Directors Report of Deltron Ltd.

Mar 31, 2014

Dear Members,

The Directors have the pleasure of presenting the Thirty Second Annual Report of your Company for the financial year ended 31st March 2014.

Financial Results

The total income during the year under review was Rs. 54.61 lacs. The pre-tax profits were Rs. 26.49 lacs after providing for depreciation of Rs. 0.11 lacs. A provision of Rs. 5.25 lacs has been made for taxation in the current year.

After adjusting for deferred tax, the net profit was Rs. 21.44 lacs. No amount has been transferred to General Reserves.

Dividend

The Directors recommend for consideration of the shareholders at the ensuing Annual General Meeting, payment of Dividend @ 5% on equity share for the year ended 31st March 2014.

Outlook

The global economy began its modest recovery in the year 2013-14 with improved demand from OECD economies in the second half of 2013. Although this trend is expected to be maintained in the current year also, however, unemployment, banking fragility and sluggish growth still persist in several European economies. The Global economy grew by 3% in the year 2013 from 3.2% in the year 2012.

Emerging markets like India faced multiple challenges in the year 2013-14. A combination of persistent inflation, fiscal imbalances, external sector vulnerabilities and low investments resulted in sluggish domestic demand growth. Fiscal and monetary initiatives taken by the Indian government and RBI have helped stabilize the financial market conditions, but the domestic macro-economic environment still remains challenging with increasing pressure on margins. The GDP of the country is estimated to grow at 5.5% in the year 2014-15 as compared to 5.0% in 2013-14.

The Company is looking for additional business opportunities as they emerge.

Public Deposits

The Company has no public deposits.

Directors

Mr. Inderdeep Singh (DIN: 00173538), Director will retire by rotation and being eligible, offers himself for re-appointment. The Board of Directors recommends his re-appointment.

Mr. Swaraj Singh (DIN: 06932584) was appointed as Additional Director of the Company in the Board meeting held on 28th July 2014. Mr. Swaraj Singh and Dr. Navin Kumar Kapur (DIN: 03273475) are eligible for appointment as Independent Directors of the Company pursuant to Section 149 of the Companies Act, 2013 and provisions of the Listing Agreement. Their appointment as Independent Directors under the new Act is proposed for approval of the shareholders at the ensuing Annual General Meeting.

Directors'' Responsibility Statement

The Directors confirm that in preparation of the annual accounts for the year ended 31st March 2014:-

i. The applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. Appropriate accounting policies have been selected and the same have been applied consistently and reasonable and prudent judgments and estimates were made 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 account for year ended March 31st 2014.

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

iv. The accounts have been prepared on a going concern basis.

Information relating to Section 217(1)(e) of the Companies Act, 1956 and rules made thereunder.

i. Conservation of Energy;

The Company did not carry out any manufacturing activity during the year under review. The consumption of electricity continues to be minimal and adequate measures are taken to conserve power.

ii. Technology Absorption;

The Company has not purchased or acquired any technology during the year under review.

iii. Research & Development;

The Company is not involved in any Research & Development activities.

iv. Foreign Exchange Earning & Outgo;

During the year under review, there was no foreign exchange expenditures or earnings

Auditors'' Observations

The observations made in Auditors report are self explanatory. As such no further comments under Section 217(3) of the Companies Act, 1956 are required.

Auditors

M/s. Raghu Nath Rai & Co., Chartered Accountants (Firm Regn. No. 000451N), retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate to the effect that the proposed re-appointment, if made, will be in accordance with the applicable provisions of the Companies Act, 2013.

Audit Committee

Audit Committee of the Company which was formed pursuant to the provisions of Section 177 of the Companies Act, 2013 consists of Mr. Kumar Srinivasan, Dr. Navin Kumar Kapur and Mr. Sawraj Singh.

Particulars of Employees

The Company has not paid any remuneration attracting the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975. Hence, no information is appended to this report.

Acknowledgement

The Directors place on record their sincere appreciation to the Shareholders, Associates, Bankers, Customers, Vendors, Officers and Staff of the Company and seek their continued cooperation and support for the coming years also.

For and on behalf of the Board of Directors

New Delhi Gurpreet Singh 28-07-2014 Chairman

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Mar 31, 2013

The Directors have the pleasure of presenting the Thirty First Annual Report of your Company for the financial year ended 31st March 2013.

Financial Results

The total income during the year under review was Rs.64.29 lacs. The pre-tax profits were Rs.34.42 lacs after providing for depreciation of Rs.0.11 lacs. A provision of Rs.6.75 lacs has been made for taxation in the current year.

After adjusting for deferred tax, the net profit was Rs.27.89 lacs. No amount has been transferred to General Reserves.

Dividend

The Directors recommend for consideration of the shareholders at the ensuing Annual General Meeting, payment of Dividend @ 5% per equity share for the year ended 31 "March 2013.

Outlook

The Global economy struggled during the FY 2012-13 as had been anticipated by the majority of experts. Several European economies experienced recession due to high unemployment, banking fragility, fiscal tightening and sluggish growth. The global economic growth reduced to 3.2% in 2012 from 3.5% in 2011. Among the Asian economies, China, going through a political transition, experienced considerably slower growth.

Deceleration in industrial output and export weakened India''s economic growth significantly. The decline in growth was witnessed in almost all segments of the economy. The Country recorded a decade low GDP growth of 5% in 2012-13, compared to 6.5% in 2011-12. The Index of Industrial Production (IIP) recorded a subdued growth of 1% in 2012-13 as against 2.8% in 2011-12.

The performance of Indian corporate sector has been sluggish. Increasing external commercial borrowing along with un-hedged foreign exchange exposure further increased their vulnerability. Current account deficit has emerged as a major challenge for economic stability. RBI, in its Annual Monetary Policy, has projected the Country''s GDP growth rate at 5.7% for the year 2013-14.

During the current financial year, the Company expects pressure on margins in its business to continue and is therefore looking for additional opportunities as they emerge.

Public Deposits

The Company has no public deposits.

Directors

Mr. Inderdeep Singh, Director will retire by rotation and being eligible, offers himself for re-appointment. The Board of Directors recommends his re-appointment.

Directors'' Responsibility Statement

The Directors confirm that in preparation of the annual accounts for the year ended 31" March 2013:-

i. The applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. Appropriate accounting policies have been selected and the same have been applied consistently and reasonable and prudent judgments and estimates were made 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 account for year ended March 31" 2013.

iii. Proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

iv. The accounts have been prepared on a going concern basis. Information relating to Section 217(1 )(e) of the Companies Act, 1956 and rules made thereunder.

i. Conservation of Energy;

The Company did not carry out any manufacturing activity during the year under review. The consumption of electricity continues to be minimal.

ii. TechnologyAbsorption;

The Company has not purchased or acquired any technology during the year under review.

iii. Research & Development;

The Company is not involved in any Research & Development activities.

iv. Foreign Exchange Earning & Outgo;

During the year under review, there was no foreign exchange expenditures or earnings.

Auditors'' Observations

The observations made in Auditors report are self explanatory. As such no further comments under Section 217(3) of the Companies Act, 1956 are required.

Auditors

M/s Raghu Nath Rai & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate to the effect that the proposed re-appointment, if made, will be in accordance with the provisions of Section 224(1 B) of the Companies Act, 1956.

Particulars of Employees

The Company has not paid any remuneration attracting the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975. Hence, no information is appended to this report.

Acknowledgement

The Directors place on record their sincere appreciation to the Shareholders, Associates, Bankers, Customers, Vendors, Officers and Staff of the Company and seek their continued cooperation and support for the coming years also.

For and on behalf of the Board of Directors

New Delhi Inderdeep Singh Kumar Srinivasan

28-05-2013 Director Wholetime Director

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Mar 31, 2012

The Directors have the pleasure of presenting the Thirtieth Annual Report of your Company for the financial year ended 31st March 2012.

Financial Results

The total income during the year under review was Rs.72.17 lacs. The pre-tax profits was Rs.37.28 lacs after providing for depreciation of Rs.0.11 lacs. Aprovision of Rs.7.25 lacs has been made for taxation in the current year.

After adjusting for deferred tax, the net profit was Rs.30.24 lacs. No amount has been transferred to General Reserves.

Dividend

The Directors recommend for consideration of the shareholders at the ensuing Annual General Meeting, payment of Dividend @ 5% per equity share for the year ended 31st March 2012.

Outlook

The year 2011-12 has been a challenging one. Global environment remained uncertain and bleak throughout 2011-12 due to Euro Zone Sovereign Debt crisis, volatile oil prices and fragile growth in most countries, which has had a severe impact on the World Economy. As per the estimates of International Monetary Fund, the global economic growth reduced to 3.5% in 2011 from 3.9% in 2010. Growth in Emerging and Developing Economies also decelerated during the year due to cumulative impact of monetary tightening and sluggish global growth.

The Indian Economy has not been isolated, especially due to heavy dependence on crude oil import. Global factors combined with sticky inflation rates, high interest rates, increased fiscal and current account deficits in the domestic economy led to a slower GDP growth of 6.5% in 2011-12 compared to 8.4% in 2010-11. The decline in growth was witnessed in almost all segments of the economy. The Index of Industrial Production (IIP) recorded a subdued growth of 2.8% in 2011-12 as against 8.3% in 2010-11.

As per recently released RBI financial stability report, the Country faces increased risks due to falling exports, rising imports, and the sustained demand for gold and crude oil is a matter of concern for the Country's economy. Notwithstanding the domestic and global pressures, the RBI, in its Annual Monetary Policy has been optimistic in projecting the Country's GDP growth rate at 7.3% forthe year 2012-13.

During the current financial year, the Company expects pressure on margins in its business to continue and is therefore looking for additional opportunities as they emerge.

Public Deposits

The Company has no public deposits.

Directors

Dr. Navin Kumar Kapur, Director will retire by rotation and being eligible, offers himself for re-appointment. The Board of Directors recommends his re-appointment.

Directors' Responsibility Statement

The Directors confirm that in preparation of the annual accounts forthe year ended 31s1 March 2012:-

I. The applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. Appropriate accounting policies have been selected and the same have been applied consistently and reasonable and prudent judgments and estimates were made 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 account for year ended March 31512012.

iii. Proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

iv. The accounts have been prepared on a going concern basis.

Information relating to Section 217(1 )(e) of the Companies Act, 1956 and rules made there under.

i. Conservation of Energy;

The Company did not carry out any manufacturing activity during the year under review. The consumption of electricity continues to be minimal.

ii. Technology Absorption;

The Company has not purchased or acquired any technology during the year under review.

iii. Research & Development;

The Company is not involved in any Research & Development activities.

iv. Foreign Exchange Earning & Outgo;

During the year under review, there was no foreign exchange expenditures or earnings.

Auditors' Observations

The observations made in Auditors report are self explanatory. As such no further comment under Section 217(3) of the Companies Act, 1956 are required.

Auditors

M/s. Raghu Nath Rai & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate to the effect that the proposed re-appointment, if made, will be in accordance with the provisions of Section 224(1 B) of the Companies Act, 1956.

Particulars of Employees

The Company has not paid any remuneration attracting the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975. Hence, no information is appended to this report.

Acknowledgement

The Directors place on record their sincere appreciation to the Shareholders, Associates, Bankers, Customers, Vendors, Officers and Staff of the Company and seek their continued cooperation and support for the coming years also.

For and on behalf of the Board of Directors

New Delhi Inderdeep Singh Kumar Srinivasan

13th August, 2012 Director Wholetime Director

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Mar 31, 2011

Dear Members,

The Directors have the pleasure of presenting the Twenty Ninth Annual Report of your Company for the financial year ended 31st March 2011.

Financial Results

The total income during the year under review was Rs 54.0 lacs. The Pre-Tax profit was Rs 11.4 lacs as against a pre-tax profit of Rs 15.5 lacs in the previous year after providing for depreciation of Rs.0.1 lacs. A provision of Rs 2.1 lacs has been made for taxation in the current year.

After adjusting for deferred tax, the net profit was Rs 11.1 lacs. No amount has been transferred to the General Reserve. The book value per share as on 31st March 2011 was Rs. 23.00.

Dividend

The Directors recommend for consideration of the shareholders at the ensuing Annual General Meeting payment of Dividend @5% for the year ended on 31st March 2011.

Future Outlook

The Indian economy has registered a growth rate of 8.6% in 2010-11 mainly on account on growth in agriculture, resurgence in exports and rise in domestic demand. However, India's economic growth in the year 2011 -12 is expected to be moderated by sovereign debt crisis in the euro-zone nations coupled with high oil prices, rising inflation and slowing demand.

While the International Monetary Fund has projected the Indian economy to expand by 8.2% in 2011, the World Bank in its recent edition of "Global Economic Prospects" has pegged the growth rate at 8% during 2011-12. This is in line with Reserve Bank of India's projected growth estimate for the country's economy at 8% in 2011 -12, despite a normal monsoon.

The recent political turmoil in Egypt and Tunisia, followed by the ongoing civil war in Libya, a major oil exporter and OPEC member, threatens to push up global crude oil prices further and drive up inflation. The overall macro conditions are likely to remain vulnerable over the next 4-5 months. Inflation, while moderating, is expected to remain above the RBI's comfort zone.

On a brighter note, a high level committee chaired by the Prime Minister has approved the draft "National Manufacturing Policy" aimed at increasing the share of manufacturing in the GDP from the current 16% to 25% by the year 2025 while creating additional 100 million jobs in the process. However, environment and labour concerns still need to be resolved before the cabinet's approval.

The Company which has its business in the Trading segment can hope to be somewhat insulated from these vagaries and pursue its efforts to build up this segment in the times to come.

Public Deposits

The Company has no public deposits.

Directors

Mr. Inderdeep Singh, Director of the Company retires by rotation and being eligible offers himself for re-appointment. The Board recommends his re-appointment.

Directors' Responsibility Statement

The Directors confirm that in preparation of the annual accounts for the year ended 31st March 2011:-

i. All applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. Appropriate accounting policies have been selected and the same have been applied consistently;

iii. Reasonable and prudent judgments and estimates were made 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 account for year ended 31st March 2011.

iv. Proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

v. The accounts have been prepared on a going concern basis.

Conservation of Energy and Technology Absorption

i. Conservation of Energy

The Company did not carry out any manufacturing activity during the year under review. The consumption of electricity continues to be minimal.

ii. Technology Absorption

This is not applicable to the Company as it has not purchased or acquired any technology during the year under review.

Foreign Exchange Earning & Outgo

During the year under review, there was no foreign exchange outflow or earnings.

Amendment in Articles of Association

It is proposed to insert new Articles in the Articles of Association of the Company to incorporate the provisions of The Depositories Act and other associated SEBI Regulations so as to provide for the facility of dematerialization of the Company's securities.

Auditors' Observations

The observations made in the Auditors' Report are self-explanatory. As such no further comments under Section 217(3) of the Companies Act, 1956 are required.

Auditors

M/s. Raghu Nath Rai & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate to the effect that the proposed re-appointment, if made, will be in accordance with the provisions of Section 224(1 B) of the Companies Act, 1956.

Particulars of Employees

The Company has not paid any remuneration attracting the provisions of Section 217(2A)of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975. Hence, no information is appended to this Report.

Acknowledgement

The Directors place on record their appreciation to the Shareholders, Associates, Bankers, Customers, Vendors, Officers and Staff of the Company and seek their continued cooperation and support for the current year.

For and on behalf of the Board of Directors

New Delhi Gurpreet Singh

27th July, 2011 Chairman

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Mar 31, 2010

The Directors have the pleasure of presenting the Twenty Eighth Annual Report of your Company for the financial year ended 31st March 2010.

Financial Results

The total income during the year under review was Rs 55.0 lacs. The Pre-Tax profit was Rs 15.5 lacs as against a pre-tax profit of Rs 18.1 lacs in the previous year after providing for depreciation of Rs.0.1 lacs. A provision of Rs 2.4 lacs has been made for taxation in the current year.

After adjusting for deferred tax, the net profit was Rs 13.2 lacs. No amount has been transferred to the General Reserve. The book value per share as on 31" March 2010 was Rs.23.4.

Dividend

The Directors recommend for consideration of the shareholders at the ensuing Annual General Meeting payment of Dividend @5% for the year ended on 31s March 2010.

Future Outlook

Unprecedented Government interventions and exceptionally large interest rate cuts by the central banks in advanced and emerging economies have contributed significantly to pull the global economy out of the deepest recession since the World Warll.

After a difficult year, the Indian economy has also shown some signs of progress on the recovery path. Exports have begun to expand since the second half of 2009. Recovery in the industrial sector is expected to become stronger on the back of rising domestic and external demand. Tourist arrivals, commercial vehicles production and traffic at major ports have also shown improvement. However, inflation rose dramatically and is taking a long time to come down.

The International Monetary Fund predicts that the Indian economy will grow at 9.5% in 2010. However, the Reserve bank of India has been more conservative in its estimate of 8% growth for the countrys economy.

While the indicative projections of growth and inflation for 2010-11 may appear reassuring, there are several concern areas. The pace and shape of global recovery are uncertain. Commodity and energy prices may harden further. An unfavourable monsoon may trigger further food inflation and impose a fiscal burden besides dampening consumer and investment demand.

In its current business segment, the Company can hope to be somewhat insulated from these vagaries and pursue its efforts in building up this segment in the coming years.

Public Deposits

The Company has no public deposits Directors

Mr. Ashoke Bir, Director of the Company retires by rotation and being eligible offers himself for re-appointment. The Board recommends his re-appointment.

Directors Responsibility Statement

The Directors confirm that in preparation of the annual accounts for the year ended 31sl March 2010:-

i. All applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. Appropriate accounting policies have been selected and the same have been applied consistently;

iii. Reasonable and prudent judgments and estimates were made 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 account for year ended 31st March 2010.

iv. Proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

v. The accounts have been prepared on a going concern basis.

Conservation of Energy and Technology Absorption

i. Conservation of Energy

The Company did not carry out any manufacturing activity during the year under review. The consumption of electricity continues to be minimal.

ii. TechnologyAbsorption

This is not applicable to the Company as it has not purchased or acquired any technology during the year under review.

Foreign Exchange Earning & Outgo

During the year under review, there was no foreign exchange outflow or earnings.

Auditors Observations

The observations made in the Auditors Report are self-explanatory. As such no further comments under Section 217(3) of the CompaniesAct, 1956 are required.

Auditors

M/s. Raghu Nath Rai & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate to the effect that the proposed re-appointment, if made, will be in accordance with the provisions of Section 224(1 B) of the CompaniesAct, 1956.

Particulars of Employees

The Company has not paid any remuneration attracting the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975. Hence, no information is appended to this Report.

Acknowledgement

Lt Gen. I D Verma, a renowned and a highly respected officer of the Indian Army, and a founder Director of the Company passed away on 30th October, 2009. Through his experience, wisdom and personal commitment to the highest standards of integrity, Lt. Gen. I D Verma was constantly involved in guiding the Company since its formative days. The Board of Directors places on record its great appreciation for the untiring efforts put in by him over all these years.

The Directors place on record their appreciation to the Shareholders, Associates, Bankers, Customers, Vendors, Officers and Staff of the Company and seek their continued cooperation and support forthe current year.

For and on behalf of the Board of Directors

New Delhi Gurpreet Singh 27th July, 2010 Chairman