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Directors Report of Arihant Superstructures Ltd.

Mar 31, 2015

To the Members,

The Directors have pleasure in presenting the 32nd Annual Report of the Company for the Financial Year ending on 31st March 2015.

Financial Highlights

The financial performance of your Company, for the year ended 31st March, 2015 is summarized below:

(Rs. in Lacs)

Year ended 31st March, 2015 Year ended 31st March, 2014 Consolidated Standalone Consolidated Standalone

Sales and Other Income 10976.17 6489.66 10100.62 5634.26

Profit before interest, depreciation & tax 2655.70 1903.96 2071.37 1190.34

Interest 641.13 418.03 1339.23 734.89

Depreciation 111.02 53.27 55.28 35.14

Profit/ (Loss) before Tax 1903.54 1432.66 676.87 420.31

Provision for Tax 767.35 460.89 404.91 140.77

Profit/ (Loss) after Tax 1136.19 971.77 271.95 279.54

Profit/(Loss) for the year 1136.19 971.77 271.95 279.54

Add: Balance of Profit and Loss Account 670.35 1933.90 659.89 1774.88

Share of Minority & Associates 123.01 0 140.98 0

Profit available for Appropriation 1683.52 2905.67 790.86 1774.88

Less: Appropriation

Proposed Equity Dividend 123.48 123.48 102.90 102.90

Tax on Proposed Equity Dividend 24.68 24.68 16.70 16.70

Less/Add: Earlier year provisions 4.60 0 0.92 0.92

Balance of profit carried to Balance Sheet 1530.75 2757.51 670.35 1933.90 During the year under review, your Company's total income has been registered at Rs. 6489.66 lacs in comparison ofRs. 5634.26 lacs of the previous financial year. The profit after tax (PAT) has been registered at Rs. 971.77 lacs in comparison of Rs. 279.54 lacs

of the previous financial year. The Company has transferred an amount of Rs. 971.77 Lacs to Reserves, during the year under review.

DIVIDEND & SHARE CAPITAL

Your Directors have pleasure in recommending for approval of the members at the Annual General Meeting a dividend of 3 % (previous year 2.5%) on the equity shares of the Company as the Final Dividend for the Financial Year 2014-15. The Dividend of 3 %, if approved at the forth coming Annual General Meeting, will result in the out flow of Rs. 123.48 lacs to the company in addition to Rs. 24.68 lacs by way of dividend distribution tax. Dividend shall be payable to all the shareholders of the company as on the record date of 19th September, 2015.

ABRIDGED FINANCIAL STATEMENTS

In accordance with the listing agreement with Stock Exchanges and Section 136 of the Companies Act, 2013 read with Rule 10 of the Companies (Accounts) Rules, 2014 of the said Act, the Abridged Annual Report containing salient features of the Financial Statements, including Consolidated Financial Statements, for the financial year 2014-15, along with the Directors' Report (including Management Discussion & Analysis and Corporate Governance Report) is being sent to all shareholders who have not registered their email address(es) for the purpose of receiving documents/ communication from the Company in electronic mode.

Full version of the Annual Report 2014-15 containing complete Balance Sheet, Statement of Profit & Loss, other statements and notes thereto, including Consolidated Financial Statements, prepared as per the requirements of Schedule III to the Companies Act, 2013, Directors' Report (including Management Discussion and Analysis, Corporate Governance Report and Business Responsibility Report) are being sent via email to all shareholders who have provided their email address(es). Full

version of Annual Report 2014-15 is also available for inspection at the registered office of the Company during working hours upto the date of ensuing Annual General Meeting (AGM). It is also available at the CompanyRs.s website at www. asl.net.in.

OPERATIONS REVIEW

PROJECT "ARIHANT AMODINI"

This is a residential project located at Taloja (Navi Mumbai). Amodini consists of approximately 126 flats, having approximately 1.36 lacs sq. ft. developable / saleable area. Arihant Amodini consists a stilt 22 Storied Tower comprising elegant 2BHK. The land has been conveyed in the name of Arihant Superstructures Limited by way of Tripartite Agreement. 100% construction activities are completed. The project has internal & external amenities such as intercom facility, UPVC sound resistance French windows, velvet touch paint with POP in all rooms, children play area, health club, gymnasium, landscape garden, power backups for lifts, indoor game room & library.

PROJECT " ARIHANT ARHAM"

The residential project is located on the picturesque Panvel- Matheran Road, Koproli, Panvel. The project consists of 32 building having 501 flats approx. The project is completed. Arihant Arham is a stilt 4 storey tower comprising elegant 1BHK & 2BHK with recreational facilities on the riverside park. The project has internal & external amenities such as intercom facility, granite top kitchen platform, elegant entrance lobby, landscapes garden with water fountains, swimming pool, gymnasium with club house, children play area, amphitheatre with party lawn, Jogging Track, ample car parking, Temple.

PROJECT "ARIHANT AAROHI"

This is a residential project located at Kalyan Shil Road, Navi Mumbai. Arihant Aarohi consists of approximately 194 flats, having approximately 2.5 acres land area. Arihant Aarohi consists a stilt 17 storeyed tower comprising elegant 1BHK & 2BHK. Construction is in full swing. The project has internal & external amenities such as 2x2 vertified tilling in all rooms, UPVC sound resistant french windows, granite top kitchen platform, swimming pool, library, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

PROJECT "ARIHANT ADITA"

The residential project is situated at Pal Road, Gangana, Jodhpur (Rajasthan) and is just 1 km from the National Highway. This is first of its type high rise Residential project in Jodhpur. The project will provide the people of Jodhpur all state of the art facilities and amenities, forming part of the similar projects in Mumbai and other Metro cities only, which is till now only a dream to the people of Jodhpur. The project has amenities such as Swimming Pool, Badminton Court, Basket Ball Court, Kids Play Room, Amphitheatre, Garden Lawn, Steam Room, Gymnasium, etc. to name a few.

PROJECT "ARIHANT AYATI"

The residential project named as "Arihant Ayati" is situated at Devnagar, Jodhpur (Rajasthan). This Project is stilt 16 storied Towers consisting 3 BHK Super Luxurious Flats having the Internal and External Amenities like 3-Burner gas hob & Chimney in kitchen, UPVC Sliding windows with Tinted glass, High speed lifts, swimming pool,High Health Club with Gymnasium & steam room, Green concept at To p Terrace for cool temperature and External Texture with pure Acrylic Paint etc.

PROJECT "ARIHANT AGRIMA"

The Company has got an Affordable Housing Project at Jodhpur named "Arihant Agrima". This project is on a Public Private Partnership with the "Jodhpur Development Authority (JDA)" Jodhpur, Rajasthan, won through Tender process.

PROJECTS UNDER SUBSIDIARIES:

PROJECT "ARIHANT AKANKSHA"

This is a residential project located at Panvel, Navi Mumbai. The project consists of 8 Buildings having 2018 flats approx. Arihant Akanksha a stilt podium 32 Storeyed towers comprising elegant Studio, 2BHK, 3BHK & 4BHK apartments. The project having internal & external amenities such as Laxmi Mataji Temple, Intercom facility, Velvet touch paint with POP in all rooms, elegant entrance lobby, 4 high speed lifts in each building, business lounge, landscapes garden, swimming pool with Kids pool, gymnasium with club house, children play area, amphitheatre with party lawn, Jogging Track, Meditation Center, ample car parking, basket ball court, external camera for security checks.

PROJECT "ARIHANT ARSHIYA"

This residential project named as "Arihant Arshiya" is situated at Khalapur, Khopoli. This project consists of 1605 flats approx having 20 acres land area. The construction of project is in full swing. Arihant Arshiya is a part stilt 8 storeyed towers comprising elegant 1RK, 1BHK, 2BHK flats. The project is having internal & external amenities such as swimming pool, library, children play area, health club- gymnasium & steam room, landscape garden, indoor game room, Temple, complex owned shuttle bus service.

PROJECT "ARIHANT ANMOL"

This is a residential project located at Jouveli Badlapur (E). Anmol project consist of 665 flats having 7 acres land area. The land has been conveyed in the name of Arihant Vatika Realty Pvt. Ltd. The construction is in full swing. The project has granite top kitchen platform swimming pool, library, children play area, health club- gymnasium & steam room, landscape garden, indoor game room, S. S. elevator, indoor game room & party hall.

PROJECT " ARIHANT AMISHA"

This residential project named as "Arihant Amisha" situated at Wawanje Taloja, Panvel. This project consists of 456 flats having 7 acres land area. The construction of the project is started in full swing. The project has various amenities such as Temple, Swimming Pool, Health Club with Gymnasium & Steam Room, Community hall, cum social activity center & library, swimming pool, beautiful landscaped garden etc.

PROJECT "ARIHANT ALOKI"

This residential project named as "Arihant Aloki" situated at Bhisegaon Karjat (E). This project consists of 408 flats having 6 acres land area. The project is just launched. Arihant Aloki is a stilt 8 storeyed, 8 towers comprising elegant 1BHK & 2BHK, 3 BHK flats. The project has internal & external amenities such as 2x2 virtified flooring in all rooms, Granite top kitchen platform, luster paint, Aluminum powder coated sliding windows,Children play area, Community hall, health club- gymnasium & steam room, landscape garden, indoor game room.

FIXED DEPOSIT

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

SUBSIDIARIES

All the subsidiary companies are non-material, non-listed subsidiary companies as defined under Clause 49 of the Listing Agreements entered into with the stock exchanges. A statement pursuant to Section 129 (3) of the Companies Act, 2013 relating to the subsidiary companies is attached to the accounts. Other details pertaining to subsidiaries, joint ventures and associate companies, as required under the Act is attached to this Report and forms part of the Annual Report.

Arihant Technoinfra Private Limited ceased to be the subsidiary of the Company w.e.f. 17th February, 2015 pursuant to the disinvestment of 12% of the stake of the Company in Arihant Technoinfra Private Limited.

The Company has made an application with the Hon'ble High Court, Mumbai for amalgamation of Adeshwar Realty Private Limited (wholly owned subsidiary) with Arihant Superstructures Limited. The appointed date for the same has been fixed as 1st April, 2014. The company has already obtained the In-principal approval for the same from BSE and SEBI vide Letter No. DCS/AMAL/LP/24(f)/252/2015-16 dated 29th May, 2015. The details of the proposed amalgamation scheme, as filed with the Hon'ble High Court are available on the website of the company.

LISTING

The Equity Shares of the Company are listed at the Bombay Stock Exchange Limited (BSE). The Company has paid the applicable listing fees to the above stock exchange up to date. The Company's Equity Shares are also traded in the dematerialised segment for all investors and the Company has entered into agreements with the Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL) for custodial services.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Your Board of Directors comprise of eminent, experienced and reputed Individuals of the Industry. During the year Mrs. Kamini Shroff (DIN: 07141404) was appointed as the Independent Director of the Company w.e.f. 30th March, 2015. The Board proposes the ratification of her appointment in the AGM of the Company. The Company has received the necessary notice U/s 160 of the Companies Act, 2013 along with the deposit proposing the appointment of Ms. Kamini Shroff as a Director on the Board of Directors of the Company.

The current composition of the Board of Directors of the Company are as follows:

Name of the Director DIN Designation

Ashok Chhajer 01965094 Managing Director

Dinkar Samant 00023459 Whole-time Director

Nimish Shah 03036904 Whole-time Director

Virendra Kumar Mital 00376830 Independent Director

Vinayak V Nalavde 02047436 Independent Director

Dineshchandra Babel 03042254 Independent Director

Kamini Shroff 07141404 Independent Director

Details of the Key Managerial Personnel of the Company

Name Designation

Puja Agrawal Company Secretary

Aman Verma Chief Financial Officer

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Act and Clause 49 of the Listing Agreement with the Stock Exchanges.

In accordance with the provisions of the Act Mr. Dinkar Samant, Director of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible have offered himself for re-appointment.

The Board recommends the re-appointment and appointment of all the above Directors.

BOARD EVALUATION

The performance of the Board of Directors, Committees of the Board and Individual Directors is evaluated on certain prescribed and pre-determined criteria and parameters as recommended by the Nomination and Remuneration Committee of the Board of Directors. Such evaluation is pursuant to the provisions of the Companies Act, 2013 read with the Corporate Governance Requirements prescribed under the Clause 49 of the Listing Agreement entered into by the Company with BSE and prescribed by SEBI.

The evaluation was undertaken based on the feedback provided by the Board members on the various parameters such as preparedness on the agendas discussed in the Meetings, contribution, participation and inputs in meetings, etc. In addition, the Chairman and Managing Director was also evaluated on the key aspects of his role.

Further, the Independent Directors, in their separate meeting also evaluated the non-Independent Directors performance and the performance of the Board was also discussed. The Board in its subsequent meeting also discussed the same along.

MEETINGS

A calendar of Meetings is prepared and circulated in advance to the Directors.

During the year six Board Meetings and five Audit Committee Meetings were convened and held. The details of the Board Meetings and the Director's attendance are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013. Further, there has been a separate Meeting of the Independent Directors during the financial year 2014-2015.

DIRECTORS APPOINTMENT & REMUNERATION POLICY

The Board has on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report and also available on the website of the company.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on arm's length basis and were in the ordinary course of the business. The details of related party transactions are mentioned in the notes to accounts of the Standalone Financial Statements, forming part of the Annual Report. The details of Form AOC-2 as required under the Act is also attached as an Annexure 1 to this Report.

AUDIT COMMITTEE

The details pertaining to composition of audit committee are included in the Corporate Governance Report, which forms part of this report.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code.

NOMINATION AND REMUNERATION POLICY

The Nomination and Remuneration Policy of the Company as applicable to the Board of Directors, Key Managerial Personnel is stated in the Corporate Governance Report.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation were observed.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the Standalone Financial Statements, forming part of the Annual Report.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board Directors and the designated employees have confirmed compliance with the Code.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed and that no material departures have been made from the same;

(b) the directors had 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 profit and loss of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis;

(e) the directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

(f) the directors, have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

MANAGERIAL REMUNERATION

There are no employees drawing remuneration of Rs. 5,00,000 per month or Rs. 60,00,000/- and above per annum during the year under review. The details of the remuneration drawn by the Whole-time Executive Directors and Managing Directors and Independent Directors are stated in the Corporate Governance Report of the Company. Other details pertaining to disclosure

requirements under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this report as Annexure 2.

AUDITORS

M/s Kailash Chand Jain & Co. Chartered Accountants, were in the 31st Annual General Meeting (AGM) appointed as the Statutory Auditors of the Company for a period of five years i.e. till the conclusion of the AGM to be held in the year 2018, subject to ratification of the members in every AGM. The Board recommends the ratification of the appointment of the Statutory Auditors in this AGM.

AUDITORS REPORT

The observation made in the Auditors' Report read together with relevant notes thereon are self explanatory and hence, do not call for any further comments under Section 134 of the Companies Act, 2013.

COST AUDITORS

Pursuant to the direction from the Ministry of Corporate Affairs for appointment of Cost Auditors, your Board had appointed Mr. Vinod Subramanium as the Cost Auditor of your Company for the financial year 2014-15 to conduct the audit of the cost records of the Company.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. D. A. Kamat, Practicing Company Secretary, , to undertake the Secretarial Audit of the Company for the year under review. There are no comments/observations in the Secretarial Audit Report requiring any reply from Directors. The Secretarial Audit Report is annexed as Annexure 3.

EXTRACT OF THE ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT 9 is annexed as Annexure 4.

RISK MANAGEMENT

Pursuant to section 134 (3)(n) of the Companies Act, 2013 & Clause 49 of the listing agreement, the company has constituted a risk management committee. The details of the committee and its terms of reference are set out in the corporate governance report forming part of the Boards report.

At present the company has not identified any element of risk which may threaten the existence of the company.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The management continuously reviews the internal control systems and procedures for the efficient conduct of the Company's business. The Company adheres to the prescribed guidelines with respect to the transactions, financial reporting and ensures that all its assets are safeguarded and protected against losses. The Internal Auditor of the Company conducts the audit on regular basis and the Audit Committee actively reviews internal audit reports and effectiveness of internal control systems.

Internal Control Systems are implemented to safeguard the Company's assets from loss or damage, to keep constant check on the cost structure, to prevent revenue leakages, to provide adequate financial and accounting controls and implement accounting standards. During the year under review, the Company has appointed MPK Associates, Chartered Accountants as Internal Auditors.

CORPORATE GOVERNANCE

A detailed report on the corporate governance system and practices of the Company forming part of this report is given as a separate section of the Annual Report.

CORPORATE GOVERNANCE CERTIFICATE

The Compliance Certificate from Mr. D. A. Kamat, Practicing Company Secretary regarding compliance of conditions of corporate governance as stipulated in Clause 49 of the Listing Agreement forms the part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS

A Management Discussion and Analysis on the business and operations of the Company forming part of this report is given as a separate section of the Annual Report.

INVESTORS' RELATION AND GRIEVANCES

During the year under review, the company has received not received any complaint/grievance from the investors of the Company. The Company has a dedicated e-mail address investor@asl.net.in for communication with the Investors.

ACCOUNTING STANDARDS AND CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of the Company and its subsidiaries, prepared in accordance with Accounting Standards, issued by the Institute of Chartered Accountants of India, which forms part of the Annual Report.

CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

The information required to be furnished pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of Companies (Accounts) Rules, 2014 is enclosed as Annexure 5 and forms part of this report.

PERSONNEL

The Company is professionally managed and has very cordial relationship with all its employees. Highly qualified and experienced personnel from the field of engineering, finance, administration and sales assist the top level management. Your Directors wish to place on record their appreciation for the co-operation and support received from employees towards the growth and prosperity of your Company and look forward to their continued support.

ACKNOWLEDGEMENTS

The Board expresses its gratitude and appreciates the assistance and co-operation received from the Creditors, Banks, Government Authorities, Customers and Shareholders during the year under review.

For and on behalf of the Board of Directors

Arihant Superstructures Limited

Ashok Chhajer

Chairman & Managing Director

DIN: 01965094

Place: Navi Mumbai

Date: 1st August, 2015


Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the 31st Annual Report of the Company for the Financial Year ending on 31st March 2014.

FINANCIAL RESULTS

(Rs. in Lacs) FINANCIAL RESULTS 2013 - 2014 2012-2013 (Consolidated) (Standalone)

Sales and Other Income 10052.24 5634.26

Profit before interest, depreciation & tax 2015.05 1190.34

Interest 1380.18 734.89

Depreciation 55.28 35.14

Profit/ (Loss) before Tax 579.59 420.31

Provision for Tax 404.93 140.77

Profit/ (Loss) after Tax 168.61 279.54

Profit/(Loss) for the year 168.61 279.54

Add: Balance of Profit and Loss Account 576.67 1774.88

Share of Minority 141.02 0

Profit available for Appropriation 576.67 1774.88

Less: Appropriation

Proposed Equity Dividend 102.9 102.9

Tax on Proposed Equity Dividend 16.70 16.70

Less/Add: Earlier year provisions 0 0

Balance of profit carried to Balance Sheet 598.09 1655.28

(Rs. in Lacs) FINANCIAL RESULTS (Consolidated) (Standalone) Sales and Other Income 7163.20 7844.14

Profit before interest, depreciation & tax 924.16 1601.49

Interest 937.70 842.77

Depreciation 37.39 33.26

Profit/ (Loss) before Tax -50.93 725.47

Provision for Tax 237.40 234.62

Profit/ (Loss) after Tax -288.33 490.85

Profit/(Loss) for the year -287.83 490.85

Add: Balance of Profit and Loss Account 966.64 1379.71

Share of Minority -0.51 0

Profit available for Appropriation 678.81 1870.56

Less: Appropriation

Proposed Equity Dividend 82.32 82.32

Tax on Proposed Equity Dividend 13.35 13.35

Less/Add: Earlier year provisions 0 0

Balance of profit carried to Balance Sheet 583.14 1774.88

During the year under review, your Company''s total income has been registered at Rs. 5634.26 lacs in comparison of Rs. 7844.14 lacs of the previous financial year. The profit after tax (PAT) has been registered at Rs. 279.54 lacs in comparison of Rs. 490.85 lacs of the previous financial year.

RESERVES AND DIVIDEND:

The Board of Directors has recommended a Final Dividend of Rs. 0.25 per Equity Share for the financial year ending on 31st March 2014. The Board has transferred an amount of Rs. 102.90 Lacs to the General Reserves Account, out of the amount available for appropriation.

OPERATIONS REVIEW:

PROJECT "ARIHANT AMODINI"

This is a residential project located at Taloja (Navi Mumbai). Amodini consists of approximately 126 flats, having approximately 1 acre sq. ft. developable / saleable area. Arihant Amodini consists a stilt 22 Storied Tower comprising elegant 2BHK. The land has been conveyed in the name of Arihant Superstructures Limited by way of Tripartite Agreement. 97% construction activities are completed. The project has internal & external amenities such as intercom facility, UPVC sound resistance French windows, velvet touch paint with POP in all rooms, health club, gymnasium, Roof Top Garden, power backups for lifts, indoor game room & library.

PROJECT "ARIHANT AAROHI"

This is a residential project located at KalyanShil Road, Navi Mumbai. Arihant Aarohi consists of approximately 172 flats, having approximately 2 acres land area. Arihant Aarohi consists a stilt 15 storeyed tower comprising elegant IBHK & 2BHK. Construction is in full swing. The project has internal & external amenities such as Intercom facility, UPVC sound resistant french windows, granite top kitchen platform, swimming pool, library, children play area, health club, gymnasium, party lawn with garden, indoor game room, power backups for lifts.

PROJECT "ARIHANT ADITA"

The residential project is situated at Pal Gangana Road, Jodhpur (Rajasthan) and is just 1 km from the National Highway 65. This is first of its type high rise Residential project in Jodhpur. The project will provide the people of Jodhpur all state of the art facilities and amenities, forming part of the similar projects in Mumbai and other Metro cities only, which is till now only a dream to the people of Jodhpur. The project has amenities such as Swimming Pool, Indoor Badminton Court, Gazebo, Kids Crech, Mini Movie Theater, Banquet Hall, Library, Rain dance floor, Amphitheatre, Garden Lawn, Steam Room, Gymnasium, Super Market , etc. to name a few

PROJECT "ARIHANT AYATI"

The residential project named as "Arihant Ayati" is situated at heart of the city Devnagar, Pal Link Road, Jodhpur (Rajasthan). This Project is stilt 17 storied Towers consisting 3 BHK & 4 BHK Super Luxurious Flats having the External Amenities like swimming pool at roof top, Health Club with Gymnasium, stem Sauna, Jaccuzi, Foot Therapy, Spa table, Party Area, 5 star category Designer Entrance Lobby and spacious designer lobby at every floor, Drivers Lounge, 3 Level Parking etc.

PROJECT "ARIHANT AGRIMA"

The Company has got an Affordable Housing Project at Jodhpur named "Arihant Agrima". This project is on a Public Private Partnership with the "Jodhpur Development Authority (JDA)" Jodhpur, Rajasthan, won through Tender process.

PROJECTS UNDER SUBSIDIARIES:

PROJECT "ARIHANT AKANKSHA"

This is a residential project located at Panvel, Navi Mumbai. The project consists of 8 Buildings having 2200 flats approx. Arihant Akanksha a stilt podium 32 storey tower comprising elegant studio, 2BHK & 3BHK & 4BHK apartments. The project having internal & external amenities such as video door security with camera, Velvet touch paint with POP in all rooms granite top kitchen platform, elegant entrance lobby, 4 high speed lifts in each building, business lounge, landscapes garden, swimming pool, gymnasium with club house, children play area, amphitheatre with party lawn, Jogging Track, Meditation Center, ample car parking, basket ball court, library, temple.

PROJECT "ARIHANT ARSHIYA"

This residential project named as "Arihant Arshiya" is situated at Khalapur, Khopoli. This project consists of 1600 flats approx having 20 acres land area. The construction of project is in full swing. Arihant Arshiya is a ground 3 storey tower comprising elegant IRK, IBHK, 2BHK flats. The project is having internal & external amenities such as swimming pool, library, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts, Ganesh temple, complex owned shuttle bus service.

PROJECT "ARIHANT ANMOL"

This is a residential project located at Jouveli Badlapur (E). Anmol project consist of 650 flats having 7 acres land area. The land has been conveyed in the name of Arihant Vatika Realty Pvt Ltd. The construction is in full swing. The project has internal & external amenities such as intercom facility, granite top kitchen platform swimming pool, children game room, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

PROJECT " ARIHANT AMISHA"

This residential project named as "Arihant Amisha" situated at Wawanje Taloja, Panvel. This project consists of 700 flats having 8 acres land area. The construction of the project is started in full swing. The project has various amenities such as intercom facility, Ganesh Temple, Swimming Pool, Health Club with Gymnasium & Steam Room, Community hall, library, external camera for security check, beautiful landscaped garden etc.

PROJECT "ARIHANT ALOKI"

This residential project named as "Arihant Aloki" situated at Bhisegaon Karjat (W). This project consists of 450 flats having 5 acres land area. The project is just launched. Arihant Aloki is a stilt I0 storey tower comprising elegant IBHK, 2BHK & 3BHK flats. The project has internal & external amenities such as intercom facility, granite top kitchen platform, burner gas hob & chimney, swimming pool, Ganesh temple, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

SUBSIDIARIES:

Details of the subsidiaries and their business operations during the year under review are covered in the Management''s Discussion and Analysis Report.

All the subsidiary companies are non-material, non-listed subsidiary companies as defined under Clause 49 of the Listing Agreements entered into with the stock exchanges. A statement pursuant to Section 129 (3) of the Companies Act, 2013 relating to the subsidiary companies is attached to the accounts. There has been no material change in the nature of the business of the subsidiaries.

In accordance with the General Circular No. 2/2011 dated 08th February, 2011 under Section 212(8) of the Companies Act, 1956 issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Statement of Profit and Loss account and other documents of the subsidiary are not being attached with the Balance Sheet of the Company. However, the financial information has been annexed and disclosed in the Annual Report in compliance with the said circular. The Company will make available the Annual Accounts of the subsidiary companies and the related details information to any member of the company who is interested in obtaining the same. The annual accounts of the subsidiary companies will be kept open for inspection at the Registered Office of the company and that of the respective subsidiary companies. The consolidated financial statement presented by the company includes the financial results of the subsidiary companies.

The Statement pursuant to section 212 of the Companies Act, 1956 containing details of the Company''s subsidiaries is attached.

LISTING:

The Equity Shares of the Company are listed at the Bombay Stock Exchange Limited (BSE). The Company has paid the applicable listing fees to the above stock exchange up to date. The Company''s Equity Shares are also traded in the dematerialised segment for all investors and the Company has entered into agreements with the Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL) for custodial services.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the cash flow statement for the year ended 31st March, 2014 is annexed hereto.

BOARD OF DIRECTORS:

Your Board of Directors comprise of eminent, experienced and reputed Individuals of the Industry. During the year under review, there has been no change in the composition of the Board of Directors from the previous Annual General Meeting, till the current one.

The current composition of the Board of Directors is as follows:

Sr. No Name of the Director Designation on the Board

1 Mr. Ashok B. Chhajer Chairman and Managing Director

2 Mr. Nimish Shah Whole-time Director

3 Mr. Dinkar Samant Whole-time Executive Director

4 Mr. Virendra Kumar Mital Non Executive Independent Director

5 Mr. Dinesh Chandra Babel Non Executive Independent Director

6 Mr. Vinayak Nalavde Non Executive Independent Director

The Company had, pursuant to the provisions of the Clause 49 of the Listing Agreement entered into with Stock Exchange, appointed Mr. Dinesh Babel, Mr. Virendra Kumar Mital and Mr. VinayakNalavde as the Independent Directors of the Company. As per the section 149(4) of the Companies Act, 2013, (Act), which came into effect from 01st April, 2014 , every listed public company is required to have atleast l/3rd of the total number of the directors as Independent Directors. In accordance with the provisions of Section 149 of the Act, these Directors are being appointed as Independent Directors to hold office as per their tenure of the appointment mentioned in the Notice of the forthcoming Annual General Meeting of the Company.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013 and under Clause 49 of the Listing Agreement with the Stock Exchanges.

Mr. Dinkar Samant and Mr. Nimish Shah are Whole-time Executive Directors of the Company, who have contributed immensely in the expansion and continual growth of the business of the Company. The Board, on the recommendations of the Nomination & Remuneration Committee, proposes to increase their remuneration for the Financial Year 2014-15. The details pertaining to these Directors are stated in the Notice and the Explanatory Statement to the Notice. All additional disclosures required under Schedule V to the Act have been made in the Corporate Governance Report.

On account of the requirement of Section 152 of the Companies Act, 2013 and the Articles of Association, Mr. Nimish Shah is liable to retire by rotation at the ensuing Annual General meeting and being eligible, offer himself for reappointment.

The Board recommends the re-appointment and appointment of all the above Directors.

COMMITTEE OF THE BOARD OF DIRECTORS:

In pursuance of the Clause 49 of the Listing Agreement, the Company is required to have certain mandatory committees. In addition to those, the Company has certain non-mandatory Committee of the Board of Directors. The details of the Committee of Directors as on 31st March, 2014 are as follows:

Name of the Committee Current Constitution of the Committee

Audit Committee 1 Mr. Dinesh Chandra Babel (Chairman)

2 Mr. Virendra Kumar Mital

3 Mr. Vinayak Nalavde

4 Mr. Dinkar Samant

Nomination & Remuneration Committee 1 Mr. Vinayak Nalavde (Chairman)

2 Mr. Dinesh Chandra Babel

3 Mr. Virendra Kumar Mital

Stakeholders Grievance Committee 1 Mr. Virendra Kumar Mital (Chairman)

(Stakeholder Relationship Committee) 2 Mr. Dinesh Chandra Babel

3 Mr. Vinayak Nalavde

Executive Committee 1 Mr. Ashok Chhajer (Chairman) (Non Mandatory Committee) 2 Mr. Nimish Shah

3 Mr. Dinkar Samant

Share Transfer Committee 1 Mr. Ashok Chhajer (Chairman)

2 Mr. Nimish shah

3 Mr. Dinkar Samant

Business Planning & Development Committee 1 Mr. Ashok Chhajer (Chairman) (Non Mandatory Committee) 2 Mr. Vinayak Nalavde

3 Mr. Dinesh Babel

The Company Secretary is the Secretary for all mandatory Committees.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirements of Section 2I7 (2AA) of the Companies Act, I956, with respect to Directors'' Responsibility Statement, it is hereby confirmed:

(i) that in preparation of the annual accounts for the financial year ended 3Ist March, 20I4, the appropriate accounting standards have been followed;

(ii) that Directors have selected such accounting policies and applied them consistently and made judgment 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 profit of the Company for the year under review;

(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, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors have prepared the accounts for the financial year ended 31st March, 2014 on a going concern basis.

AUDITORS :

M/s Kailash Chand Jain & Co. Chartered Accountants, who are the statutory auditors of the company hold office till the conclusion of the forthcoming Annual General Meeting (AGM) and are eligible for re-appointment . Pursuant to the provisions of Section 139 of the Companies Act, 2013, and the Rules framed thereunder, it is proposed to appointed M/s Kailash Chand Jain & co, Chartered Accountants as Statutory Auditors of the Company from the conclusion of the forthcoming AGM till conclusion of the AGM to be held in the year 2018, subject to ratification of their appointment at every AGM.

AUDITORS REPORT:

The Notes to Accounts referred to in the Auditor''s report are self-explanatory and do not require any further comments.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The management continuously reviews the internal control systems and procedures for the efficient conduct of the Company''s business. The Company adheres to the prescribed guidelines with respect to the transactions, financial reporting and ensures that all its assets are safeguarded and protected against losses. The Internal Auditor of the Company conducts the audit on regular basis and the Audit Committee actively reviews internal audit reports and effectiveness of internal control systems.

Internal Control Systems are implemented to safeguard the Company''s assets from loss or damage, to keep constant check on the cost structure, to prevent revenue leakages, to provide adequate financial and accounting controls and implement accounting standards

COST AUDITOR:

As per the Order of the Central Government and in pursuance of section 148 of the Companies Act, 2013, your Company carries out an audit of its cost records. The Board proposes to appoint Mr. VinodSubramanium , Cost Accountant as the Cost Auditors of the Company for the upcoming Financial Year, subject to the Central Government Approval, as required. As per the section, the remuneration of the Cost Auditor is required to be approved by the Shareholders, and hence the resolution for the same is being proposed in the 31st AGM.

FIXED DEPOSIT:

The Company has not invited or accepted any fixed deposits during the year under review pursuant to section 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules, 1975.

CORPORATE GOVERNANCE:

The Company adheres to sound Corporate Governance practices, which enables to maintain transparency and serve the long-term interest of the Shareholders. The Management Discussion and Analysis Report as well as report on Corporate Governance as of 31st March 2014 are attached hereto as a part of this Annual Report.

The Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of India''s Corporate Governance practices and have implemented all the stipulations prescribed. The Company has implemented several best Corporate Governance practices as prevalent in the country. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of this Report.

The requisite Certificate from M/s. D. A. Kamat & Co., Practising Company Secretaries, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is attached to this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

In the year 20I3-I4, we have continued the CSR philosophy that Children''s are the future of the society and they need to be nurtured with education. Thus our major CSR activity focuses on the "Child Education" and we have extended our CSR activities from school to college.

Youth of today needs to have overall 360 degree development to face today''s competitive world. Along with Technical Education one needs to sharpen on the soft skills and personality development for the challenges of corporate world. We supported Jai Narain Vyas University, Jodhpur for the construction of the Dias & Amphi theatre for Community Ground and this would go in long run for the students who conduct various co- curricular activities for their development & the College Cultural Committee for various cultural programs & events.

We also contributed towards the CM Relief fund, Rajasthan by donating equivalent amount of the money collected from the auction of drawing and paintings by kids held at a function "The Expressions" at Arihant Adita, Jodhpur.

PARTICULARS OF EMPLOYEES:

During the financial year 20I3-20I4, no employee of the Company has been paid remuneration in excess of prescribed limit under Section 2I7(2A) of the Companies Act, I956 read with the Companies (Particulars of Employees) Rules, I975.

INVESTORS'' RELATION AND GRIEVANCES

Investors'' relations have been cordial during the year. As a part of compliance, the Company has formed Shareholders'' and Investors'' Grievance Committee to deal with the issues relating to investors. During the year under review, the company has received one (I) complaint/grievance which was resolved by the company. Thus, there were no investors'' grievances pending as on 3Ist March, 20I4. A confirmation to this effect has been received from the Company''s Registrar and Share Transfer Agent. The Company has a dedicated e-mail address investor@asl.net.in for communication with the Investors.

ACCOUNTING STANDARDS AND CONSOLIDATED FINANCIAL STATEMENTS:

The consolidated financial statements of the Company and its subsidiaries, prepared in accordance with Accounting Standards, issued by the Institute of Chartered Accountants of India, which forms part of the Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:

The particulars as prescribed under Section 2I7(I) (e) read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, I988, are set out in the Annexure ''A'' forming part of this report.

PERSONNEL:

The Company is professionally managed and has very cordial relationship with all its employees. Highly qualified and experienced personnel from the field of engineering, finance and administration & sales assist the top level management. Your Directors wish to place on record their appreciation for the co-operation and support received from employees towards the growth and prosperity of your Company and look forward to their continued support.

ACKNOWLEDGEMENTS:

The Board expresses its gratitude and appreciates the assistance and co-operation received from the Creditors, Banks, Government Authorities, Customers and Shareholders during the year under review.

By Order of The Board, Arihant Superstructures Limited

Sd/- Place : Navi Mumbai Ashok B. Chhajer Date : 05/08/2014 Chairman & Managing Director


Mar 31, 2013

The Directors have pleasure in presenting the 30th Annual Report of the Company for the Financial Year ending on 31st March 2013.

FINANCIAL RESULTS

(Rs. in Lacs)

FINANCIAL RESULTS 2012-2013 2011-2012

(Consolidated) (standalone) (Consolidated) (standalone)

Sales and Other Income 7163.19 7844.14 6891.13 6883.46

Profit before interest, depreciation & tax 924.16 1601.49 1700.13 1695.39

Interest 937.70 842.77 484.13 484.17

Depreciation 37.39 33.26 29.18 28.01

Profit/ (Loss) before Tax (50.93) 725.47 1186.78 1183.21

Provision for Tax 237.40 234.62 383.12 382.78

Profit/ (Loss) after Tax (288.33) 490.85 803.66 800.43

Profit/(Loss) for the year (287.83) 490.85 803.66 800.43

Add: Balance of Profit and Loss Account 966.64 1379.71 677.51 676.91

Share of Minority 0.51 - 1.27 -

Profit available for Appropriation 678.81 1870.56 1479.90 1477.33

Less : Appropriation

Proposed Equity Dividend 82.32 82.32 82.31 82.32

Tax on Proposed Equity Dividend 13.35 13.35 13.35 13.35

Less/Add: Earlier year provisions - - 1.95 1.95

Balance of profit carried to Balance Sheet 583.14 1774.88 1382.27 1379.71

During the year under review, your Company''s total income has been registered at Rs. 7884.14 lacs in comparison of Rs. 6883.46 lacs of the previous financial year. The profit after tax (PAT) has been registered at Rs. 490.85 lacs in comparison of Rs.800.43 lacs of the previous financial year.

RESERVES AND DIVIDEND:

The Board of Directors has recommended a Final Dividend of Rs. 0.20 per Equity Share for the financial year ending on 31st March 2013. The Board has transferred an amount of Rs. 82.32 Lacs to the General Reserves Account, out of the amount available for appropriation.

OPERATIONS REVIEW:

PROJECT "ARIHANT AMODINI"

This is a residential project located at Taloja (Navi Mumbai). Amodini consists of approximately 126 flats, having approximately 1.36 lacs sq. ft. developable / saleable area. Arihant Amodini consists a stilt 22 Storied Tower comprising elegant 2BHK. The land has been conveyed in the name of Arihant Superstructures Limited by way of Tripartite Agreement. 90% construction activities are completed. The project has internal & external amenities such as intercom facility, UPVC sound resistance French windows, velvet touch paint with POP in all rooms, children play area, health club, gymnasium, landscape garden, power backups for lifts, indoor game room & library.

PROJECT " ARIHANT ARHAM"

The residential project is located on the picturesque Panvel- Matheran Road, Koproli, Panvel. The project consists of 32 building having 501 flats approx. The project is completed. Arihant Arham is a stilt 4 storey tower comprising elegant IBHK & 2BHK with recreational facilities on the riverside park. The project has internal & external amenities such as intercom facility, granite top kitchen platform, elegant entrance lobby, landscapes garden with water fountains, swimming pool, gymnasium with club house, children play area, amphitheatre with party lawn, Jogging Track, Meditation Center, ample car parking, basket ball court, external camera for security checks, temple.

PROJECT "ARIHANT AAROHI"

This is a residential project located at Kalyan Shil Road, Navi Mumbai. Arihant Aarohi consists of approximately 180 flats, having approximately 3.5 acres land area. Arihant Aarohi consists a stilt 15 storeyed tower comprising elegant 1BHK & 2BHK. Construction is in full swing. The project has internal & external amenities such as Intercom facility, UPVC sound resistant french windows, granite top kitchen platform, swimming pool, library, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

PROJECT "ARIHANT ADITA"

The residential project is situated at Pal Road, Gangana, Jodhpur (Rajasthan) and is just 1 km from the National Highway. This is first of its type high rise Residential project in Jodhpur. The project will provide the people of Jodhpur all state of the art facilities and amenities, forming part of the similar projects in Mumbai and other Metro cities only, which is till now only a dream to the people of Jodhpur. The project has amenities such as Swimming Pool, Badminton Court, Basket Ball Court, Kids Play Room, Amphitheatre, Garden Lawn, Steam Room, Gymnasium, etc. to name a few.

PROJECT "ARIHANT AYATI"

The residential project named as "Arihant Ayati" is situated at Devnagar, Jodhpur (Rajasthan). This Project is stilt 16 storied Towers consisting 3 BHK Super Luxurious Flats having the Internal and External Amenities like swimming pool, Health Club with Gymnasium & stem room, Green concept at Top Terrace for cool temperature and External Texture with pure Acrylic Paint etc.

PROJECT "ARIHANT AGRIMA"

The Company has got an Affordable Housing Project at Jodhpur named "Arihant Agrima". This project is on a Public Private Partnership with the "Jodhpur Development Authority (JDA)" Jodhpur, Rajasthan, won through Tender process.

PROIECTS UNDER SUBSIDIARIES:

PROJECT "ARIHANT AKANKSHA"

This is a residential project located at Panvel, Navi Mumbai. The project consists of 8 Buildings having 2200 flats approx. Arihant Akanksha a stilt podium 27 storey tower comprising elegant 2BHK & 3BHK & 4BHK apartments. The project having internal & external amenities such as intercom facility, Velvet touch paint with POP in all rooms granite top kitchen platform, elegant entrance lobby, 4 high speed lifts in each building, business lounge, landscapes garden with water fountains, swimming pool, gymnasium with club house, children play area, amphitheatre with party lawn, Jogging Track, Meditation Center, ample car parking, basket ball court, external camera for security checks, temple.

PROJECT "ARIHANT ARSHIYA"

This residential project named as "Arihant Arshiya" is situated at Khalapur, Khopoli. This project consists of 1600 flats approx having 23 acres land area. The construction of project is in full swing. Arihant Arshiya is a part stilt 3 storey tower comprising elegant IRK, IBHK, 2BHK flats. The project is having internal & external amenities such as swimming pool, library, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts, Ganesh temple, complex owned shuttle bus service.

PROJECT "ARIHANT ANMOL"

This is a residential project located at Jouveli Badlapur (E). Anmol project consist of 650 flats having 7 acres land area. The land has been conveyed in the name of Arihant Superstructures Limited. The construction is in full swing. The project has internal & external amenities such as intercom facility, granite top kitchen platform swimming pool, library, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

PROJECT " ARIHANT AMISHA"

This residential project named as "Arihant Amisha" situated at Wawanje Taloja, Panvel. This project consists of 700 flats having 20 acres land area. The construction of the project is started in full swing. The project has various amenities such as intercom facility, air conditioner in each flat, Ganesh Temple, Swimming Pool, Health Club with Gymnasium & Steam Room, Community hall, cum social activity center & library, external camera for security check, air conditioner in each flat, beautiful landscaped garden etc.

PROJECT "ARIHANT ALOKI"

This residential project named as "Arihant Aloki" situated at Bhisegaon Karjat (W). This project consists of 232 flats having 5 acres land area. The project is just launched. Arihant Aloki is a stilt 4 storey tower comprising elegant IBHK & 2BHK flats. The project has internal & external amenities such as intercom facility, granite top kitchen platform, burner gas hob & chimney, swimming pool, Ganesh temple, children play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

SUBSIDIARIES:

During the year under review,

a) Arihant Technoinfra Private Limited and Arihant Aashiyana Private Limited have become the subsidiaries of the Company w.e.f. 17th September, 2012. Arihant Aashiyana Private Limited is engaged in the business of construction and real estate activities and Arihant Technoinfra Private Limited is engaged in the business of production of AAC Block.

b) Adeshwar Realty Private Limited, Arihant Abode Limited, Arihant Vatika Realty Private Limited and Arihant Gruhnirman Private Limited continued to be the subsidiaries of the Company.

All the subsidiary companies are non-material, non-listed subsidiary companies as defined under Clause 49 of the Listing Agreements entered into with the stock exchanges. A statement pursuant to Section 212(2) of the Companies Act,I956 relating to the subsidiary companies is attached to the accounts.

In accordance with the General Circular No. 2/2011 dated 08th February, 2011, under Section 212(8) of the Companies Act, 1956 issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Statement of Profit and Loss account and other documents of the subsidiary are not being attached with the Balance Sheet of the Company. However, the financial information has been annexed and disclosed in the Annual Report in compliance with the said circular. The Company will make available the Annual Accounts of the subsidiary companies and the related details information to any member of the company who is interested in obtaining the same. The annual accounts of the subsidiary companies will be kept open for inspection at the Registered Office of the company and that of the respective subsidiary companies. The consolidated financial statement presented by the company includes the financial results of the subsidiary companies.

Details of the subsidiaries and their business operations during the year under review are covered in the Management''s Discussion and Analysis Report.

LISTING:

The Equity Shares of the Company are listed at the Bombay Stock Exchange Limited (BSE). The Company has paid the applicable listing fees to the above stock exchange up to date. The Company''s Equity Shares are also traded in the dematerialised segment for all investors and the Company has entered into agreements with the Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL) for custodial services.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the cash flow statement for the year ended 31st March, 2013 is annexed hereto.

BOARD OF DIRECTORS:

Your Board of Directors comprise of eminent, experienced and reputed Individuals of the Industry. During the year under review, there has been no change in the composition of the Board of Directors from the previous Annual General Meeting, till the current one.

The current composition of the Board of Directors is as follows:

Sr. No Name of the Director Designation on the Board

1 Mr. Ashok B. Chhajer Chairman and Managing Director

2 Mr. Nimish Shah Whole-time Director

3 Mr. Dinkar Samant Whole-time Executive Director

4 Mr. Virendra Kumar Mital Non Executive Independent Director

5 Mr. Dinesh Chandra Babel Non Executive Independent Director

6 Mr. Vinayak Nalavde Non Executive Independent Director

On account of the requirement of Section 255 of the Companies Act, 1956 and the Articles of Association, Mr. Vinayak Nalavde and Mr. Dinesh Chandra Babel are liable to retire by rotation at the ensuing Annual General meeting and being eligible, offer themselves for reappointment. The Board recommends their reappointment.

COMMITTEE OF THE BOARD OF DIRECTORS:

In pursuance of the Clause 49 of the Listing Agreement, the Company is required to have certain mandatory committees. In addition to those, the Company has certain non-mandatory Committee of the Board of Directors. The details of the Committee of Directors as on 31.03.2013 are as follows:

Name of the Committee Current Constitution of the Committee

Audit Committee 1 Mr. Dinesh Chandra Babel (Chairman)

2 Mr. Virendra Kumar Mital

3 Mr. Vinayak Nalavde

4 Mr. Dinkar Samant

Remuneration Committee 1 Mr. Vinayak Nalavde (Chairman)

2 Mr. Dinesh Chandra Babel

3 Mr. Virendra Kumar Mital

Shareholders Grievance Committee 1 Mr. Virendra Kumar Mital (Chairman)

2 Mr. Dinesh Chandra Babel

3 Mr. Vinayak Nalavde

Executive Committee 1 Mr. Ashok Chhajer (Chairman) (Non Mandatory Committee) 2 Mr. Nimish Shah

3 Mr. Dinkar Samant

Share Transfer Committee 1 Mr. Ashok Chhajer (Chairman)

2 Mr. Nimish shah

3 Mr. Dinkar Samant

Business Planning & Development Committee 1 Mr. Ashok Chhajer (Chairman) (Non Mandatory Committee) 2 Mr. Vinayak Nalavde

3 Mr. Dinesh Babel

The Company Secretary is the Secretary for all mandatory Committees.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirements of Section 2I7 (2AA) of the Companies Act, I956, with respect to Directors'' Responsibility Statement, it is hereby confirmed:

(i) that in preparation of the annual accounts for the financial year ended 3Ist March, 20I3, the appropriate accounting standards have been followed;

(ii) that Directors have selected such accounting policies and applied them consistently and made judgment 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 profit of the Company for the year under review;

(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, I956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors have prepared the accounts for the financial year ended 3Ist March, 20I3 on a going concern basis.

AUDITORS :

M/s T. N. Gala & Associates, Chartered Accountants, being the Statutory Auditors of the Company, who retire at the conclusion of this Annual General Meeting, have showed their unwillingness to be re-appointed as the Statutory Auditor of the Company.

The Special Notice u/s 190 of the Companies Act, 1956 has been received by the Company from a member of the Company, recommending the appointment of M/s Kailash Chand Jain & Co, Chartered Accountants, Mumbai as the Statutory Auditors of the Company from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting.

M/s Kailash Chand Jain & Co. Chartered Accountants, will be appointed as Statutory Auditors of the Company subject to approval of the members in the ensuing Annual General Meeting.

The company has received letter from them to the effect that their appointment, if made, would be within the prescribed limits under section 224(IB) of the Companies Act, 1956 and they are not disqualified for the appointment within the meaning of section 226 of the Act.

AUDITORS REPORT:

The Notes to Accounts referred to in the Auditor''s report are self-explanatory and do not require any further comments.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The management continuously reviews the internal control systems and procedures for the efficient conduct of the Company''s business. The Company adheres to the prescribed guidelines with respect to the transactions, financial reporting and ensures that all its assets are safeguarded and protected against losses. The Internal Auditor of the Company conducts the audit on regular basis and the Audit Committee actively reviews internal audit reports and effectiveness of internal control systems.

Internal Control Systems are implemented to safeguard the Company''s assets from loss or damage, to keep constant check on the cost structure, to prevent revenue leakages, to provide adequate financial and accounting controls and implement accounting standards

FIXED DEPOSIT:

The Company has not invited or accepted any fixed deposits during the year under review pursuant to section 58A of the Companies Act, I956 and the Companies (Acceptance of Deposit) Rules, I975.

UTILIZATION OF PROCEEDS OF RIGHTS ISSUE AND PREFERENTIAL ISSUE:

The company has raised Rs.I646.40 lacs by way of Rights Issue in the financial year 20II-I2. However, an amount of Rs 606.38 lacs was kept in fixed deposit; pending utilization.The whole amount has been utilized as per the object of the Right Issue in the financial year 20I2-I3.

CORPORATE GOVERNANCE:

The Company adheres to sound Corporate Governance practices, which enables to maintain transparency and serve the long-term interest of the Shareholders. The Management Discussion and Analysis Report as well as report on Corporate Governance as of 3Ist March 20I3 are attached hereto as a part of this Annual Report.

The Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of India''s Corporate Governance practices and have implemented all the stipulations prescribed. The Company has implemented several best Corporate Governance practices as prevalent in the country. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of this Report.

The requisite Certificate from M/s. D. A. Kamat & Co., Practising Company Secretaries, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is attached to this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

During the year under review your Company has been involved in the Corporate Social Responsibility activity. You will be happy to know that your company has donated Rs. 20 lacs approx. towards construction of school and welfare activities of the students in Navi Mumbai region. A pre-primary school has also been set up on construction site in Jodhpur, Rajasthan for the education of children of construction labourers. The Company is also constructing an auditorium in MBM Engineering College at Jodhpur at the estimated cost of Rs. I0 lacs for the benefit of engineering college students. The management continues to fulfill its social responsibility towards society on an ongoing basis in whatever best possible manner.

PARTICULARS OF EMPLOYEES:

During the financial year 20I2-I3, no employee of the Company has been paid remuneration in excess of prescribed limit under Section 2I7(2A) of the Companies Act, I956 read with the Companies (Particulars of Employees) Rules, I975.

INVESTORS'' RELATION AND GRIEVANCES

Investors'' relations have been cordial during the year. As a part of compliance, the Company has formed Shareholders'' and Investors'' Grievance Committee to deal with the issues relating to investors. During the year under review, the company has received one (I) complaint/grievance which was resolved by the company. Thus, there were no investors'' grievances pending as on 3Ist March, 20I3. A confirmation to this effect has been received from the Company''s Registrar and Share Transfer Agent.

ACCOUNTING STANDARDS AND CONSOLIDATED FINANCIAL STATEMENTS:

The consolidated financial statements of the Company and its subsidiaries, prepared in accordance with Accounting Standards, issued by the Institute of Chartered Accountants of India, which forms part of the Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:

The particulars as prescribed under Section 2I7(I) (e) read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, I988, are set out in the Annexure ''A'' forming part of this report.

PERSONNEL:

The Company is professionally managed and has very cordial relationship with all its employees. Highly qualified and experienced personnel from the field of engineering, finance and administration & sales assist the top level management. Your Directors wish to place on record their appreciation for the co-operation and support received from employees towards the growth and prosperity of your Company and look forward to their continued support.

ACKNOWLEDGEMENTS:

The Board expresses its gratitude and appreciates the assistance and co-operation received from the Creditors, Banks, Government Authorities, Customers and Shareholders during the year under review.

By Order Of The Board,

Arihant Superstructures Limited

Sd/-

Place: Navi Mumbai Ashok Chhajer

Date: 13th August, 2013 Chairman & Managing Director


Mar 31, 2011

The Directors have pleasure in presenting the 28th Annual Report of the Company for the Financial Year ending on 31st March 2011.

FINANCIAL RESULTS:

(Rs. in Lacs)

Particulars 2010-2011 2009-2010 2010-2011 2009-2010 (standalone) (standalone)(Consolidated) (Consoli dated)

Sales and Other Income 10777.28 2706.47 11190.68 2792.08

Profit before interest, depreciation & tax 1267.72 295.57 1270.78 315.17

Interest 171.75 93.67 171.96 112.89

Depreciation 14.96 2.60 15.95 2.60

Profit/(Loss) before Tax 1081.01 199.29 1082.87 199.68

Provision for Tax (345.00) (68.32) (345.09) (68.44)

Profit/ (Loss) after Tax 736.01 130.97 737.78 131.24

Prior Period Adjustments - - - - and Extraordinary Items

Profit/(Loss) for the year 736.01 130.97 737.78 131.24

Add: Balance of Profit and Loss Account 46.99 4.53 46.99 4.55

Profit available for Appropriation 783.00 135.50 784.77 135.79

Less: Appropriation

Transfer to General Reserve 10.17 1.12 10.68 1.30

Proposed Equity Dividend 82.32 74.70 82.32 74.70

Tax on Proposed Equity Dividend 13.67 12.69 13.67 12.70

Share of Minority - - .69 .10

Add: Excess Dividend Provision Written Off .07 - .07 -

Balance of profit carried to Balance Sheet 676.91 46.99 677.48 46.99

During the year under review, your companys total income has been registered Rs. 10,777.28 lacs in comparision of Rs. 2,706.47 lacs of Previous financial year. The profit after tax (PAT) has been registered Rs. 736.01 lacs in comparision of Rs. 130.97 lacs of Previous financial year.

RESERVES AND DIVIDEND:

The Board of Directors has recommended a Final Dividend of Rs. 0.30 per equity share for the financial year ending on 31st March 2011.

In addition to the above, the Board proposes to transfer an amount of Rs. 10,17,390/ - to the General Reserves Account, out of the amount available for appropriation

OPERATIONS REVIEW:

LAUNCHES IN CITY OF JODHPUR, RAJASTHAN:

Over the years, Jodhpur has evolved into a major Business and Industrial center. The major industries are Textiles, Handicrafts, Gaur Gum (Agro products) which are on world map, steel utensils, etc. With the changing times, the thinking and lifestyle of the people has also changed and they have started adopting western culture as a part of their lives.

Jodhpur can be considered to be the only developed city in Western Rajasthan; providing urban living standards and good educational facilities at a shortest distance. These all will result in generating enormous employment opportunities in the areas in and around Jodhpur and thereby leading to more demand for planned residential projects in Jodhpur.

During the year, the Company has taken steps for increasing its pan India presence and in this connection, the Company has launched its three residential projects in Jodhpur city of Rajasthan the detail of which are as follows:

PROJECT "ARIHANT ADITA"

The project is situated at Pal Road, Gangana, Jodhpur (Rajasthan) and is just 1 km from the National Highway. This is first of its type high rise Residential project in Jodhpur. The project will provide the people of Jodhpur all state of the art facilities and amenities, forming part of the similar projects in Mumbai and other Metro cities only, which is till now only a dream to the people of Jodhpur. The project has amenities such as Swimming Pool, Badminton Court, Basket Ball Court, Kids Play Room, Amphitheatre, Garden Lawn, Steam Room, Gymnasium, etc. to name a few.

PROJECT "ARIHANT AY ATI"

The project named as "Arihant Ayati" is situated at Devnagar, Jodhpur (Rajasthan). This Project is high rise residential project consisting 3 BHK Super Luxurious Flats having the Internal and External Amenities like swimming pool. Health Club with Gymnasium & stem room, Green concept at Top Terrace for cool temperature and External Texture with pure Acrylic Paint etc.

PROJECT "ARIHANT AGRIMA"

The company has got an Affordable Housing Project at Jodhpur named "Arihant Agrima". This project is on a Public Private Partnership with the "Jodhpur Development Authority (JDA)" Jodhpur, Rajasthan, won through Tender process.

PROGRESS OF THE ONGOING PROJECTS OF THE COMPANY:

PROJECT "ARIHANT ABHILASHA"

This residential project is situated at Plot No. 10, Sector 35H, Kharghar, Navi Mumbai at a premium location near Central Park and Golf Course. The land has been conveyed in the name of Arihant Superstructures Limited by way of Tripartite Agreement. Construction of the 19 slabs out of total 20 slabs has been completed. Currently brickwork, flooring and titling is running and project is expected to be completed fully within next 6 month.

PROJECT "ARIHANT ARHAM"

On this residential project at Panvel, the construction activities for 29 buildings have been started. Multiple contractors and agencies have been engaged and marketing strategies have been successfully designed. Currently on 5 building the work of flooring is running & on 12 building the plaster work has been completed. Lift installation work has been started on completed buildings.

SUBSIDIARIES:

During the year under review,

(a) Adeshwar Realty Private Limited became a 100% subsidiary of the Company during the year. Adeshwar Realty Private Limited is in the business of realty and constructions;

(b) Arihant Abode Limited and Arihant Vatika Realty Private Limited continued to be the subsidiaries of the Company.

All the subsidiary companies are non-material, non-listed subsidiary companies as defined under Clause 49 of the Listing Agreements entered into with the stock exchanges. A statement pursuant to Section 212(8) of the Companies Act, 1956 relating to the subsidiary companies is attached to the accounts. As required under Section 212, the Audited Balance Sheet as at 31st March, 2011 and Profit and Loss Account for the Financial year ending on that date along with reports of the Auditors and Directors thereon is annexed and form part of the Annual Report.

As required under the Listing Agreement with the Stock exchanges, a consolidated financial statement of the Company and all its subsidiaries are attached to the Balance Sheet. The consolidated Financial Statements are prepared in accordance with AS 21 and AS 23.

LISTING:

The Equity shares of the Company are listed at the Bombay Stock Exchange Limited (BSE). The Company has paid the applicable listing fees to the above stock exchanges up to date. The Companys Equity shares are also traded in the dematerialised segment for all investors and the Company has entered into agreements with the Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL) for custodial services.

During the year under review, your Company has made the necessary application with the National Stock Exchange (NSE) and is awaiting their approval for listing and trading of your companys shares on their Exchange.

CHANGE IN ACCOUNTING POLICIES:

Upto 31st March, 2010, the Company followed percentage Completion Method of accounting wherein it added the Estimated Gross Profit on direct Costs based on the percentage of work completed to arrive at the value of

Incomplete Projects (WIP) for the purpose of recognizing revenue for the year.

To line with norms generally followed in the industry and to make the financial Statement more comparable, from the financial year 2010-11, the Company has changed its method of its revenue recognition for incomplete projects/ under construction properties as per the Guidance Note on Revenue Recognition by the Real Estate Developers issued by the ICAI. Revenue for the the financial year 2010-11 onwards is recognized for the sold areas only, where at least 15 percent of the sale consideration has been realized as per agreement, on the basis of percentage of actual cost incurred thereon as against total estimated cost of project under execution subject to the actual cost exceeding 25 percent of total estimated cost of project. The incomplete projects (WIP) are valued at Cost.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the cash flow statement for the year ended 31st March, 2011 is annexed hereto.

BOARD OF DIRECTORS:

Your Board of Directors comprise of eminent, experienced and reputed Individuals of the Industry. There have been changes in the composition of the Board of Directors from the previous Annual General Meeting, till the current one.

The current composition of the Board of Directors is as follows:

Sr. Name of the Director Designation on the Board No.

1. Mr. Ashok B. Chhajer Chairman and Managing Director

2. Mr. Nimish Shah Whole-time Executive Director

3. Mr. Varaprasad Atluri Non-Executive Non Independent Director

4. Mr. Virendra Kumar Mital Non Executive Independent Director

5. Mr. Dinesh Chandra Babel Non Executive Independent Director

6. Mr. Anant Karweer Non Executive Independent Director

On account of the increased duties and scope of work of the Managing Director and Whole Time Director of the Company, the Board has recommended the increase in the remuneration of Mr. Ashok Chhajer and Mr. Nimish Shah as stated in the explanatory statement annexed to the notice of this Annual General Meeting. The proposed increase will continue to be within the limits prescribed in Companies Act, 1956. The proposed increase has been approved by the Remuneration Committee of the Board.

On account of the requirement of Section 255 and Articles of Association, Mr. Dinesh Babel and Mr. Varaprasad Atluri, are liable to retire by rotation at the ensuing Annual General Meeting, and being eligible have offered themselves for re-appointment.

During the period under review, the composition of the Board underwent the following changes:

Mr. Anand Shah has been resigned from the directorship of the Company w.e.f. 05/01/2011. The Board would like to place on record its appreciation towards the contribution and guidance received from Mr. Anand Shah during his tenure.

COMMITTEE OF THE BOARD OF DIRECTORS:

In pursuance of the Clause 49 of the Listing Agreement, the Company is required to have certain mandatory committees. In addition to those, the Company has certain non-mandatory Committee of the Board of Directors. The details of the Committees of Board of Directors as on 05.05.2011 are as follows:

Name of the Committee Current Constitution of the Committee

Audit Committee 1. Mr. Dinesh Chandra Babel (Chairman)

2. Mr. Virendra Kumar Mital

3. Mr. Varaprasad Atluri

Remuneration Committee 1. Mr. Anant Karweer (Chairman)

2. Mr. Dinesh Chandra Babel

3. Mr. Virendra Mital

Shareholders Grievance Committee 1. Mr. Virendra Kumar Mital (Chairman)

2. Mr. Anant Karweer

3. Mr. Dinesh Chandra Babel

Executive Committee 1. Mr. Ashok Chhajer (Chairman) (Non Mandatory Committee) 2. Mr. Varaprasad Atluri

3. Mr. Nimish Shah

Share Transfer Committee 1. Mr. Ashok Chhajer (Chairman)

2. Mr. Nimish shah

3. Mr. Varaprasad Atluri

Business Planning & Development 1. Mr. Ashok Chhajer (Chairman) Committee 2. Mr. Anant Karweer (Non Mandatory Committee) 3. Mr. Dinesh Babel

The Company Secretary is the Secretary for ail mandatory Committees.

During the year under review, the Executive Committee and Business Planning & Development Committee were constituted for the purpose to take decision related to day to day business.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirements of Section 217 (2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) that in preparation of the annual accounts for the financial year ended 31st March, 2011, the appropriate accounting standards have been followed;

(ii) that Directors have selected such accounting policies and applied them consistently and made judgment 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 profit of the Company for the year under review;

(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, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors have prepared the accounts for the financial year ended 31st March, 2011 on a going concern basis.

AUDITORS AND AUDITORS REPORT:

M/s T. N. Gala & Associates, Chartered Accountants, being the Statutory Auditors of the Company, retire at the conclusion of this Annual General Meeting. Being eligible, they have offered themselves for re-appointment. The appointment has been recommended by the Audit Committee. The Board of Directors recommends their re- appointment.

The Company has received letter from them to the effect that their reappointment, if made, would be within the prescribed limits under section 224 (IB) of the Companies Act, 1956 and that they are not disqualified for the reappointment with in the meaning of Section 226 of the Said Act.

The Notes on Accounts referred to in the Auditors report are self-explanatory and do not call for any further comments.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The management continuously reviews the internal control systems and procedures for the efficient conduct of the Companys business. The Company adheres to the prescribed guidelines with respect to the transactions, financial reporting and ensures that all its assets are safeguarded and protected against losses. The Internal Auditor of the Company conducts the audit on regular basis and the Audit Committee actively reviews internal audit reports and effectiveness of internal control systems.

Internal Control Systems are implemented to safeguard the Companys assets from loss or damage, to keep constant check on the cost structure, to prevent revenue leakages, to provide adequate financial and accounting controls and implement accounting standards.

FIXED DEPOSIT:

The Company has not invited or accepted any fixed deposits during the year under review pursuant to section 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules, 1975.

UTILIZATION OF PROCEED OF RIGHT ISSUE & PREFERENTIAL ISSUE:

The Company has raised Rs. 14.69 Crores by way of Right Issue in financial year 2009-10; as on 31st March, 2011 the whole amount has been utilized as per the object of the Right Issue.

The Company has raised Rs. 14.99 Crores by way of Preferential Issue in financial year 2010-11, as on 31st March, 2011 Rs. 12.78 Crores has been utilized as per the object of the preferential issue and balance Rs. 2.21 Crores has been kept in fixed deposit.

CORPORATE GOVERNANCE AND REPORT THEREON:

The Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of Indias Corporate Governance practices and have implemented all the stipulations prescribed. The Company has implemented several best Corporate Governance practices as prevalent in the country. The Report on Corporate Governance as of 31st March 2011 as stipulated under Clause 49 of the Listing Agreement forms part of this Report.

The Management Discussion and Analysis Report, as required under Clause 49 of the Listing Agreement with the Stock Exchanges, form a part of Corporate Governance Report.

The requisite Certificate from, M/s. D. A. Kamat & Co, Practising Company Secretaries, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is attached to this Annual Report.

PARTICULARS OF EMPLOYEES:

During the financial year 2010-11, no employee of the Company has been paid remuneration in excess of prescribed limit under section 217(2A) of the Companies Act, 1956 read with the Companies(Particulars of Employees) Rules, 1975.

INVESTORS RELATION AND GRIEVANCES:

Investors relations have been cordial during the year. As a part of compliance, the Company has formed Shareholders and Investors Grievance Committee to deal with the issues relating to investors. There were no investors grievances pending as on 31st March, 2011. A confirmation to this effect has been received from the Companys Registrar and Share Transfer Agent.

ACCOUNTING STANDARDS AND CONSOLIDATED FINANCIAL STATEMENTS:

The consolidated financial statements of the Company and its subsidiaries, prepared in accordance with Accounting Standards AS-21, and 23, issued by the Institute of Chartered Accountants of India, form part of the Annual Report.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:

The particulars as prescribed under Section 217(1) (e) read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, are set out in the Annexure A forming part of this report.

PERSONNEL:

The Company is professionally managed and has very cordial relationship with all its employees. Highly qualified and experienced personnel from the field of engineering, finance and administration & sales assist the top level management. Your Directors wish to place on record their appreciation for the co-operation and support received from employees towards the growth and prosperity of your Company and look forward to their continued support.

ACKNOWLEDGEMENTS:

The Board expresses its gratitude and appreciates the assistance and co-operation received from the Creditors, Banks, Government Authorities, Customers and Shareholders during the year under review.

For and on behalf of the Board of Directors

Sd/-

Ashok B. Chhajer Chairman & Managing Director

Place: Navi Mumbai Date s: 05th May, 2011

 
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