Directors Report of BK Duplex Board Ltd.

Mar 31, 2011

The Directors have Pleasure in Presenting the Annual Report together with audited statement of accounts for the year ended 31st March, 2011.

WORKIING RESULTS

Particulars 31-3-2011 31-3-2010 (Amount in Lacs) (Amount in Lacs)

Total Income 0.00 1.44

Depreciation 0.00 0.00

Profit(Loss) before Tax (0.44) 0.73

Provision for Tax-FBT 0.00 0.002

Profit (loss) after Tax (0.44) 0.73

DIVIDEND

With a view to conserve resources for future requirements your Directors express their inability to recommend the payment of dividend for the year under review.

DIRECTORS

Mrs. Harbans Kaur and Mr. Parveen Malhotra retire at the ensuring Annual General Meeting, and being eligible offer themselves for reappointment.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors State:

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

ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that ate 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 the loss of the Company for the period;

iii) That the Directors had 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 had prepared the annual accounts on a going concern basis.

FIXED DEPOSITS

Your company has neither invited nor accepted any Fixed Deposits from the public during the financial year under review.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

Separate notes on Corporate Governance and Management Discussion and Analysis Report are set out as Annexure "A" and "B" respectively. A Certificate from the Auditor of the Company certifying compliance conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is attached to this report.

LISTING AGREEMENTS REQUIREMENTS

The securities of your company are listed at the Bombay Stock Exchange, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai. Trading in company's securities remains suspended at Bombay Stock Exchange for various reasons including non-submission of documents and all possible steps are being taken by the management to get shares traded at the floor of the Exchange.

BUY-BACK OF SHARES

There was no buy-back of shares during the year under review.

PARTICULARS OF THE EMPLOYEES

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars under the Companies ( Particulars of Employees) 1975 does not arise.

AUDITORS

M/s. Sumat Gupta & Co., Chartered Accountants, Ludhiana the Statutory Auditors of the Company retire at the ensuing Annual General Meeting. They have expressed their willingness for reappointment.

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

Information as per 217 (i) e read with Companies (Disclosures of Particulars in the report of Board of Directors) Rules, 1988 and forming part of the Director's Report for the year ended March 31, 2011 is annexed hereto. (Annexure –I).

ACKNOWLDGEMENTS

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company's Bankers, its valued customers, employees and all other intermediaries concerned with the company's business.

Your directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

Place: Ludhiana For B.K. Duplex Board Limited Date: 01/09/2011 Sd/- Sd/-

Director Director