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Directors Report of Anna Infrastructures Ltd.

Mar 31, 2015

The Company's performance during the financial year ended March 31, 2015 as compared to the previous financial year is summarized as below:

(In Rs.)

Current Year ended Previous Year Ended 31/03/2015 31/03/2014

Revenue from Operations before tax, interest & 42,18,913.00 48,60,800.00

depreciation

Less: Depreciation 6,09,851.00 6,68,059.00

Less: Finance Charges 84,014.00 5,70,935.00

Profit Before Tax 35,25,048.00 36,21,806.00

Provision for Tax 13,55,230.00 11,19,137.00

Profit After Tax 21,69,818.00 25,02,669.00

Add: Balance brought forward from previous year 3,14,34,081.00 2,89,31,412.00

Profit available for appropriation 3,26,99,439.00 3,14,34,081.00

Balance to be carried forward to the balance sheet 3,26,99,439.00 3,14,34,081.00

NATURE OF BUSINESS

The Company is engaged in the activities of Land for Real Estate Development. On the real estate development front, the Company develops residential, commercial, retail and social infrastructure projects.

There was no change in the nature of the business of the Company during the year under review.

FINANCIAL PERFORMANCE

During the year under review, your Company's total revenue stood at Rs. 1,38,68,489 as at 31st March, 2015 as compared to Rs. 1,72,31,477 as at 31st March, 2014.

Your directors hoping the good business performance in the coming years.

TRANSFER TO RESERVES

It is not proposed to transfer any amount to reserves out of the profits earned during financial year ended 2014-15.

DIVIDEND

The Board of Directors has not recommended any dividend on the Share Capital of the Company for the period ended 31st March 2015 considering the current cash flow position of the Company.

DEPOSITS

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014. As on April 1, 2014, no amounts were outstanding which were classified as 'Deposits' under the applicable provisions of Companies Act, 1956 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.

SHIFTING OF REGISTERED OFFICE OF THE COMPANY (DISCLOSURE OF ORDERS PASSED REGIONAL DIRECTOR, NOIDA)

During the year under review the Company's registered office has shifted in the State of Uttar Pradesh from the State of Delhi. The Shifting of Registered Office has been confirmed by Regional Director, Northern Region Bench, Noida on 25.03.2015 order no. SRN C40186165 (13)/2013/13432.

DISCLOSURES UNDER SECTION 134(3)(L) OF THE COMPANIES ACT, 2013

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the Company and the date of this report.

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All transactions of the Company with Related Parties are in the ordinary course of business and at arm's length. Information about the transactions with Related Parties is given in the Corporate Governance Report which forms a part of this Annual Report.

Form AOC - 2 pursuant to the provisions of Section 134 (3) (h) of the Companies Act, 2013, read with Rule 8 (2) of the Companies (Accounts) Rules, 2014 is given as Annexure I to this Directors' Report.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS UNDER SECTION 186

Particulars of loans, guarantees and investments as on 31st March, 2015 are given in the Notes to the financial statement.

DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS

The Company has not issued any equity shares with differential rights during the year under review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 has been furnished.

DISCLOSURE RELATING TO SWEAT EQUITY SHARE

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 has been furnished.

DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION SCHEME AND EMPLOYEE STOCK PURCHASE SCHEME

The Company has not issued any employee stock option scheme and employee stock purchase scheme and hence no information as provisions of Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 and SEBI (Employee Share Based Employee Benefits) Regulations, 2014, has been furnished.

DISCLOSURES IN RESPECT OF VOTING RIGHTS NOT DIRECTLY EXERCISED BY EMPLOYEES

There are no shares held by trustees for the benefit of employees therefore, no disclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 has been furnished.

MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year the board of directors of the Company has appointed Ms. Kanchan Agarwal as Company Secretary and appointment of Ms. Kanchan Agarwal was formalized as the Key Managerial Personnel of the Company to comply with the provisions of Section 203 of the Companies Act, 2013.

During the year under review, Board of Directors appointed of Mrs. Kusum Singhal as Women Director (Category: Additional Independent Director) w.e.f. 30.03.2015.

In accordance with the Articles of Association of your Company and pursuant to provision of Companies Act, 2013, Mr. Ashok Kumar Mittal, Non Executive Director, Chairman retires from office by rotation, and being eligible, offer themselves for re-appointment at the ensuing Annual General Meeting of the Company. The brief resume of Mr. Ashok Kumar Mittal, as required interalia in terms of Clause 49 of the Listing Agreement with the stock exchanges, are provided elsewhere in this Annual Report.

Mr. Ramesh Chand Agarwal, Non Executive, Independent Director has relinquished the post of Non Executive, Independent Director from the Board and continues as an Non Executive Director of the Company.

The Board of Directors has appointed Mr. Rhythm Garg as an additional independent director w.e.f 10.04.2015.

Section 149 and other applicable provisions of the Companies Act, 2013, require the Company to have at least one-third of the total number of Directors as Independent Directors. In the opinion of the Board, Mrs. Kusum Singhal and Mr. Rhythm Garg are Independent Directors in terms of the Listing Agreement, meet the criteria of independence in terms of section 149 (6) of the Act, are being considered for appointment as Independent Directors of the Company under sections 149,150 and 152 read with Schedule IV of the Act. The Company has received declarations from all these Directors of the Company confirming that they meet with the criteria of independence as prescribed both under section 149 (6) and Schedule IV of the Companies Act, 2013 and clause 49 of the Listing Agreement with the Stock Exchanges. Accordingly resolutions will be placed at the ensuing Annual General Meeting (AGM) for their appointment as Independent Directors for a period of five consecutive years from the date of ensuing AGM and not liable to retire by rotation.

Mr. Anil Kumar Agarwal, Whole Time Director has been re-appointed by the Board of Directors as Whole Time w.e.f 30.05.2015 for a period of five year and his appointment was formalized as the Key Managerial Personnel of the Company to comply with the provisions of Section 203 of the Companies Act, 2013.

DECLARATIONS BY INDEPENDENT DIRECTORS

Pursuant to the provisions of sub-section (7) of Section 149 of the Companies Act, 2013, the Company has received individual declarations from all the Independent Directors confirming that they fulfill the criteria of independence as specified in Section 149(6) of the Companies Act, 2013.

DISCLOSURE UNDER SECTION 134 (3)(B)

Number of Board Meetings

The Board of Directors met 13 times during the financial year ended March 31, 2015 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder. Directors of the Company actively participated in the meetings and contributed valuable inputs on the matters brought before the Board of Directors from time to time.

Number of Committees Meeting

The Audit Committee met 5 times during the financial year ended March 31, 2015. The Stakeholders Relationship Committee met 4 times during the financial ended March 31, 2015. The nomination and remuneration committee met 1 time during the financial year ended March 31, 2015. Members of the Committees discussed the matter placed and contributed valuable inputs on the matters brought before.

Additionally, during the financial year ended March 31, 2015 the Independent Directors held a separate meeting in compliance with the requirements of Schedule IV of the Companies Act, 2013 and Clause 49(II)(B)(6) of the Listing Agreement. (Non Compliance)

DIRECTOR'S RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2015, the Board of Directors hereby confirms that:

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

2. The Directors had selected such accounting policies have been selected and applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2015 and of the profits of the Company for the year ended on that date;

3. The Directors had taken proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. The Directors has prepared annual accounts of the Company have been prepared on a going concern basis;

5. The Directors had laid down internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

6. The Directors had devised proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

NOMINATION AND REMUNERATION COMMITTEE

The Company has constituted a Nomination and Remuneration Committee and formulated the criteria for determining the qualification, positive attributes and independence of a Director (the Criteria). The Nomination and Remuneration Committee has recommended to the Board a policy relating to the remuneration for Directors, Key Managerial Personnel and other employees, as required under Section 178 (1) of the Companies Act, 2013.

Kindly refer section on Corporate Governance, under the head, 'Nomination and Remuneration, Committee' for matters relating to constitution, meetings, functions of the Committee and the remuneration policy formulated by this Committee.

ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD

The Criteria, inter alia, includes: a person to be appointed on the Board of the Company should possess in addition to the fundamental attributes of character and integrity, appropriate qualifications, skills, experience and knowledge in one or more fields of engineering, banking, management, finance, marketing and legal, a proven track record, etc.

AUDIT COMMITTEE

An Audit Committee is in existence in accordance with the provisions of Section 177 of the Companies Act, 2013. Kindly refer to the section on Corporate Governance, under the head, 'Audit Committee' for matters relating to constitution, meetings and functions of the Committee.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

As per the provisions of Section 135 of the Companies Act, 2013, constitution of Corporate Social Responsibility (CSR) Committee and matters relating to it is not applicable to Company. Hence there is no information regarding it.

OTHER BOARD COMMITTEES

For details of other board committees viz. Stakeholders Relationship Committee, Nomination and Remuneration Committee, kindly refer to the section on Corporate Governance.

VIGIL MECHANISM FOR THE DIRECTORS AND EMPLOYEES

The Company has established a vigil mechanism, through a Whistle Blower Policy, where Directors and employees can voice their genuine concerns or grievances about any unethical or unacceptable business practice. A whistle-blowing mechanism not only helps the Company in detection of fraud, but is also used as a corporate governance tool leading to prevention and deterrence of misconduct.

It provides direct access to the employees of the Company to approach the Compliance Officer or the Chairman of the Audit Committee, where necessary. The Company ensures that genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment or victimization. The Whistle Blower Policy is disclosed on the website of the Company at www.annainfra.com.

RISK MANAGEMENT POLICY

The Board of Directors of the Company has formulated a Risk Management Policy which aims at enhancing shareholders' value and providing an optimum risk reward thereof. The risk management approach is based on a clear understanding of the variety of risks that the organization faces, disciplined risk monitoring and measurement and continuous risk assessment and mitigation measures.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls related to financial statement. During the year, such controls were tested and no reportable material weaknesses were observed by Internal Auditors of the Company for inefficiency or inadequacy of such controls. Some of the controls are outlined below:

The Company has adopted accounting policies, which are in line with the Accounting Standards and other applicable provisions of the Companies Act, 2013;

Changes in polices, if any, are approved by the Audit Committee in consultation with the Auditors;

In preparing the financial statement, judgment and estimates have been made based on sound policies. The basis of such judgments and estimates are approved by the Auditors and the Audit Committee;

PARTICULARS OF EMPLOYEES AND REMUNERATION

Your Directors appreciate the significant contribution made by the employees to the operations of your Company during the period.

The information required on particulars of employees as per Section 197(12) of the Companies Act, 2013 and Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in a separate Annexure II to this Directors' Report.

As per the provisions contained in the proviso to Section 136(1) of the Companies Act, 2013, the aforesaid particulars are not being sent as a part of this Annual Report. Any Member interested in obtaining a copy of the same may write to the Company Secretary at the registered office of the Company.

OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

In order to prevent sexual harassment of women at work place a new act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9th December, 2013. Under the said Act every company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has set up Committee for implementation of said policy. During the year Company has not received any complaint of harassment.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the financial year ended March 31, 2015 made under the provisions of Section 92(3) of the Act is attached as Annexure III which forms part of this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, Foreign exchange earnings and outgo and technology absorption have not been furnished considering the nature of activities undertaken by the Company during the year under review.

CORPORATE GOVERNANCE

The report on Corporate Governance and the certificate from the Statutory Auditors regarding compliance with the conditions of Corporate Governance have been furnished in the Annual Report and form a part of the Annual Report.

MANAGEMENT AND DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis report has been separately furnished in the Annual Report and forms a part of the Annual Report.

AUDITORS AND THEIR REPORTS

The matters related to Auditors and their Reports are as under:

OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED MARCH 31, 2015 The auditor's report does not contain any qualification, reservation or adverse remark or Disclaimer.

STATUTORY AUDITORS APPOINTMENT

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s. Mehra Sanjay & Co., Chartered Accountants, the Statutory Auditors of the Company, hold office upto the conclusion of the Twenty Fourth (24th) Annual General Meeting.

However, their appointment as Statutory Auditors of the Company is subject to ratification by the Members at every Annual General Meeting. The Company has received a certificate from the said Auditors that they are eligible to hold office as the Auditors of the Company and are not disqualified for being so appointed.

Necessary resolution for ratification of appointment of the said Auditors is included in the Notice of Annual General Meeting for seeking approval of members.

SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED MARCH 31, 2015

As required under provisions of Section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s Satyendra Sharma & Associates, Company Secretaries in Form MR-3 for the FY2014-15 is attached as Annexure IV which forms part of this Report. The said report does not contain any adverse observation or qualification requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

ACKNOWLEDGEMENTS AND APPRECIATION

Your Directors take this opportunity to thank the customers, suppliers, bankers, business partners/associates, financial institutions and various regulatory authorities for their consistent support/encouragement to the Company.

Your Directors would also like to thank the Members for reposing their confidence and faith in the Company and its Management.

By Order of the Board of Directors

For Anna Infrastructures Limited

Agra, August 13, 2015

(Ashok Kumar Mittal)

Chairman

DIN: 00320504

Registered Office:

Shop. No. 1 & 3, E-14/6, First Floor,

Shanta Tower, Sanjay Place,

Agra-282002

CIN: L65910UP1993PLC070612

Telephone: 0562-2527004

Email ID : annainfra@gmail.com

Website :www.annainfra.com


Mar 31, 2014

Dear Members,

The Company''s Directors are pleased to present the 22nd Annual Report of the Company, along with Audited Accounts, for the financial year ended 31st March, 2014.

FINANCIAL RESULT

The performance of the Company for the financial year ended 31st March, 2014 is summarized below:

(Rs)

Particulars For the Year For the Year Ended Ended 31st March, 2014 31st March, 2013 Profit before Tax, Interest & Depreciation 48,60,800 51,54,715

Less: Depreciation 6,68,059 5,56,363

Less: Finance Charges 5,70,935 10,08,848

Profit Before Tax 36,21,806 35,89,504

Provision for Tax 11,19,137 11,11,390

Profit After Tax 25,02,669 24,78,114

Add: Balance brought forward from previous year 2,89,31,412 2,64,53,298

3,14,34,081 2,89,31,412

Profit available for appropriation Appropriations: 3,14,34,081 2,89,31,412

Balance to be carried forward to the balance sheet 3,14,34,081 2,89,31,412

DIVIDEND

To keep the resources of the Company, your Directors do not recommend any dividend on equity shares for the financial year under review.

DIRECTORS

In accordance with the provisions of the Companies Act, 2013 and as per the Article of Association Mr. Rakesh Kumar Mittal (DIN No. 00320523), Director of the Company retires by rotation at this Annual General Meeting and being eligible, offer himself for re-appointment.

PUBLIC DEPOSITS

Fixed Deposit outstanding as on 31st March, 2014 stood at Rs. NIL (Previous Year: Rs. NIL). There are Deposits amounting to Rs. NIL, which remained unclaimed and unpaid as on 31.03.2014 (Previous Year :Rs. NIL).

AUDITORS & AUDITORS'' REPORT

M/s Mehra Sanjay & Co., Chartered Accountants, Statutory Auditor of the Company retires at ensuing Annual General Meeting are eligible for re-appointment and had given their consent for re-appointment.

The Company has obtained a written confirmation from the Statutory Auditors proposed to be reappointed to the effect that their re-appointment if made, would be within the limits prescribed.

The observations of Auditor in their report read with notes to the accounts are self explanatory and do not call for any further explanation.

PARTICULARS OF EMPLOYEES

There are no employees who was in receipt of remuneration of Rs.5,00,000/- or more per month or Rs. 60,00,000/- or more per annum in terms of Section 217(2A) of Companies Act, 1956 read with the Companies (particulars of Employees) rules, 1975 as amended from time to time.

DIRECTORS'' RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956 and based on the information provided by Management, your Directors state that:

* In the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;

* Selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profits of the Company for that period;

* Proper and Sufficient care has been taken 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; and

* The annual accounts of the Company have been prepared on a going concern basis.

CORPORATE GOVERNANCE

To comply with conditions of Corporate Governance, pursuant to Clause 49 of Listing Agreement entered with Stock Exchanges (BSE) on listing of equity shares of the Company, Management Discussion and Analysis, Report on Corporate Governance and Auditors'' Certificate, are included in this Annual Report.

CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

As required under Section 217(1)(e) of the Companies Act, 1956 Company does not fall under any industries covered by the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988. Hence the requirements of disclosure in relation to the Conservation of Energy, Technology Absorption are not applicable to it.

FOREIGN EXCHANGE EARNINGS AND OUTGO

Total Foreign Exchange earnings and outgo for the financial year is as follow:

a) Total foreign exchange earning: NIL

b) Total foreign exchange outgo : NIL

ACKNOWLEDGMENT

On behalf of the Directors of the Company, we would like to place on record our sincere appreciation to our Shareholders, Customers, Business Partners, Bankers, Financial Institutions and Government Authorities.

We also appreciate and value the contributions made by all our employees in Company''s growth.

Reg. Off : By Order of the Board of Directors C-3, Amar Colony Market, Ground For Anna Infrastructures Limited Floor, Entry Back Side, Lajpat Nagar-IV, New Delhi-110024 Sd/- CIN : L65910DL1993PLC052061 (Ashok Mittal) Chairman Place : Delhi Date : 31st May, 2014


Mar 31, 2013

TO THE MEMBERS

The Directors have pleasure in presenting the Twentieth Annual Report on the business operation of your company and the Audited Financial Accounts for the year ended 31st March, 2013.

FINANCIAL RESULTS

The financial results of the company are given below:-

As At As At 31.03.2013 31.03.2012 (Rs.) (Rs.)

Profit before Tax, Interest & Depreciation 51,54,715 61,61,083

Less: Depreciation 5,56,363 6,04,553

Less: Finance Charges 10,08,848 13,12,949

Profit before Tax 35,89,504 42,43,581

Provision for Tax 11,11,390 13,15,716

Profit after Tax 24,78,114 29,27,865

Add : Balance B/f from last year 2,64,53,298 2,35,25,433

Profit available for appropriation 2,89,31,412 2,64,53,298

Appropriations:

Balance carried to Balance Sheet 2,89,31,412 2,64,53,298

DIVIDEND

In order to strengthen the Reserves of the Company the Directors do not recommend any dividend.

DEPOSITS

Fixed Deposit outstanding as on 31st March,2013 stood at Rs. NIL (Previous Year: Rs. NIL). There are Deposits amounting to Rs. NIL, which remained unclaimed and unpaid as on 31.03.2013 (Previous Year :Rs. NIL). The Company has complied with all the requirements of Reserve Bank of India Directions.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the company Sri Ashok Mittal & Shri Anil Kumar Agarwal, Directors of the Company retire by rotation and being eligible offer themselves for reappointment. The necessary resolutions for their reappointment are placed before you for approval.

AUDITORS & THEIR REPORT

M/s Mehra Sanjay & Co, Chartered Accountants retire as Auditors of the Company at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Directors and the Audit Committee recommends their re-appointment. Auditors'' Report is self explanatory and requires no comments by the Directors.

AUDIT COMMITTEE

The Audit Committee constituted by the Board in compliance with section 292a of the Companies Act, 1956 and under the listing agreement, comprised of Sri Madan Mohan Agarwal, Dr. Shambhu Dayal Agarwal and Sri Ramesh Chand Agarwal all of whom are non-executive Directors. Sri Madan Mohan Agarwal, who is the chairman of the Audit Committee, is a Practicing Chartered Accountant with more than 30 years experience in Finance and Accounts matters. The Finance Executives and Statutory Auditors of the Company are permanent invitees to the Audit Committee Meetings.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement with the Stock Exchange, a Management Discussion & Analysis, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

PARTICULARS OF THE EMPLOYEES

Provisions of section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975 are not applicable as there was no employee in receipt of or entitled to receive emoluments exceeding the limits prescribed under said section.

THE COMPANIES (DISCLOSURE OF PARTICULRS IN THE REPORT OF BOARD OF DIRECTORS) RULES 1988.

In.terms of the requirement of clause (e) of sub section (1) of section 217 of the Companies Act, 1956 read with the companies (disclosure of particulars in the report of Board of Directors) Rules, 1988 the particulars are given as follows:

The Company is engaged in the business of Real Estate and Financing, hence provisions relating to Energy conservation and Technology absorption are not applicable. There is no foreign exchange earnings/outgo during the year.

DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956

As required u/s 217 (2AA) of the companies Act, 1956, we hereby confirm:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departures;

(ii) that the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at 31st March 2013 and the Profit &''Loss for the year ended 31st March 2013;

(iii) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) That the directors have prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENT

The Directors wish to place on record our valued clients, Bankers, Shareholders for continues their support. The Directors also wish to express their sincere appreciation to all the staff members for their contribution to the performance of the company.

By order of the Board

Sd/-

Place : New Delhi ASHOK MITTAL

Date : 28-06-2013 chairman


Mar 31, 2012

The Directors have pleasure in presenting the Twentieth Annual Report on the business operation of your company and the Audited Financial Accounts for the year ended 31st March, 2012.

FINANCIAL RESULTS

The financial results of the company are given below:-

As At As At 31.03.2012 31.03.2011 (Rs.) (Rs.)

Profit before Tax, Interest & Depreciation 61,61,083 42,22,261

Less: Depreciation 6,04,553 6,14,260

Less: Finance Charges 13,12,949 12,00,793

Profit before Tax 42,43,581 24,07,208

Provision for Tax 13,15,716 7,53,545

Profit after Tax 29,27,865 16,53,663

Add : Balance B/f from last year 2,35,25,433 2,18,71,770

Profit available for appropriation 2,64,53,2 2,35,25,433

Appropriations:

Balance carried to Balance Sheet 2,64,53,298 2,35,25,433

2,64,53,298 2,35,25,433

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

(a) Industry Structure & Developments

During the FY 2011-2012 the company has focused on Real Estate Business.

(b) Opportunities & Challenges

There are excellent opportunities for growth in Real Estate Business in the country. Your Company is well positioned to take advantage of emerging growth opportunities in the Indian economy.

(c) Outlook

Anna Infrastructures Ltd. is likely to maintain its focus on Real Estate Business activity.

(d) Adequacy of Internal Control

The Company has adequate internal control and systems commensurate with the size and nature of the business. The Company adheres to all internal control policies and procedures as well as complies with regulatory guidelines. The Audit Committee of the Board of Directors reviews the efficacy of internal controls.

(e) Human Resource Development ,

Your Company continued to have cordial and harmonious relations with all its employees.

DIVIDEND

In order to strengthen the Reserves of the Company the Directors do not recommend any dividend. DEPOSITS

Fixed Deposit outstanding as on 31st March,2012 stood at Rs. NIL (Previous Year: Rs. NIL). There are Deposits amounting to Rs. NIL, which remained unclaimed and unpaid as on 31.03.2012 (Previous Year :Rs. NIL). The Company has complied with all the requirements of Reserve Bank of India Directions.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the company Sri Rakesh Mittal, Dr. Shambhu Dayal Agarwal and Shri Madan Mohan Agarwal, Directors of the Company retire by rotation and being eligible offer themselves for reappointment. The necessary resolutions for their reappointment are placed before you for approval.

AUDITORS & THEIR REPORT

M/s Mehra Sanjay & Co, Chartered Accountants retire as Auditors of the Company at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Directors and the Audit Committee recommends their re-appointment. Auditors' Report is self explanatory and requires no comments by the Directors.

AUDIT COMMITTEE

The Audit Committee constituted by the Board in compliance with section 292a of the Companies Act, 1956 and under the listing agreement, comprised of Sri Madan Mohan Agarwal, Dr. Shambhu Dayal Agarwal and Sri Shalabh Singh all of whom are non-executive Directors. Sri Madan Mohan Agarwal, who is the chairman of the Audit Committee, is a Practicing Chartered Accountant with more than 28 years experience in Finance and Accounts matters. The Finance Executives and Statutory Auditors of the Company are permanent invitees to the Audit Committee Meetings.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement with the Stock Exchange, a Management Discussion & Analysis, Corporate Governance Report and Auditors' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

PARTICULARS OF THE EMPLOYEES

Provisions of section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975 are not applicable as there was no employee in receipt of or entitled to receive emoluments exceeding the limits prescribed under said section.

THE COMPANIES (DISCLOSURE OF PARTICULRS IN THE REPORT OF BOARD OF DIRECTORS) RULES 1988.

In terms of the requirement of clause (e) of sub section (1) of section 217 of the Companies Act, 1956 read with the companies (disclosure of particulars in the report of Board of Directors) Rules, 1988 the particulars are given as follows:

The Company is engaged in the business of Real Estate and Financing, hence provisions relating to Energy conservation and Technology absorption are not applicable. There is no foreign exchange earnings/outgo during the yoar. -

DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956

As required u/s 217 (2AA) of the companies Act, 1956, we hereby confirm:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departures;

(ii) that the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at 31st March 2012 and the Profit & Loss for the year ended 31st March 2012;

(iii) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) That the directors have prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENT

The Directors wish to place on record our valued clients, Bankers, Shareholders for continues their support. The Directors also wish to express their sincere appreciation to all the staff members for their contribution to the performance of the company.

By order of the Board

Place : New Delhi ASHOK MITTAL

Date : 29-06-2012 chairman


Mar 31, 2010

The Directors have pleasure in presenting the Eighteen Annual Report on the business operation of your company and the Audited Financial Accounts for the year ended 31st March, 2010.

FINANCIAL RESULTS



The financial results of the company are given below:-

As At As At 31.03.2010 31.03.2009 (Rs.) (Rs.)

Profit before Tax, Interest & Depreciation 41,67,834 37,68,491

Less: Depreciation 6,08,528 6,08,162

Less: Finance Charges 10,21,959 8,60,524

Profit before Tax 25,37,347 22,99,805

Provision for Tax 7,60,974 7,83,150

Profit after Tax 17,76,373 15,16,655

Add : Balance B/f from last year 2,00,95,397 1,85,78,742

Less: Adjustment relating to previous year NIL NIL

Profit available for appropriation 2,18,71,770 2,00,95,397 Appropriations:

Balance carried to Balance Sheet 2,18,71,770 2,00,95,397

2,18,71,770 2,00,95,397



MANAGEMENT DISCUSSION AND ANALYSIS REPORT

(a) Industry Structure & Developments

During the FY 2009-2010 the company has focused on Real Estate Business.

(b) Opportunities & Challenges

There are excellent opportunities for growth in Real Estate Business in the country. Your Company is well positioned to take advantage of emerging growth opportunities in the Indian economy.

(c) Outlook

Anna Infrastructures Ltd. is likely to maintain its focus on Real Estate Business activity.

(d) Adequacy of Internal Control

The Company has adequate internal control and systems commensurate with the size and nature of the business. The Company adheres to all internal control policies and procedures as well as complies with regulatory guidelines. The Audit Committee of the Board of Directors reviews the efficacy of internal controls.

(e) Human Resource Development

Your Company continued to have cordial and harmonious relations with all its employees.

DIVIDEND

In order to strengthen the Reserves of the Company the Directors do not recommend any dividend.

DEPOSITS

Fixed Deposit outstanding as on 31s1 March,2010 stood at Rs. NIL (Previous Year: Rs. NIL). There are Deposits amounting to Rs. NIL, which remained unclaimed and unpaid as on 31.03.2010 (Previous Year :Rs. NIL). The Company has complied with all the requirements of Reserve Bank of India Directions.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the company Sri Ashok Mittal and Sri Shalabh Singh, Directors of the Company retire by rotation and being eligible offer themselves for reappointment. The necessary resolutions for their reappointment are placed before you for approval.

AUDITORS & THEIR REPORT

M/s Mehra Sanjay & Co, Chartered Accountants retire as Auditors of the Company at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Directors and the Audit Committee recommends their re-appointment. Auditors Report is self explanatory and requires no comments by the Directors.

AUDIT COMMITTEE

The Audit Committee constituted by the Board in compliance with section 292a of the Companies Act, 1956 and under the listing agreement, comprised of Sri Madan Mohan Agarwal, Dr. Shambhu Dayal Agarwal and Sri Shalabh Singh all of whom are non-executive Directors. Sri Madan Mohan Agarwal, who is the chairman of the Audit Committee, is a Practicing Chartered Accountant with more than 20 years experience in Finance and Accounts matters. The Finance Executives and Statutory Auditors of the Company are permanent invitees to the Audit Committee Meetings.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement with the Stock Exchange, a Management Discussion & Analysis, Corporate Governance Report and Auditors Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

PARTICULARS OF THE EMPLOYEES

Provisions of section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975 are not applicable as there was no employee in receipt of or entitled to receive emoluments exceeding the limits prescribed under said section.

THE COMPANIES (DISCLOSURE OF PARTICULRS IN THE REPORT OF BOARD OF DIRECTORS) RULES 1988.

In terms of the requirement of clause (e) of sub section (1) of section 217 of the Companies Act, 1956 read with the companies (disclosure of particulars in the report of Board of Directors) Rules, 1988 the particulars are given as follows:

The Company is engaged in the business of Real Estate and Financing, hence provisions relating to Energy conservation and Technology absorption are not applicable. There is no foreign exchange earnings/outgo during the year.

DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956

As required u/s 217 (2AA) of the companies Act, 1956, we hereby confirm:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departures;

(ii) that the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at 31st March 2010 and the Profit & Loss for the year ended 31sl March 2010;

(iii) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) That the directors have prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENT

The Directors wish to place on record our valued clients, Bankers, Shareholders for continues their support. The Directors also wish to express their sincere appreciation to all the staff members for their contribution to the performance of the company.

By order of the Board

Place : New Delhi ASHOK MITTAL

Date : 29-06-2010 chairman

 
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