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Directors Report of Avonmore Capital & Management Services Ltd.

Mar 31, 2014

Dear members,

The Board of Directors of your Company have pleasure in presenting the 22nd Annual Report of the Company alongwith the Audited statement of accounts and the Auditors'' Report for the year ended 31st March, 2014.

FINANCIAL RESULTS

Financial Results of the Company for the year under review are summarized as under :

(Rs. in Lacs)

Year ended Year ended 31.03.2014 31.03.2013

Gross Income 64.32 180.83

Profit before Interest, 13.45 21.07 Depreciation & Tax

Less / (Add): Prior 0.23 (0.19) Period Items expenses/(income)

Less: Interest --- 20.92

Less: Provision / (Reversal 0.02 1.76 of Depreciation)

Less: Provisions for Taxes (3.48) 3.48

Net Profit after Tax 16.68 (4.90)

FINANCIAL PERFORMANCE OF THE COMPANY Total revenues for the year ended March, 31, 2014 amounted to Rs 64.32 Lacs as compared to Rs. 180.83 Lacs in the previous year. Profit before interest, depreciation and taxes for the financial year 2013-14 is amounted to Rs. 13.45 Lacs as against Rs. 21.07 Lacs in the last year. The Profit for the financial year 2013-14 is Rs. 16.68 Lacs as against the loss of Rs. 4.90 Lacs in the previous financial year.

RBI GUIDELINES

The Company is registered with the Reserve Bank of India as a NBFC within the provisions of the NBFC (Reserve Bank of India) Directions, 1998. The Company continues to comply with all the requirements prescribed by the Reserve Bank of India as applicable to it.

DIVIDEND

The Board of Directors do not recommend any dividend on the Equity Shares of the Company for the current financial year.

SHARE CAPITAL

During the year under report, your Company raised the Authorized Capital of the Company to Rs. 25,00,00,000/- consisting of 2,50,00,000 Equity Shares of Rs 10/- each.

During the Year ended 31 March 2014, 7500000 Equity Shares of Rs. 10/- each were issued by the Company thereby raising the Paid-up Capital at Rs. 21,92,17,131/-.

PUBLIC DEPOSITS

Your Company had neither accepted any Public Deposits during the year nor the Company has any plan to accept any deposits from the public.

SUBSIDIARY COMPANIES

During the Financial Year ended March 31, 2014, the Company had six subsidiaries namely North Square Projects Pvt. Ltd, Almondz Infosystem Pvt. Ltd., Almondz Insurance Brokers Pvt. Ltd., Almondz Reinsurance Brokers Pvt. Ltd. (Step-down Subsidiary), Express Infra Financial Consultancy Pvt. Ltd. and Latitude 23 Communications Ltd. These subsidiary companies are non-material unlisted subsidiaries of the Company.

Out of the aforesaid, North Square Projects Pvt. Ltd. ceased to be the subsidiary of the Company w.e.f. June 01, 2014 on account of sale of entire share capital of North Square Projects Pvt. Ltd.

During the year under report, Apricot Infosoft Pvt. Ltd. w.e.f. 10.06.2014, Shivsathi Niketan Ltd. w.e.f. 14.05.2014 and Avonmore Developers Pvt. Ltd. w.e.f. 23.07.2014 has become the subsidiaries of the your Company as the Company has acquired the entire share capital of Apricot Infosoft Pvt. Ltd. and Avonmore Developers Pvt. Ltd. and 26000 Equity shares of Shivsathi Niketan Ltd.

In view of the general approval granted by the Central Government under Section 212(8) of the Companies Act, 1956, vide its General Circular No.2/2011 dated 08-02-2011 the Balance Sheet, Statement of Profit and Loss, Report of the Board of Directors and Report of the Auditors of the Subsidiary Companies, have not been attached to the Balance Sheet of your Company. The financial information relating to all the Subsidiary Companies, in the aggregate, has been disclosed in the consolidated financial statements, as required by the Central Government as part of its approval.

Further,

* The annual accounts of the Subsidiary Companies and related detailed information will be made available to the members upon request,

* Annual accounts of the Subsidiary Companies will be available for inspection by the members, at the head offices of the Company and the Subsidiary Companies concerned.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Clause 32 and 50 of the Listing Agreement, your Company has prepared Consolidated Financial Statements as per the Accounting Standards applicable to the Consolidated Financial Statements issued by the Institute of Chartered Accountants of India. Audited Consolidated Financial Statements along with the Auditors'' Report are annexed with this Report.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report, covering matters listed in Clause 49 of the Listing Agreement for the year under review, is given as a separate statement elsewhere in the Annual Report.

DIRECTORS

During the year under Report, Mr. Sanjay Grover, Non-Executive Director of the Company had resigned from the directorship of the Company w.e.f. 26.05.2014

The Board of Directors of your Company has appointed Mr. Ajay Kumar (Retd. IAS) w.e.f. 11 November 2013 as an Additional Director of the Company. His tenure is expiring at the ensuing Annual General Meeting of the Company. Mr. Ajay Kumar has expressed his willingness to accept the office as the Director of the Company and offer himself for re-appointment at the forthcoming Annual General Meeting of the Company. Mr. Ajay Kumar has submitted a declaration that he meets the criteria of independence under Section 149(6) of the Companies Act, 2013. Mr. Govind Prasad Agrawal, retires by rotation and being eligible, offers himself for reappointment at the forthcoming annual General Meeting scheduled on September 29, 2014.

LISTING

The Company has paid the annual listing fees for the financial year 2013-14 to Bombay Stock Exchange Ltd and Delhi Stock Exchange.

SECRETARIAL AUDITORS

As required under Section 204 of the Act 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the Company is required to appoint a Secretarial Auditor for auditing the secretarial and related records of the Company and to provide a report in this regard.

Accordingly, M/s. Neha Gupta & Associates, Company Secretaries, Delhi have been appointed as Secretarial Auditors for carrying out the secretarial audit for the financial year 2014-15 for attaching their report with the Board''s report to the shareholders.

DIRECTORS'' RESPONSIBILITY STATEMENT

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

(a) that in preparation of the Balance Sheet and the Statement of Profit & Loss of the Company, the applicable accounting standards have been followed alongwith the proper explanation relating to the material departures;

(b) 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 or loss of the Company for that period;

(c) that the Directors have 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 and

(d) that the Directors have prepared the annual accounts on a going concern basis.

AUDITORS AND AUDITORS'' REPORT

M/s H. K. Chhabra & Co., Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the forthcoming Annual General Meeting are recommended for reappointment of the Company''s Auditors. A letter from them confirming that, if they are re-appointed as the Statutory auditors of the Company, such appointment will be in accordance with the provisions of Section 139 of the Companies Act, 2013, and they are not disqualified in terms of the provisions of the Companies Act, 2013, from being appointed as the Statutory Auditors of the Company, has been received.

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

The statements, pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, with respect to the conservation of energy, technology absorption, foreign exchange earnings and outgo, and pursuant to Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975, with respect to the employee(s) of the Company drawing remuneration exceeding the sum prescribed therein, are not applicable to your Company.

CORPORATE GOVERNANCE

A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance with conditions of Corporate Governance as also the Management Discussion and Analysis Report as stipulated under Clause 49 of the Listing Agreement is annexed to this Report.

Further, as required under Clause 49 of the Listing Agreement, a certificate, duly signed by the Managing Director and Chief Financial Officer on the Financial Statements of the Company for the year ended March 31, 2014, was submitted to the Board of Directors at their meeting held on May 28, 2014. The certificate is attached to the Report on Corporate Governance.

GROUP COMING WITHIN THE DEFINITION OF GROUP DEFINED IN THE MONOPOLIES AND RESTRICTIVE TRADE PRACTICES ACT, 1969 (54 of 1969)

The following persons constitute the Group coming within the definition of group as defined in the Monopolies and Restrictive Practices Act, 1969 (54 of 1969) :

Mr. Navjeet Singh Sobti

Ms. Gurpreet N S Sobti

Innovative Money Matters Pvt. Ltd.

Almondz Global Securities Ltd.

Or any other Company, firm or trust promoted or controlled by the above. The above disclosure has been made; inter alia, for the purpose of Regulation 3(1)(e) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from shareholders, bankers, regulatory bodies and other business constituents during the year under review. Your Directors also wish to place on record their appreciation for the commitment displayed by employees, in the performance of the Company during the year.

For and on behalf of the Board of Directors Govind Prasad Agrawal Ashok Kumar Gupta Director Managing Director (DIN : 00008429) (DIN : 02590928)

New Delhi 14th August, 2014


Mar 31, 2012

To the Members,

The Board of Directors of your Company presents the 20th Annual Report of the Company alongwith the Audited statement of accounts and the Auditor's Report for the year ended 31st March, 2012.

FINANCIAL RESULTS

Financial Results of the Company for the year under review are summarized as under :

(Rs. in Lacs)

Year ended Year ended 31.03.2012 31.03.2011

Gross Income 225.17 771.46

Profit/(Loss) before Interest, Depreciation & Tax (141.48) 381.67

Less / (Add): Prior Period Items expenses/(income) 1.27 0.28

Less: Interest 203.62 266.43

Less : Depreciation 0.55 0.87

Less: Provision for Taxes (2.50) 99.81

Net Profit/(Loss) after Tax (140.82) 280.68

FINANCIAL PERFORMANCE OF THE COMPANY

Total revenues for the year ended March 31, 2012 is amounted to Rs 225.17 Lacs as compared to Rs. 771.46 Lacs in the previous year. Loss before interest, depreciation and taxes for the financial year 2012 is amounted to Rs. 141.48 Lacs as against profit of Rs. 381.67 Lacs in the previous year. The Loss for the financial year 2012 is Rs. 140.82 Lacs as against profit after tax for Rs. 280.68 Lacs in the previous financial year.

RBI GUIDELINES

The Company is registered with the Reserve Bank of India as a NBFC within the provisions of the NBFC (Reserve Bank of India) Directions, 1998. The Company continues to comply with all the requirements prescribed by the Reserve Bank of India as applicable to it.

DIVIDEND

The Board of Directors do not recommend any dividend on the Equity Shares of the Company for the current financial year.

SHARE CAPITAL

During the year 2011-12, there is no change in the share capital of the Company.

PUBLIC DEPOSITS

Your Company had neither accepted any Public Deposits during the year nor the Company has any plan to accept any deposits from the public.

SUBSIDIARY COMPANIES

The Company has two wholly owned subsidiaries namely Moon Orchid Housing Private Limited and Meadow Real Estate Private Limited. These subsidiary companies were non-material unlisted subsidiaries of the Company.

Pursuant to general approval granted by the Central Government under Section 212(8) of the Companies Act, 1956, vide its General Circular No. 2/2011 dated 08-02-2011 the Balance Sheet, Statement of Profit and Loss, Report of the Board of Directors and Report of the Auditors of the Subsidiary Companies, have not been attached to the Balance Sheet of your Company. The financial information relating to all the Subsidiary Companies, in the aggregate, has been disclosed in the consolidated financial statements, as required by the Central Government as part of its approval.

Further,

* The annual accounts of the Subsidiary Companies and related detailed information will be made available to the members upon request.

* Annual accounts of the Subsidiary Companies will be available for inspection by the members, at the head offices of the Company and the Subsidiary Companies concerned.

Both these subsidiaries namely Moon Orchid Housing Private Limited and Meadow Real Estate Private Limited of the Company have ceased to be subsidiaries with effect 20th April,2012 and 7th April, 2012 respectively as the Company has divested its entire shareholding in these subsidiaries.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Clause 32 and 50 of the Listing Agreement, your Company has prepared Consolidated Financial Statements as per the Accounting Standards applicable to the Consolidated Financial Statements issued by the Institute of Chartered Accountants of India. Audited Consolidated Financial Statements along with the Auditors' Report are annexed with this Report.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report, covering matters listed in Clause 49 of the Listing Agreement for the year under review, is given as a separate statement elsewhere in the Annual Report.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the Company Mr. Shyam Sunder Lal Gupta retires by rotation and being eligible offers himself for reappointment at the forthcoming annual General Meeting scheduled on September 28, 2012.

Listing

The Company has paid the annual listing fees for the year 2012-13 to Bombay Stock Exchange Ltd and Delhi Stock Exchange.

DIRECTORS' RESPONSIBILITY STATEMENT

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

(a) that in preparation of the Balance Sheet and the Statement of Profit & Loss of the Company, the applicable accounting standards have been followed alongwith the proper explanation relating to the material departures;

(b) that the Directors have selected such accounting policies and applied them consistently and made judgements 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 or loss of the Company for that period;

(c) that the Directors have 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; and

(d) that the Directors have prepared the annual accounts on a 'going concern' basis.

AUDITORS

M/s H. K. Chhabra & Co., Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the forthcoming Annual General Meeting are recommended for re- appointment of the Company's Auditors. A letter from them confirming that, if they are re-appointed as the Statutory auditors of the Company, such appointment will be in accordance with the provisions of Section 224(1 B) of the Companies Act, 1956, and they are not disqualified in terms of Section 226 of the Companies Act, 1956, from being appointed as the Statutory Auditors of the Company, has been received.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo and Employees

The statements, pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, with respect to the conservation of energy, technology absorption, foreign exchange earnings and outgo, and pursuant to Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975, with respect to the employee(s) of the Company drawing remuneration exceeding the sum prescribed therein, are not applicable to your Company.

CORPORATE GOVERNANCE

A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance with conditions of Corporate Governance as also the Management Discussion and Analysis Report as stipulated under Clause 49 of the Listing Agreement is annexed to this Report.

Further, as required under Clause 49 of the Listing Agreement, a certificate, duly signed by the Managing Director and Company Secretary on the Financial Statements of the Company for the year ended March 31, 2012, was submitted to the Board of Directors at their meeting held on August 14, 2012. The certificate is attached to the Report on Corporate Governance.

Group coming within the definition of groups defined in the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969)

The following persons constitute the Group coming within the definition of group as defined in the Monopolies and Restrictive Practices Act, 1969 (54 of 1969):

Mr. Navjeet Singh Sobti

Ms. Gurpreet N S Sobti

Innovative Money Matters Pvt. Ltd.

Almondz Global Securities Ltd.

Or any other Company, firm or trust promoted or controlled by the above. The above disclosure has been made; inter alia, for the purpose of Regulation 3(1 )(e) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from shareholders, bankers, regulatory bodies and other business constituents during the year under review. Your Directors also wish to place on record their appreciation for the commitment displayed by employees, in the performance of the Company during the year.

For and on behalf of the Board of Directors

Ashok Kumar Gupta Govind Prasad Agrawal

Managing Director Director

New Delhi

14th August, 2012


Mar 31, 2011

To the Members,

The Board of Directors of your Company have pleasure in presenting the 19th Annual Report of the Company alongwith the Audited statement of accounts and the Auditor's Report for the year ended 31st March, 2011.

FINANCIAL RESULTS

Financial Results of the Company for the year under review are summarized as under :

(Rs. in Lacs)

Year ended Year ended 31.03.2011 31.03.2010

Gross Income 771.46 773.74

Profit before Interest, Depreciation & Tax 648.07 475.36

Less / (Add) : Prior Period Items expenses / (income) 0.28 (0.76)

Less : Interest 266.43 349.13

Less : Provision / Reversal of Depreciation 0.86 (2.78)

Less : Provision for Taxes 99.81 (13.70)

Net Profit after Tax 280.69 143.47

Less : Special Reserve (U/s 45-1C, RBI Act, 1934) 56.14 28.69

Profit Brought Forward 612.53 497.75

Balance carried forward to Balance Sheet 837.08 612.53

FINANCIAL PERFORMANCE OF THE COMPANY

Total revenues for the year ended March, 31, 2011 amounted to Rs. 771.46 Lacs as compared to Rs. 773.74 Lacs in the previous year. Profit before interest, depreciation and taxes for the financial year 2011, amounted to Rs. 648.07 Lacs as against Rs. 475.36 Lacs in the last year. The Profit after Tax for the financial year is Rs. 280.69 Lacs as against Rs. 143.47 Lacs in the previous financial year, however, for the financial year ended 31st March, 2011, the surplus carried to the Balance Sheet amounted to Rs. 837.08 Lacs as against the surplus of Rs. 612.53 Lacs in the last financial year ended 31st March, 2010.

The higher profit is largely attributable to reduction in administrative cost and low interest cost.

RBI GUIDELINES

The Company is registered with the Reserve Bank of India as a NBFC within the provisions of the NBFC (Reserve Bank of India) Directions, 1998. The Company continues to comply with all the requirements prescribed by the Reserve Bank of India as applicable to it.

DIVIDEND

The Board of Directors does not recommend any dividend on the Equity Shares of the Company for the current financial year.

SHARE CAPITAL

During the year 2010-11 the Company after obtaining the approval of the members issued 2000000 convertible warrants on 21st May 2010 to one of the Promoter and to two other members other than promoters. The said warrants were issued @ Rs. 23.54 per warrant with a right to subscribe equal number of equity shares on conversion of Rs. 10/- each within a period of 18 months from the date of allotment of these warrants. The Company has converted the aforesaid warrants and issued 2000000 equity shares of the Company on 20th November 2010.

PUBLIC DEPOSITS

Your Company has neither accepted any Public Deposits during the year nor the Company has any plan to accept any deposits from the public.

SUBSIDIARY COMPANIES

The Company has two wholly owned subsidiaries namely Moon Orchid Housing Private Limited and Meadow Real Estate Private Limited. These subsidiary companies are non-material unlisted subsidiaries of the Company.

In view of the general approval granted by the Central Government under Section 212(8) of the Companies Act, 1956, vide its General Circular No.2/201 1dated 08-02-2011 the Balance Sheet, Profit and Loss Account, Report of the Board of Directors and Report of the Auditors of the Subsidiary Companies, have not been attached to the Balance Sheet of your Company. The financial information relating to all the Subsidiary Companies, in the aggregate, has been disclosed in the consolidated financial statements, as required by the Central Government as part of its approval. Further,

- The annual accounts of the Subsidiary Companies and related detailed information will be made available to the members upon request.

- Annual accounts of the Subsidiary Companies will be available for inspection by the members, at the head offices of the Company and the Subsidiary Companies concerned.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Clause 32 and 50 of the Listing Agreement, your Company has prepared Consolidated Financial Statements as per the Accounting Standards applicable to the Consolidated Financial Statements issued by the Institute of Chartered Accountants of India. Audited Consolidated Financial Statements along with the Auditors' Report are annexed with this Report.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report, covering matters listed in Clause 49 of the Listing Agreement for the year under review, is given as a separate statement elsewhere in the Annual Report.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the Company Mr. Chand Krishna Tikku retires at the 19th Annual General Meeting and being eligible offers himself for reappointment. A brief resume of Director being re-appointed, nature of his expertise in the specific functional areas is mentioned in the Corporate Governance section. Other details of Directors and names of companies in which they hold the Directorship and / or Membership / Chairmanship of Committees of the Board, as stipulated under Clause 49 of the Listing Agreement, is given in the Statement of Corporate Governance elsewhere in the Annual Report.

DIRECTORS' RESPONSIBILITY STATEMENT

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

(a) that in preparation of the Balance Sheet and the Profit & Loss Account of the Company, the applicable accounting standards have been followed alongwith the proper explanation relating to the material departures;

(b) that the Directors have selected such accounting policies and applied them consistently and made judgements 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 or loss of the Company for that period;

(c) that the Directors have 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) that the Directors have prepared the annual accounts on a going concern basis.

AUDITORS AND AUDITORS' REPORT

M/s H. V & Associates, Chartered Accountants, Statutory Auditors of the Company whose firm name has been changed to H.K.Chhabra & Co., will retire at the conclusion of the forthcoming Annual General Meeting are recommended for re-appointment of the Company's Auditors. A letter from them confirming that, if they are re-appointed as the Statutory auditors of the Company, such appointment will be in accordance with the provisions of Section 224(1B) of the Companies Act, 1956, and they are not disqualified in terms of Section 226 of the Companies Act, 1956, from being appointed as the Statutory Auditors of the Company, has been received. The notes to the accounts referred to in the Auditors' Report are self-explanatory and therefore, do not call for any further comments.

STATUTORY STATEMENT

The statements, pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, with respect to the conservation of energy, technology absorption, foreign exchange earnings and outgo, and pursuant to Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975, with respect to the employee(s) of the Company drawing remuneration exceeding the sum prescribed therein, are not applicable to your Company.

Your Company has not accepted any Fixed Deposits during the year under review.

The Equity shares of the Company are listed at Delhi Stock Exchange Ltd, and Bombay Stock Exchange Ltd. and the Annual Listing fees have been paid to each of these Stock Exchanges.

CORPORATE GOVERNANCE

A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance with conditions of Corporate Governance as also the Management Discussion and Analysis Report as stipulated under Clause 49 of the Listing Agreement is annexed to this Report.

Further, as required under Clause 49 of the Listing Agreement, a certificate, duly signed by the Managing Director and Chief Financial Officer on the Financial Statements of the Company for the year ended March 31, 2011, was submitted to the Board of Directors at their meeting held on August 9, 2011. The certificate is attached to the Report on Corporate Governance.

Group coming within the definition of groups defined in the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969)

The following persons constitute the Group coming within the definition of group as defined in the Monopolies and Restrictive Trade Practices Act, 1969 (54 of 1969) :

Mr. Navjeet Singh Sobti

Ms. Gurpreet N S Sobti

Innovative Money Matters Pvt. Ltd.

Almondz Global Securities Ltd.

Or any other Company, firm or trust promoted or controlled by the above. The above disclosure has been made; inter alia, for the purpose of Regulation 3(1)(e) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from shareholders, bankers, regulatory bodies and other business constituents during the year under review. Your Directors also wish to place on record their appreciation for the commitment displayed by employees, in the performance of the Company during the year.

For and on behalf of the Board of Directors

Ramesh Peer Govind Prasad Agrawal Managing Director Director



New Delhi 9th August, 2011

 
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