Directors Report of Alka Securities Ltd.

Mar 31, 2014

To The Shareholders

The Directors submit their Report and the Audited Accounts of the Company for the year ended 31st March 2014.

Financial Results

Description 2013 - 2014 2012 - 2013 (in Rs. Lakhs) (in Rs.Lakhs

Profit before Depreciation and Interest (1300.25) 39.98

Provision for Depreciation 1.80 10.83

Interest 50.45 62.10

(Loss) before Tax (1352.50) (34.95)

(Loss) after TiX (1352.50) (34.95)

Balance brought forward from previous year 199.60 199.60

(Loss) carried to Balance Sheet (1152.90) 234.55

Operation Review

Due to ongoing legal issues and income tax case spending against the Company, the Income Tax Department has frozen all accounts, and therefore the company is not able to carry any business in current the financial year.

Dividend

The Board of Directors does not recommend any dividend on Equity shares for the year under consideration.

Fixed Deposit

Company has not accepted any fixed deposit from the public pursuant of section 58-A of the company act 1956.

Subsidiaries

Company has no subsidiaries as on date.

Operations

Company has not carried out any business operation during the current financial year.

Financial

Finance is the major hurdle for your company. To overcome this, company is planning to raise fund through static investor.

Outlook forthe Company

Looking the current financial and on going legal issue company is not very hopeful do achieve any major gain but company he hope full to shout out legal problem and hopefully start a fresh business in 2014-15

Listing

The Equity Shares of the Company are listed on the Bombay Stock Exchange (BSE). The Company has not paid the Annual Listing Fees to the Bombay Stock Exchange for the year 2014 - 2015.

Directors

Mr. Mahendra Pandey would retire by rotation at the ensuing Annual General Meeting and is eligible for re-appointment.

Directors'' Responsibility Statement

As specifically required under the Companies Act, 1956, your Directors state:

i. That in the preparation of the annual accounts, the applicable accounting standards have been followed.

ii. that such accounting policies have been selected which have been applied consistently and judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company in the Balance Sheet as at the end of the financial year ended 31st March, 2014 and of the Profit and Loss Account for the said financial year, i.e. April 1, 2013 to March 31, 2014.

iii. That proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities have been taken. That the Annual Accounts have been prepared on a going concern basis.

Auditors

M/s PSV Jain & Associates Chartered Accountant Mumbai retired at the forthcoming annual general meeting and is eligible for reappointment. Your directors propose the appointment of PSV Jain & Associate Chartered Accountant to hold the office until the conclusion of the next Annual General meeting.

Conversation of Energy Technology Absorption, Foreign Exchange Earnings & Out Go

Company takes adequate steps to avoid wasteful consumption and conservation of energy. The company does not require any technology for its existing business. There were no earning and outgo in foreign exchange.

Corporate Governance

A Report on Corporate Governance in compliance with the Bombay Stock Exchange Listing Agreement is attached and forms part of this Report.

Particulars of Employees

The Company does not have any employee whose particulars are required to be given pursuant to the provisions of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975. There is no employee whose details to be reported under this section.

Employee Stock Option Scheme

During the last years company has introduce ESOP Scheme for the allotting warrants to the employees. Under the scheme company has reserved 25lac equity shares to be issued to the employees under the scheme. During the year under consideration no option were granted.

Acknowledgements

The Directors wish to place on record their deep appreciation for the services rendered by the officers, staff and workers at all level, and their dedication and loyalty.

FOR AND ON BEHALF OF THE BOARD Place: Mumbai Mahendra Pandey Date: 30th August 2014

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Mar 31, 2003

The Directors submit their Report and the Audited Accounts of the Company for the year ended 31st March 2003

1. FINANCIAL RESULTS

The result for the current year and those for the previous year are set out in this paragraph

2002-2003 (Amt. in Rs.) 2001-2002 (Amt. in Rs)

Profit before Depreciation and Interest 2,88,977 6,14,685

Less:- Provision for Depreciation 2,12,554 2,98,087

Interest 33,038 74,354

Profit / (Loss) before Tax 43,385 2,42,244

Provision for Tax - Current 47,000 4,000 Deferred (13,378) (16,321)

Profit / (Loss) after Tax 9,763 2,54,565

Prior Period Adjustment NIL 54,940

Balance brought forward from previous year 18,28,799 16,29,174

Profit / (Loss) carried to Balance Sheet 18,38,563 18,28,799



DIVIDEND

To conserve the resources of the Company, Directors do not recommend any dividend on Equity shares for the year under consideration.

OPERATIONS

During the year under consideration your company has managed to generate sufficient revenue to meet its operational costs. The overall business scenario during the year under consideration was not much encouraging. Stock Market remained volatile and continued its downward trend. As you are aware that presently your company is operating only in WDM segment.

BUSINESS

During the year under consideration performance of your company was satisfactory keeping in view the adverse business conditions, in view of the improvement shown by the Stock Market and general business environment, your Directors are considering the option of restarting the Stock Market operations. Also company is looking at the option of starting operations of Future & Option Segment, which will be a major activity in the stock market in times to come. Your Directors are confident that as a result of these activities performance of your company will improve.

FINANCIAL

During the year under consideration your company had repaid secured loans resulting in saving in interest cost.

OUTLOOK FOR THE COMPANY

Keeping in view the current improvement in the share market and recovery trend shown by industry in general, your Directors are confident that in coming year companys performance will improve. Your Directors are confident that starting up of Stock market Segment & Future & Option Segment will further improve the performance of the Company.

LISTING

The Equity Shares of the Company are listed on Mumbai, Ahmedabad and Baroda Stock Exchanges. The Company has paid the Annual Listing Fees Rs.15,000/- to the Mumbai Stock Exchange for the year 2002- 2003.

DIRECTORS

Mr. Ravi Pandey and Mr. Manesh Mukherjee were appointed as Additional directors of the Company during the year. By virtue of Section 260 of the Companies Act, 1956 they would cease to hold office at the ensuing Annual General Meeting and are eligible for appointment.

Mr. Anil Kumar Khaitan would retire by rotation at the ensuing Annual General Meeting and is eligible for re- appointment.

DIRECTORS RESPONSIBLITY STATEMENT

As specifically required under the Companies Act, 1956, your Directors state:

i. that in the preparation of the annual accounts, the applicable accounting standards have been followed.

ii. that such accounting policies have been selected which have been applied consistently and judgements and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company in the Balance Sheet as at the end of the financial year ended 31st March, 2003 and of the Profit and Loss Account for the said financial year, i.e. April 1, 2002 to March 31, 2003.

iii. that proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities have been taken.

iv. that the Annual Accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE

A Report on Corporate Governance in compliance with the Mumbai Stock Exchange Listing Agreement is attached and forms part of this Report.

PARTICULARS OF EMPLOYEES

The Company does not have any employee whose particulars are required to be given pursuant to the provisions of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956

Company takes adequate steps to avoid wasteful consumption and conservation of energy. The Company does not require any technology for its existing business. There were no Earnings and Outgo in Foreign Exchange.

AUDITORS

M/s. Devendra Bhandari & Co., Chartered Accountants, the Auditors of the Company would retire at the ensuing Annual General Meeting and have intimated to the Company about their desire to discontinue as the Statutory Auditors of your Company. Accordingly Your Directors recommend the name of M/s Chitlangia & Co, Chartered Accountants, who have consented to act as the Auditors of the Company, to appoint as the Auditors of the Company till the conclusion of the next Annual General Meeting.

ACKNOWLEDGEMENTS

The Directors wish to place on record their deep appreciation for the support and co-operation extended to the Company by the Financial Institutions, Bankers and employees of the Company.

FOR AND ON BEHALF OF THE BOARD

ALKA PANDEY CHAIRPERSON

Mumbai, 4th September 2003