upon the audit procedures performed and as per the information andexplanations given by the management, we report that no fraud on or by the Company hasbeen noticed or reported during the course of our audit for the financial year 2010-2011.

17. No other clause of the Companies (Auditor’s Report) Order, 2003, as amended bythe Companies (Auditor’s Report) (Amendment) Order, 2004 issued by the CentralGovernment, is applicable.

Under Section 619(4) of the Compaines Act. 1956 on the Accounts of Balmer LawrieInvestments Limited, Kolkata for the year ended 31 March 2011.

The preparation of financial statements of Balmer Lawrie Investments Limited, Kolkatafor the year ended 31 March 2011 in accordance with the financial reporting frameworkprescribed under the Companies Act, 1956 is the responsibility of the Management of theCompany. The Statutory Auditors appointed by the Comptroller and Auditor General of Indiaunder Section 619(2) of the Companies Act, 1956, are responsible for expressing opinion onthese financial statements under section 227 of the Companies Act, 1956, based onindependent audit in accordance with the Auditing and Assurance Standards prescribed bytheir professional body, The Institute of Chartered Accountants of India. This is statedto have been done by them vide their Audit Report dated 30 May 2011.

I, on behalf of the Comptroller and Auditor General of India, have decided not toreview the report of the Statutory Auditors on the accounts of Balmer Lawrie InvestmentsLimited, Kolkata for the year ended 31 March 2011 and as such have no comments to makeunder Section 619(4) of the Companies Act, 1956.