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Directors Report of Asahi Infrastructure & Projects Ltd.

Mar 31, 2015

Dear Members,

The Directors have great pleasure in submitting their 27th ANNUAL REPORT on the business & operations of the Company along with the Audited Balance Sheet and Profit And Loss Account, for the year ended 31st March, 2015.

1. FINANCIAL RESULTS:

Financial Results of the Company for the year under review along with the figures for previous year are as follows:

(Amount in Rs.)

Consolidated

PARTICULARS Year Ended 2015 2014

Total Income 139,234,674 101,18,70,126

Depreciation 53,16,679 73,07,845

Profit before Taxation 55,72,757 74,73,559

Provision for Taxation 23,59,342 22,33,035

Appropriations

Profit After Tax 32,13,416 52,40,524

Standalone

PARTICULARS Year Ended 2014 2014

Total Income 139,234,674 101,18,70,126

Depreciation 53,16,679 73,07,845

Profit before Taxation 78,64,472 97,88,422

Provision for Taxation 23,59,342 22,33,035

Appropriations

Profit After Tax 55,05,130 75,55,387

2. OPERATIONS:

During the year Company's net profit before tax decrease from Rs. 97,88,422/- (Rupees Ninty Seven lac Eighty Eight Thousand Four Hunderd Twenty Two Only) to Rs. 78,64,472/- (Rupees Seventy Eight Lac Sixty Four Thousand Four Hunderd Seventy Two Only). Your Directors expects to achieve better performance in future and are taking maximum efforts to control the cost and optimize the results in the coming year.

3. EXPANSION PROGRAMMES:

Good news for your company is that Presently your company has concentrating on use of precast priestess flow technology one this experiment / trial is successful, your company is planning to expand its activities on major housing Affordable Housing Project in Rajasthan state & nearly areas, like company is in negotiation with related parties who has got (6) Mega housing projects in Rajasthan costing Rs. 300 Cores. Your company expect bright prospectus in coming time as newly elected govt. having full majority after 30 years, have concentrated on infrastructure sector. Not only this Ministry of Urban Development got allocation of Rs. 4000 /- crore in the current year budget to focus on especially affordable housing sector. Your company has got expertise in this segment since 26 years & now time has come to encasement its 25 years experience Due to this market conditions in affordable housing sector will boom up.

The company has submitted EOI for skill development programmed under Rajasthan Skill and Livelihoods Development Corporation (Govt. of Rajasthan U/T), there by training of skill worker for 3000 students will be undertaken in next these years at Jhunjhunu, Sikar & Churu district Under this programmed company will train 5000 skilled workers in the field of masons / carpenter / plumber / electrician /bar binders which will give skilled hands to company as well can provide these skilled worker to other builders also.

As we are aware that it is the mission of new Govt. to development skilled workers in country so that unskilled youth can get employment which will directory improve GDP of country.

4. FUTURE PROSPECTS:

The robustness of the Indian Economy is reflected in the fact that despite challenging headwinds, the Euro zone crisis and a substantially weaker rupee, India GDP is expected to grow by about 6.5% in 2015-16.

The Company's is optimistic of growth through continued network expansion and innovation.

5. DIVIDEND:

The Company has not declared any dividend during the year.

6. SHARE CAPITAL:

There is no change in Authorized Capital and Issued Share Capital during the financial year.

7. FIXED DEPOSITS:

During the year your Company has not accepted any deposits from the public.

8. DIRECTORS:

During the year Mr. Nilesh Bhaiya Directors of the Company retire by rotation and being eligible has offered them for re-appointment. The members are therefore requested to re-appoint them in the forthcoming Annual General Meeting.

9. SUBSIDIARIES:

The Company has set up a subsidiary unit in Dubai for general trading activities.

10. DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217 (2AA) of the Companies Act, 1956 the Board of Directors hereby confirms:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with the proper explanation relating to material departures.

ii. That the Directors have selected such accounting policies and applied them consistently and make 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 of the Company for that period.

iii. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of this 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.

11. CORPORATE GOVERNANCE:

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

12. STOCK EXCHANGE REQUIREMENTS:

Being listed at the Bombay Stock Exchange Limited, Mumbai, your Company has paid listing fees till March, 2015.

13. AUDITORS:

M/s B.M. Gattani & Co., Chartered Accountants, Mumbai, Statutory Auditors of your Company hold office until the conclusion of the forthcoming Annual General Meeting and have signified their willingness to be re-appointment and have further confirmed their re - app ointment if shall be made shall be within the limits specified under Section 224 (1B) of the Companies Act, 1956.

14. AUDITORS' REPORT:

The notes to Auditors' Report are self explanatory and hence no explanation is required from the Board as such.

15. CONSERVATION OF ENERGY:

Even though, the major activity of the Company does not involve high consumption of energy, your Company is making all efforts to optimize usage of energy.

16. TECHNOLOGY ABSORPTION:

Your Company has not imported any technology, hence no details are given.

The Company has designed and developed mechanical RC pilling machine which will reduce the piling labour cost by 60% with improved quality of construction and will help the reduction in project completion time.

17. PARTICULARS OF EMPLOYEES:

In accordance with the provision of Section 217 of the Companies Act, 1956, read with the Companies (Particulars of Employees) Amendment Rules 1999 as amended up to date, there were no employees during the whole or part of the year who were in receipt of remuneration in excess of limits as mentioned in the said section and hence no details are given as such.

18. ACKNOWLEDGEMENTS:

Your Directors take this opportunity to place on record, gratitude for corporation and support received from their Banker, various departments and agencies of Central and State Government and dedication and commitment of the staff at all levels, without which the all-round growth and prosperity of the Company would not have been possible. Your Directors also appreciate the support provided by the several overseas and local customers to the Company's marketing efforts and to the esteemed shareholders who have maintained confidence in the Company.

By the Order of the Board Asahi Infrastructure & Projects Limited

Sd/- L.J.Rathi (Chairman & Managing Director)

Date: 20th Aug, 2015 Place: Akola


Mar 31, 2014

Dear members,

The Directors have great pleasure in submitting their 26th ANNUAL REPORT on the business & operations of the Company along with the Audited Balance Sheet and Profit And Loss Account, for the year ended 31st March, 2014.

1. FINANCIAL RESULTS:

Financial Results of the Company for the year under review along with the figures for previous year are as follows:

(Amount in Rs.)

Consolidated

PARTICULARS Year Ended 2014 2013

Total Income 101,18,70,126 61,58,32,473

Depreciation 73,07,845 55,66,957

Profit before Taxation 74,73,559 2,17,54,552

Provision for Taxation 22,33,035 52,152

Appropriations

Profit After Tax 52,40,524 2,17,02,400

Standalone

PARTICULARS Year Ended 2014 2013

Total Income 101,18,70,126 61,58,32,473

Depreciation 73,07,845 55,66,957

Profit before Taxation 97,88,422 2,29,22,935

Provision for Taxation 22,33,035 52,152

Appropriations

Profit After Tax 75,55,387 2,28,70,783

2. OPERATIONS:

During the year Company''s net profit before tax decrease from Rs. 2,29,22,935/- (Rupees Two Cr Twenty Nine Lac Twenty Two Thousand Nine Hundred Thirty Five Only) to Rs. 97,88,422/-(Rupees Ninety Seven Thousand Eighty Eight Thousand Four Hundred Twenty Two Only). Your Directors expects to achieve better performance in future and are taking maximum efforts to control the cost and optimize the results in the coming year.

3. EXPANSION PROGRAMMES:

Good news for your company is that Presently your company has concentrating on use of precast priestess flow technology one this experiment / trial is successful, your company is planning to expand its activities on major housing Affordable Housing Project in Rajasthan state & nearly areas, like company is in negotiation with related parties who has got (6) Mega housing projects in Rajasthan costing Rs. 300 Cores. Your company expect bright prospectus in coming time as newly elected govt. having full majority after 30 years, have concentrated on infrastructure sector. Not only this Ministry of Urban Development got allocation of Rs. 4000 /-crore in the current year budget to focus on especially affordable housing sector. Your company has got expertise in this segment since 26 years & now time has come to encasement its 25 years experience Due to this market conditions in affordable housing sector will boom up.

The company has submitted EOI for skill development programmed under Rajasthan Skill and Livelihoods Development Corporation (Govt. of Rajasthan U/T), there by training of skill worker for 3000 students will be undertaken in next these years at Jhunjhunu, Sikar & Churu district Under this programmed company will train 5000 skilled workers in the field of masons / carpenter / plumber / electrician /bar binders which will give skilled hands to company as well can provide these skilled worker to other builders also.

As we are aware that it is the mission of new Govt. to development skilled workers in country so that unskilled youth can get employment which will directory improve GDP of country.

4. FUTURE PROSPECTS:

The robustness of the Indian Economy is reflected in the fact that despite challenging headwinds, the Euro zone crisis and a substantially weaker rupee, India GDP is expected to grow by about 6.5% in 2014-15.

The Company''s is optimistic of growth through continued network expansion and innovation.

5. DIVIDEND:

The Company has not declared any dividend during the year.

6. SHARE CAPITAL:

There is no change in Authorized Capital and Issued Share Capital during the financial year.

7. FIXED DEPOSITS:

During the year your Company has not accepted any deposits from the public.

8. DIRECTORS:

During the year Mrs. Yasmin Khan Directors of the Company retire by rotation and being eligible has offered them for re-appointment. The members are therefore requested to re-appoint them in the forthcoming Annual General Meeting.

9. SUBSIDIARIES:

The Company has set up a subsidiary unit in Dubai for general trading activities where profit margin and bottom-line is good. Statement pursuant to Section 212 is attached herewith.(Annexure I)

10. DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217 (2AA) of the Companies Act, 1956 the Board of Directors hereby confirms:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with the proper explanation relating to material departures.

ii. That the Directors have selected such accounting policies and applied them consistently and make 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 of the Company for that period.

iii. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of this 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.

11. CORPORATE GOVERNANCE:

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

12. STOCK EXCHANGE REQUIREMENTS:

Being listed at the Bombay Stock Exchange Limited, Mumbai, your Company has paid listing fees till March, 2014.

13. AUDITORS:

M/s B.M. Gattani & Co., Chartered Accountants, Mumbai, Statutory Auditors of your Company hold office until the conclusion of the forthcoming Annual General Meeting and have signified their willingness to be re-appointment and have further confirmed their re-appointment if shall be made shall be within the limits specified under Section 224 (1B) of the Companies Act, 1956.

14. AUDITORS'' REPORT:

The notes to Auditors'' Report are self explanatory and hence no explanation is required from the Board as such.

15. CONSERVATION OF ENERGY:

Even though, the major activity of the Company does not involve high consumption of energy, your Company is making all efforts to optimize usage of energy.

16. TECHNOLOGY ABSORPTION:

Your Company has not imported any technology, hence no details are given.

The Company has designed and developed mechanical RC pilling machine which will reduce the piling labour cost by 60% with improved quality of construction and will help the reduction in project completion time.

17. PARTICULARS OF EMPLOYEES:

In accordance with the provision of Section 217 of the Companies Act, 1956, read with the Companies (Particulars of Employees) Amendment Rules 1999 as amended up to date, there were no employees during the whole or part of the year who were in receipt of remuneration in excess of limits as mentioned in the said section and hence no details are given as such.

18. ACKNOWLEDGEMENTS:

Your Directors take this opportunity to place on record, gratitude for corporation and support received from their Banker, various departments and agencies of Central and State Government and dedication and commitment of the staff at all levels, without which the all-round growth and prosperity of the Company would not have been possible. Your Directors also appreciate the support provided by the several overseas and local customers to the Company''s marketing efforts and to the esteemed shareholders who have maintained confidence in the Company.

By the Order of the Board ASAHI INFRASTRUCTURE AND PROJECTS LIMITED

Sd/- L.J.RATHI (CHAIRMAN & MANAGING DIRECTOR)

DATE: 16th Aug, 2014 PLACE: AKOLA


Mar 31, 2012

The Directors have great pleasure in submitting their 24th ANNUAL REPORT on the business & operations of the Company along with the Audited Balance Sheet and Profit And Loss Account, for the year ended 31st March, 2012.

1. FINANCIAL RESULTS:

Financial Results of the Company for the year under review along with the figures for previous year are as follows:

(Amount in Rs.) Consolidated

PARTICULARS Year Ended 2012 2011

Total Income 1,55,83,90,499 5,21,95,22,761

Depreciation 39,28,349 36,26,000

Profit before Taxation 11,40,62,175 41,17,50,790

Provision for Taxation 44215 52,12,542

Appropriations

Profit After Tax 11,40,17,960 40,65,38,248

Standalone

PARTICULARS Year Ended 2012 2011

Total Income 572,932,047 1,475,637,349

Depreciation 3,928,349 3,626,000

Profit before Taxation 20,569,374 33,068,771

Provision for Taxation 44,215 5,212,542

Appropriations

Profit After Tax 20,525,159 27,856,229

2. OPERATIONS:

During the year Company''s net profit before tax decrease from Rs. 33,068,771/- (Rupees Three Crores Thirty Lakhs Sixty Eight Thousand Seven Hundred Seventy Only) to Rs. 20,569,374/- (Rupees Two Crores Five Lakhs Sixty Nine Thousand Three Hundred Seventy Four Only). Your Directors expects to achieve better performance in future and are taking maximum efforts to control the cost and optimize the results in the coming year.

3. EXPANSION PROGRAMMES:

The Company has received final sanction with NA from the Govt. of Rajasthan for executing Affordable Housing Project 2009 under PPP. The project detail is constructing 1800 houses on 52% land to be handed to Avas Vikas Ltd. (Govt. of Rajasthan U/T) & 200 Independent Bungalow, commercial complex & Mini theatre will be installed separately on 48% land to be developed as per company choice. The total project will be Rs.200 Cr.

Further the company has taken up project for "Affordable Housing under PPP model" with Govt. of Rajasthan at Jhunjhunu (Rajasthan) for construction of 1500 Flats on 52% Land for EWS/LIG/MIG beneficiaries to be allotted by Govt. directly. The company will construct same no. of Flats on balance land 48% to be marketed by company. The total built up area will be are 14 lac Sq. Ft to be completed in 3 years. The Govt. of Rajasthan has already invited application from 2500 beneficiary in September 2011. The project was delayed by Govt. due to some problems by Govt.

Now application for land use convection is in process & likely to completed by Mid October 2012 & construction will commence by mid January 2013.

Installation of Slab/Block Manufacturing

Due to MNAREGA scheme high dev in Bihar, Chhattisgarh, getting laborer for constriction is difficult day by day. To overcome these problems the company is installing the Priestess Precast Hollow Core slab plant by German Technology. The plant is fully automatic require 7 operators yielding 7000 Sq. Ft. Slab/day to be used next day due to steam curing.

Similarly Company is planning to install Automatic concrete Block making plant capacity 70,000 Blocks per day with German Machinery.

These two major raw materials will be used (75%) for captive use will result in improvement of bottom line along with quality products & time saving in construction period.

4. FUTURE PROSPECTS:

The robustness of the Indian Economy is reflected in the fact that despite challenging headwinds, the Euro zone crisis and a substantially weaker rupee, India GDP is expected to grow by about 6.5% in 2012-13.

The Company''s is optimistic of growth through continued network expansion and innovation.

5. DIVIDEND:

The Company has not declared any dividend during the year.

6. SHARE CAPITAL:

There is no change in Authorised Capital and Issued Share Capital during the financial year.

7. FIXED DEPOSITS:

During the year your Company has not accepted any deposits from the public.

8. DIRECTORS:

During the year Mr. Gaurang Shah resigned from the directorship of the Company w.e.f. 28th January, 2012.

During the year Mr. Nilesh M. Bhaiyya and Mr. Venkatarao Karri, Directors of the Company retire by rotation and being eligible has offered themselves for re-appointment. The members are therefore requested to re-appoint them in the forthcoming Annual General Meeting.

9. SUBSIDIARIES:

The Company has set up a subsidiary unit in Dubai for general trading activities where profit margin and bottom-line is good. Statement pursuant to Section 212 is attached herewith. (Annexure I)

10. DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217 (2AA) of the Companies Act, 1956 the Board of Directors hereby confirms:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with the proper explanation relating to material departures.

ii. That the Directors have selected such accounting policies and applied them consistently and make 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 of the Company for that period.

iii. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of this 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.

11. CORPORATE GOVERNANCE:

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

12. STOCK EXCHANGE REQUIREMENTS:

Being listed at the Bombay Stock Exchange Limited, Mumbai, your Company has paid listing fees till March, 2013. Not Paid – Whether can delete this item

13. AUDITORS:

M/s B.M. Gattani & Co., Chartered Accountants, Mumbai, Statutory Auditors of your Company hold office until the conclusion of the forthcoming Annual General Meeting and have signified their willingness to be re-appointment and have further confirmed their re-appointment if shall be made shall be within the limits specified under Section 224 (1B) of the Companies Act, 1956.

14. AUDITORS'' REPORT:

The notes to Auditors'' Report are self explanatory and hence no explanation is required from the Board as such.

15. CONSERVATION OF ENERGY:

Even though, the major activity of the Company does not involve high consumption of energy, your Company is making all efforts to optimize usage of energy.

16.TECHNOLOGY ABSORPTION:

Your Company has not imported any technology, hence no details are given.

The Company has designed and developed mechanical RC pilling machine which will reduce the piling labor cost by 60% with improved quality of construction and will help the reduction in project completion time.

17. PARTICULARS OF EMPLOYEES:

In accordance with the provision of Section 217 of the Companies Act, 1956, read with the Companies (Particulars of Employees) Amendment Rules 1999 as amended up to date, there were no employees during the whole or part of the year who were in receipt of remuneration in excess of limits as mentioned in the said section and hence no details are given as such.

18. ACKNOWLEDGEMENTS:

Your Directors take this opportunity to place on record, gratitude for corporation and support received from their Banker, various departments and agencies of Central and State Government and dedication and commitment of the staff at all levels, without which the all-round growth and prosperity of the Company would not have been possible. Your Directors also appreciate the support provided by the several overseas and local customers to the Company''s marketing efforts and to the esteemed shareholders who have maintained confidence in the Company.

By the Order of the Board

ASAHI INFRASTRUCTURE AND PROJECTS LIMITED

Sd/-

DATE: 20th AUGUST, 2012 L.J.RATHI

PLACE: AKOLA (CHAIRMAN &

MANAGING DIRECTOR)


Mar 31, 2011

To, The Members of ASAHI INFRASTRUCTURE & PROJECTS LIMITED, Akola.

The Directors have great pleasure in submitting their 23rd ANNUAL REPORT on the business & operations of the Company along with the Audited Balance Sheet and Profit And Loss Account, for the year ended 31st March, 2011.

1. FINANCIAL RESULTS:

Financial Results of the Company for the year under review along with the figures for previous year are as follows:

(Amount. in Rs.)

CONSOLIDATED

PARTICULARS Year ended

2011 2010

Total Income 5,21,95,22,761 3,67,60,27,885

Depreciation 36,26,000 17,36,482

Profit before taxation 41,17,50,790 35,15,12,172

Provision for taxation 52,12,542 21,38,239

Deferred Tax Liabilities - 44,06,770

Appropriations

Profit after Tax 40,65,38,248 34,93,73,933

STANDALONE

PARTICULARS Year ended

2011 2010

Total Income 1,475,637,349 665,028,508

Depreciation 3,626,000 1,736,482

Profit before taxation 33,068,771 12,111,995

Provision for taxation 5,212,542 2,138,239

Deferred Tax Liabilities - 44,06,770

Appropriations

Profit after Tax 27,856,229 9,973,756

2. OPERATIONS:

The market environment in financial year 2011 was challenging, but recovery signs made them felt in the second half of the financial year. A healthy sign was that the average selling price (ASP), which had remained an area of concern for three quarters, began to firm up from November onwards, notching up an increase of nearly 20% by the end of the fiscal year. Your Company continued to strengthen its position in this rapidly-growing market.

The business has performed well, with productivity gains, growth in volumes and sustained margins notwithstanding rise in input costs. The Asahi Infrastructure & Project Ltd. business continues to be successful despite of several environmental constraints. The Company''s ability to neutralize cost increase and improve margins together with purchasing efficiencies, improvement in manufacturing yield/ usage and expenses control helped in increasing the profitability. The performance had established a new milestone for the Company.

During the year Companies performance was satisfactory in comparison to previous year as net profit before tax is increased from Rs. 34,98,56,386 to Rs.41,17,50,790

3. EXPANSION PROGRAMMES:

The Company has received final sanction from the Govt. of Rajasthan for executing Affordable Housing Project 2009 under PPP. The project detail is constructing 1800 houses on 52% land to be handed to Avas Vikas Ltd. (Govt. of Rajasthan U/T) & 200 Independent Bungalow, commercial complex & Mini theatre will be installed separately on 48% land to be developed as per company choice. The total project will be Rs.200 Cr.

The Company has received a work order for infrastructure Development for Nagar Parishad Pawani (Dist. Bhandara) for Rs. 11 Cr. under Integrated Housing and Slum Development Programme (IHSDP). Also company received 2 work order for 129 houses & infrastructure at Malkapur (Dist. Buldhana) under IHSDP Rs. 2.52 Cr.

4. DIVIDEND:

The Company has not declared any dividend during the year.

5. SHARE CAPITAL:

The Company''s share capital has been increased by issue of 1,45,00,000 equity shares of Re.1 each pursuant to Conversion of Warrants into equity shares.

Further pursuant to Consolidation of Share Capital of the Company due to reclassification the existing paid up value of shares is increased from Re.1/- to Rs.10/ - .

6. FIXED DEPOSITS:

During the year your company has not accepted any deposits from the public.

7. SUBSIDIARIES:

The Company has set up a subsidiary unit in Dubai for general trading activities where profit margin and bottom-line is good. Statement pursuant to Section 212 is attached herewith.

8. DIRECTORS:

During the year Mr. Gaurang Shah & and Mrs. Yasmin Khan Directors, retire by rotation and being eligible has offered themselves for re- appointment. The members are requested to re- appoint them in the forthcoming Annual General Meeting.

9. DIRECTORS RESPONSIBILITY STATEMENT:

As required under section 217 (2AA) of the Companies Act, 1956 the Board of Directors hereby confirms:

i. That in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation 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 at the end of the financial year and of the Profit of the Company for that period.

iii. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of this 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.

10. CORPORATE GOVERNANCE:

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

11. STOCK EXCHANGE REQUIREMENTS:

Being listed at The Bombay Stock Exchange Limited, Mumbai, your company has paid listing fees till March, 2012.

12. AUDITORS:

M/s B.M. Gattani & Co., Chartered Accountants, Mumbai, Statutory Auditors of your company holds office until the conclusion of the forthcoming Annual General Meeting and have signified their willingness to be re-appointment and have further confirmed that their appointment if made shall be within the limits specified under Section 224 (1B) of the Companies Act, 1956.

13. AUDITORS'' REPORT:

The notes to Auditors Reports are self explanatory and hence no explanation is required from the Board as such.

14. CONSERVATION OF ENERGY:

Even though, the major activity of your company does not involve high consumption of energy, your company is making all efforts to optimize usage of energy.

15. TECHNOLOGY ABSORPTION:

Your Company has not imported any technology, hence no details are given.

The Company has designed and developed mechanical RC pilling machine which will reduce the piling labour cost by 60% with improved quality of construction and will help the reduction in project completion time.

16. PARTICULARS OF EMPLOYEES:

In accordance with the provision of Section 217 of the Companies Act, 1956, read with the Companies (Particulars of Employees) Amendment Rules 1999 as amended up to date, there were no employees during the whole or part of the year who were in receipt of remuneration in excess of limits as mentioned in the said section and hence no details are given as such.

17. ACKNOWLDEGEMENTS:

Your Directors take this opportunity to place on record, gratitude for corporation and support received from their Banker, various departments and agencies of Central and State Government and dedication and commitment of the staff at all levels, without which the all- round growth and prosperity of the Company would not have been possible. The company is thankful to HDFC Bank Ltd. for providing CC loan of Rs. 60 lakhs during the year. Your Directors also appreciate the support provided by the several overseas and local customers to the Company''s marketing efforts and to the esteemed shareholders who have maintained confidence in the Company.

BY ORDER OF THE BOARD

ASAHI INFRASTRUCTURE & PROJECTS LIMITED

DATE: 31st August, 2011 Sd/-

PLACE: Akola Prof. L. J. RATHI

(CHAIRMAN & MANAGING DIRECTOR)

 
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