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Directors Report of Dynacons Systems & Solutions Ltd.

Mar 31, 2015

The Directors are pleased to present the Twentieth Annual Report on the business and operations of the Company for the year ended March 31, 2015.

1. Financial Highlights

(Rs. In lacs)

Sr. Year ended Year ended No. Particualrs 31/03/2015 31/03/2014

1. Total Income 10535.31 7764.54

2. Total Expenditure (Excl. Depreciation & Interest) 10117.07 7405.77

3. Interest 193.86 157.57

4. Depreciation 121.21 117.33

5. Profit before Tax 103.17 83.87

6. Provision for Taxation 34.40 25.95

7. Profit after tax 68.76 57.92

2. Management Analysis and Discussions

Company performance:

During the year, your Company earned total revenues of Rs.10535.31 lacs compared with Rs. 7764.54 lacs during the previous year, reflecting a growth of 35% over the previous year. The profit before tax stood at 103.17 lacs as compared to Rs. 83.87 lacs in the previous year reflecting a growth of 24%. The Company has made a provision of tax totaling to Rs. 34.40 lacs and the profit after tax stood atRs.68.76 lacs for the current year. The Operating Profit (earnings before depreciation and interest and tax) grew from Rs. 358.77 lacs to Rs.418.24 lacs.

Your Company has continued to delivery strong performance and further strengthened its position in the market. The performance was achieved in the background of a fast changing industry landscape and a challenging economic scenario. Your Company's growth has been a result of its customer centric approach and a balanced portfolio of integrated solutions and services. Core focus areas during the year have been customer acquisition and engagement of strategic customers to ensure products aligned with customer expectation and market requirements for sustained growth.

3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31, 2015.

4. Directors and Key Managerial Personnel

Pursuant to Section 149 of the Companies Act, 2013, the Board recommended the appointment of Ms. Archana Phadke for a period of 5 Years as an Independent Director of the Company, not liable to retire by rotation from the date of its 20th Annual General Meeting subject to approval of the Members of the Company.

Ms. Archana Phadke (holding Din 07138774), was appointed as an Additional Director designated as an Independent Director w.e.f. March 27, 2015. The Director has given the declaration to the Board that she met the criteria of independence as provided under Section 149(6) of the said Act and also confirmed that she will abide by the provisions as mentioned in Schedule IV of the Companies Act, 2013.

Mr. Parag Dalal, Whole Time Director, retires by rotation and being eligible, has offered himself for re-appointment. The Board recommends the same for your approval. The terms of appointment made for Mr. Parag Dalal as Whole Time Director dated 1st February, 2012, shall stand altered and be read as "rotational director" instead of "non- rotational director" due to applicability of Companies Act, 2013 since Independent Directors are not liable for retire by rotation.

The Board recommends the resolutions for your approval for the above appointments.

Also during the year, Mr. Ravi Singh, Company Secretary & Compliance officer was appointed as Key Managerial Personnel w.e.f. August 14, 2014 as per Section 203 of Companies Act, 2013.

5. Auditors

Pursuant to the provisions of Section 139 of the Act and the rules framed there under, M/s. Palan & Co., Chartered Accountants, were appointed as Statutory Auditors of the Company from the conclusion of the 19th Annual General Meeting (AGM) of the Company held on 30th September, 2014 till the conclusion of the 22nd AGM to be held in the year 2017, subject to ratification of their appointment at every AGM.

AUDITORS' REPORT

The Auditors' Report does not contain any qualification. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.

6. Corporate Governance

As required under Clause 49 of the Listing Agreement with the Stock Exchanges, the report on Management Discussion and Analysis, Corporate Governance as well as the Statutory Auditors' Certificate regarding compliance of conditions of Corporate Governance forms part of the Annual Report.

Your Company has always practiced sound corporate governance and takes necessary actions at appropriate time for meeting stakeholders' expectations while continuing to comply with the mandatory provisions of corporate governance.

7. Code of Conduct for Directors and Senior Management

The Directors and members of Senior Management have affirmed compliance with the Code of Conduct for Directors and Senior Management of the Company. The copies of Code of Conduct as applicable to the Executive Directors (including Senior Management of the Company) and Non-Executive Directors are uploaded on the website of the Company - www.dynacons.com.

8. Familiarization Program for Independent Directors

The Company has practice of conducting familiarization program of the independent directors as detailed in the Corporate Governance Report which forms part of the Annual Report.

9. Relationship Between Directors Inter-Se

The Directors, Mr. Shirish M. Anjaria & Mr. Dharmesh S. Anjaria having father and son relationship are related to each other within the meaning of the term "relative" as per Section 2(77) of the Act and clause 49(VIII)(E)(2) of the revised listing agreements. Other than these, none of the Directors are related.

10. Particulars of the Employees

The information as required under Section 197 of the Act and rules made there-under is not applicable as none of the employees are in receipt of remuneration which exceeds the limits specified under the said rules.

11. Documents placed on the Website of the Company:

The following documents have been placed on the website in compliance with the Act:

· Financial statements of the Company along with relevant documents.

· Details of Vigil mechanism for directors and employees to report genuine concerns as per proviso to Section 177(10).

· The terms and conditions of appointment of Independent Directors as per Schedule IV to the act.

12. Human Resource Management (Material developments in Human Resources / Industrial Relations front, including number of people employed)

The Company continues its focus on retention through employee engagement initiatives and provides a holistic environment where employees get opportunities to realize their potential. The human resource (HR) strategy is focused on creating a performance- driven environment in the Company, where innovation is encouraged, performance is recognised and employees are motivated to realise their potential. HR is the core of the Company, influencing change, building culture and capabilities. The HR processes are continuously evolving and aligning with the changing business requirements. The effort is towards developing competencies in technology, domain and processes to meet customer requirements and help our employees to stay relevant and realise their potential.

Your Company maintained the momentum during the year implementing Human Resource practices for effective staffng, retention, training and staff development facilitating delivery excellence for our customers. The company's people centric focus providing an open work environment fostering continuous improvement and development helped several employees realize their career aspirations during the year. Your company has continually adopted structures that help attract best external talent and promote internal talent to higher roles and responsibilities.

Many initiatives have been taken to support business through organizational efficiency, process change support and various employee engagement programmes, which has helped the Organization achieve higher productivity levels. A significant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement.

In the current global work environment, our company focuses on lowering employee turnover and on retaining the talent and knowledge held by the workforce. New hiring not only entails a high cost but also increases the risk of a newcomer not being able to replace the person who was working in that position before. Human Resource departments also strive to offer benefits that will appeal to workers, thus reducing the risk of losing corporate knowledge.

13. Credit Rating

Your Directors have pleasure to inform that CARE Ratings has assigned CARE BB rating to your Company for long term bank facilities for a total amount of Rs. 13 Crores. CARE has also assigned A4 rating for the short term bank facilities of the Company up to Rs. 3.50 Crores. CARE had carried out a credit rating assessment of the Company both for short term and long term bank facilities in compliance with BASEL II norms implemented by Reserve Bank of India for all banking facilities. This enables the Company to access banking services at low costs.

14. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

15. Directors Responsibility Statement

Pursuant to the provisions of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, the Directors based on the information and representations received from the operating management confirm that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures;

(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, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of this 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; and

(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,

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

16. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo Information pursuant to Section 134(3)(m) of the Companies Act 2013 read with Rule 8(3) the Companies (Accounts) Rules, 2014 forming part of Directors' Report for the year ended 31st March, 2015 is as under :

Conservation of Energy: The Company's operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the Company.

Foreign Exchange Earnings : Rs. Nil (previous year Nil)

Foreign Exchange Outgo : Rs. 25.55 Lacs (previous year 24.57 lacs)

17. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration Committee.

18. Declaration by an Independent Director(s)

A declaration has been received by an Independent Director(s) that they meet the criteria of independence as provided in sub- section (6) of Section 149 of the Companies Act, 2013 and revised Clause 49 of the Listing Agreements. Further, there has been no change in the circumstances which may affect their status as independent director during the year.

19. 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.

20. Secretarial Audit Report

Pursuant to Section 204 of the Companies Act, 2013, the Company had appointed, Ms. Shruti Shah, Practicing Company Secretary as its Secretarial Auditor to conduct the Secretarial Audit of the Company for the F.Y 2014-15. The Company provides all the assistance and facilities to the secretarial auditor for conducting their audit. Report of Secretarial Auditors for the F.Y 2014-15 in Form MR-3 is annexed to this report as Annexure-II.

21. Internal Audit & Controls

The Company has in place proper and adequate internal control systems commensurate with the nature of its business and size and complexity of its operations. During the year, the Company continued to implement their suggestions and recommendations to improve the control environment. Their scope of work includes review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas. Internal Auditors findings are discussed with the process owners and suitable corrective actions taken as per the directions of Audit Committee on an ongoing basis to improve efficiency in operations.

22. Vigil Mechanism (Whistle Blower Policy)

Your Company has established a mechanism called 'Vigil Mechanism' for directors and employees to report the unethical behavior, actual or suspected, fraud or violation of the Company's code of conduct or ethics policy and provides safeguards against victimization of employees who avail the mechanism. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.dynacons.com.

23. Risk Management

Risks are events, situations or circumstances which may lead to negative consequences on the Company's businesses. Risk management is a structured approach to manage uncertainty. As a formal roll-out, all business divisions and corporate functions will embrace Risk Management Policy and Guidelines, and make use of these in their decision making. Key business risks and their mitigation are considered in the annual/strategic business plans and in periodic management reviews. The risk management process in our multi-business, multi-site operations, over the period of time will become embedded into the Company's business systems and processes, such that our responses to risks remain current and dynamic.

The Risk Management is overseen by the Audit Committee of the Company on a continuous basis. The Committee oversees Company's process and policies for determining risk tolerance and review management's measurement and comparison of overall risk tolerance to established levels. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis. For details, please refer to the Management Discussion and Analysis report which form part of the Board Report.

24. Extract of Annual Return

As required pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT-9 as a part of this Annual Report annexed as Annexure-I.

25. Particulars of Loans, Guarantees or investments

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

26. Particulars of contracts or arrangements with related parties

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 including certain arm's length transactions under third proviso thereto have been disclosed in Form No. AOC-2 as Annexure-III.

27. Obligation of company under the sexual harassment of women at workplace (prevention, prohibition and redressal) act, 2013

In order to prevent sexual harassment of women at work place, a new Act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified. Under the said Act, every Company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has set up Committee for implementation of said policy. During the year, Company has not received any complaint of harassment.

28. Acknowledgements

Your Directors thank the Company's Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.

Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your Company's consistent growth was made possible by their hard work, solidarity, cooperation and support.

For and on behalf of the Board of Directors

Shirish Anjaria Parag Dalal

Chairman cum Managing Director Executive Director

Din no.: 00444104 Din no.: 00409894

Date : August 31, 2015

Place : Mumbai


Mar 31, 2014

Dear Members,

The Directors are pleased to present the Nineteenth Annual Report on the business and operations of the Company for the year ended March 31, 2014.

1. Financial Highlights

( Rs. In lacs)

Sr Particualrs Year ended Year ended No. 31/03/2014 31/03/2013

1. Total Income 7764.54 5869.96

2. Total Expenditure 7345.77 5569.20 (Excl. Depreciation & Interest)

3. Interest 157.57 121.99

4. Depreciation 177.33 104.36

5. Profit before Tax 83.87 74.41

6. Provision for Taxation 25.95 22.74

7. Profit after tax 57.92 51.67

2. Management Analysis and Discussions

Company Performance

During the year, your Company earned total revenues of 7764.54 lacs compared with 5869.96 lacs during the previous year, reflecting a growth of 32.28 % over the previous year. The profit before tax stood at 83.37 lacs as compared to 74.41 lacs in the previous year. The Company has made a provision of tax totaling to 25.95 lacs and the profit after tax stood at 57.92 lacs for the current year. The Operating Profit (earnings before depreciation and interest and tax) grew from 300.76 lacs to 358.77 lacs - a growth of 19% over the previous year.

Your Company posted another stellar performance in 2013-14 and continued to maintain its growth momentum. The Company''s market strategy is to offer the full range of IT services, have presence in all industry segments through a diverse range of products and service offerings, and continue expanding geography presence. Dynacons product and service portfolio is based on providing end-to-end solutions in the IT Infrastructure space and maintains a competitive edge through a wide spectrum of technology skills. Your Company''s services portfolio continued to grow, with an increase in customer base.

Review of Operations

The year gone by has been characterized by an improvement in global economic climate and a rise in technology spends which has brought in optimism to the Indian IT industry. The revitalisation of economy continued during the calendar year 2013 and the economy ended the year on a better footing as compared to the start of the year. The growth momentum is expected to be carried forward during the year 2014 and will result in increased global IT spends.

Rapid technology transformation is leading to a dynamic client engagement, which in turn is fueling business transfiguration, speeding up delivery services, and driving innovation capabilities across practices and operations. The shift in business models from traditional labour based onsite-offshore models to cloud based and off premise solutions is here to stay. This has resulted in rapid evolution, expansion of verticals and geographic markets and offerings which offer a wider spectrum of solutions. The key verticals driving growth would be - BFSI, Education, and the Government sector. Innovation and new business models with global and seamless delivery models would be key drivers to sustain growth.

During the year under review, your Company entered into several new strategic partnerships with Global IT Companies like Oracle, Aruba, Riverbed etc. Your Company also enhanced its capabilities on Data Centre built and undertook some major projects in this area. Your Company has also added to its current service locations, which has helped to reach its customers in the most intrinsic part of India. The continued focus on the BFSI and the Government verticals has yielded spectacular results. Your Company has added several key customers in these segments towards managing their IT Infrastructure and Networking for their offices and branches.

Your company has unique end to end servicing and solution capabilities that differentiate it from the traditional vendors in the market place. Dynacons has a team of specialists with experience in leveraging technology to help improve efficiency. The Company provides dynamic technology solutions and has the capability to address the increased complexity, cost and risk associated with these technology platforms. Your Company''s offerings span across areas relevant to each organization.

The Continued focus on Managed Services business has yielded strong results and your Company has bagged several major services orders. Dynacons has bagged the prestigious Managed Services order for Maharashtra Co-op Bank for managing their Data Centre and Disaster Recovery Centre for a period of 3 years.

Your Company has also earned many formal recognitions and awards in the marketplace during the last year. Dynacons has received recognition as the Emerging IT Infrastructure Services Company by CIO Choice. We also received a special award for our Data Center capabilities from Channel World (part of the IDG group).

The Company''s System Integration capability, experience, quality processes, proven track record of selling and servicing high-end IT products and multi-platform technical knowhow have helped it benefit from the enhanced traction in the market place. The Company has undertaken several solution deployments such as Reserve Bank of India, State Bank of India, Central Bank, Bank of India, CGGVeritas, Breach Candy Hospital, etc.

During the year under review, the several initiatives were taken for increasing the reach and market presence of the Company and leveraging on our partnerships with global IT majors to increase the spectrum of offerings for customers. Your company also initiated with IT certifications like Riverbed, CMMI, ISO 20000, ISO 27000 etc. Your Company also took up Branding exercise and underwent identity change and is now with a fresher and a younger look.

The System Integration (SI) segment was the main contributor to the revenue growth during the year. Your company continued to seek long term relationship with clients and focused on customer centric approach that has enhanced their value while addressing their IT requirement. This has also helped the company in focusing on areas alingned with the vision of the company of being a leading System Integration and allied services company. You company has also collaborated with large System Integrators for working together on large projects. During the last year the Company has won projects with Tata Consultancy Services and Atos.

The Company has the domain knowledge and technology expertise to help corporations to focus on their core business, while Dynacons manages their technology and helps transform their business processes. The Company continues to look for new ways to strengthen customer relationships, expand services portfolio by continuously introducing new services, expand l infrastructure by opening up new delivery centers, launching new products and platforms and continuously improving quality processes to raise the delivery promise to customers. The Company believes in strong focus on execution of strategy to deliver long-term growth.

Your Company is striving for overall growth by benefiting our customers, shareholders, employees and partners. We strive to achieve this with a pool of committed and talented individuals, embracing innovation and customer centricity while ensuring business excellence and quality in all our services. Your Company continued to seek long term relationship with the clients and focused on customer centric approach that has enhanced their value while addressing their IT requirement.

The adoption of Social media, Mobile, Analytics and Cloud (SMAC) technologies is expected to drive growth in all the segments. Cloud and client maturity are the major drivers for this, especially in IT. Dynacons is adapting this technology for upgrading its existing solutions as part of its offerings. An array of new technologies - Mobility, Big Data, Social Media, Cloud Computing and Robotics are rapidly changing the world around us. It is shaping how we interact, respond and connect with one another as individuals or as companies and even as governments. The Company is looking forward to new opportunities in service domain because of changes in the landscape of leveraging cloud based services, virtualization, and cloud migration. The on-going investment of your Company, in these recent trends, will enable it to play an impactful role, in this technology revolution.

Several initiatives have been launched to identify new growth areas and simultaneously restructure existing growth engines. This has helped your Company to enrich its Company profile and build value for customers. The process of improving profitability and productivity has taken the required shape leading to better Leadership Development, Corporate Governance, Risk Management and Human Resources.

Convergence of mobility and web and the implementation of cloud platforms has increased the focus on data security. Information security and business intelligence are fast emerging as the new growth areas. Cloud Computing and virtualization are changing the dynamics for providing solutions and services. The technology provides flexibility, convenience as well as reliability along with cost optimization. Your Company is adapting this technology for its own use as well as for its offerings.

Strengths

Our Enterprise Services offerings include a wide spectrum of Enterprise IT and Office Automation Services including Infrastructure Managed Services, Breakfix Services, Managed Print Services, Cloud Computing, Systems Integration Services, and Applications Development and Maintenance. The IT Services Market is expected to grow rapidly. We have a strong focus on tapping the potential of this market and have been developing relevant service offerings and streamlining our sales engine for wider account coverage.

The Company undertakes all activities related to IT infrastructure including infrastructure design and consulting services, turnkey systems integration of large network and data centre infrastructures including supply of associated equipment and software; on-site and remote facilities management of multi- location infrastructure of domestic clients. We undertake a systematic, aggressive and customer oriented approach to cater to this business segment.

Our key differentiators include an end-to-end services and solutions driven model with a strong focus on quality in every aspect of service and product delivery. This integrated approach helps the Company take advantage of growth opportunities available by becoming a vendor of choice for customers.

The Company''s strategy for long-term growth is based on continuing to scale, strengthen core business and grow in new areas of business. We believe that a strong brand is built through a strong USP which sets us apart from the peers in the industry. Our robust quality process and our access to skilled talent base at lower costs of providing services in a unique position to take advantage of the trend towards outsourcing IT services.

Quality

Dynacons has an enduring focus on operational and delivery excellence and towards sustainable growth on the path of business excellence. Your Company continues to strive towards process improvement for ensuring high quality delivery and high levels of customer satisfaction. A strong emphasis is based on quality in every aspect of the company''s activities. In line with this philosophy we have designed our quality management program and have defined several key parameters for measurement of quality levels to ensure improvement in the quality of the deliverables.

Customer satisfaction and excellence in quality are key elements for succeeding in the competitive global market. During the year a number of initiatives were launched for better market penetration, customer centricity to implement result oriented quality management models.

Review of key business processes like business planning, reporting and communication has been done to make them more effective in meeting business objectives. Moving forward, your company shall continue to further strengthen its processes by adopting best-in-class standards.

In order to be able to respond quickly to the customers, your Company continues with various internal initiatives to compete effectively, improve organizational flexibility and efficiency, streamline internal processes and institutionalize a culture of continuous improvement. The system comprises well defined organization structure, pre-identified authority levels and documented policy guidelines and manuals for delegation of authority.

Outlook

Organisations are transforming the way they operate in response to the economic conditions and fast-changing consumer preferences. As a result, their expectations from their technology spend have increased and their service providers are changing to reflect the business priorities. The Company believes that the current trends in IT spend presents unprecedented opportunity for growth. Liberalization and opening up of more infrastructure sectors like roads, airports and sea ports, national e-Governance initiatives and implementation of Mission mode projects, is going to drive an increase in IT spend.

We had identified a few areas of opportunities which continues to be the focus of our growth strategies. In India, higher growth is expected to come from 2nd and 3rd tier cities. Dynacons'' nationwide presence and partner network can be leveraged to capitalize on this growth. The changes in the economy as well as IT technology changes are presenting several opportunities to your Company. The initiatives are yielding results and we are seeing increasing opportunities in new segments, new industries and new markets.

The Company has strong fundamentals, follows robust customer and innovation-focused strategy, emphasis on operational excellence and constantly empowers and motivates its people to pursue higher goals. Your Company is prepared to face the current challenges and is also well placed to benefit from medium and long-term growth of Indian economy.

Risks and Concerns

The Company''s objectives and expectations may be forward looking within the meaning of applicable laws and regulations. The competition from large international and Indian IT companies is increasing in the domestic market space. Actual results may differ materially from those expressed. Important factors that could influence the Company''s operations include change in government regulations, tax laws, increased competition, economic and political developments.

The growth in the economy and IT industry is expected to lead to higher job opportunities and increased demand. This is leading to higher attrition across the IT industry. The speed of technology obsolescence has increased as a natural reaction to fast changing technologies. The productive life of IT resources and competencies is shrinking, thereby increasing the level of investment needed to meet the market requirements.

3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31, 2014.

4. Directors

Pursuant to Section 149 of the Companies Act, 2013, the Board recommended the appointment of Mr. Dilip Palicha & Mr. Viren Shah for a period of 3 Years and Mr. Vishal Chapper for a period of 5 Years as an Independent Directors of the Company, not liable to retire by rotation from the date of its 19th Annual General Meeting subject to approval of the Members of the Company. Mr. Dilip Palicha (holding Din 02879480), was appointed as an Additional Director designated as an Independent Director w.e.f. March 21, 2014 These Directors have given the declarations to the Board that they meet the criteria of independence as provided under Section 149(6) of the said Act and also confirmed that they will abide by the provisions as mentioned in Schedule IV of the Companies Act, 2013.

Mr. Shirish Anjaria, Chairman cum Managing Director, retires by rotation and being eligible, has offered himself for re-appointment. The Board recommends the same for your approval. The terms of appointment made for Mr. Shirish Anjaria as Chairman cum Managing Director dated 30th April, 2012, shall stand altered and be read as "rotational director" instead of "non- rotational director" due to applicability of Companies Act, 2013 since Independent Directors are not liable for retire by rotation.

The Board recommends the resolutions for your approval for the above appointments.

5. Auditors

M/s. Palan & Co., Chartered Accountants be and are hereby appointed as the Statutory Auditors of the Company in place of retiring Auditors M/s. P.C.Ghadiali & Co., Chartered Accountants to hold the office of the Auditors till the conclusion of Next Annual General Meeting on such remuneration as may be determined by the Board of Directors of the Company.

M/s. P.C.Ghadiali & Co., Chartered Accountants have expressed their unwillingness to offer themselves for re-appointment in the Company as Statutory Auditors of the Company.

In accordance with the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, Palan & Co. can be appointed as Auditors for further period of three years after commencement of the Companies Act, 2013 i.e. upto March 31, 2017. The Auditors have informed the Company that their appointment if made would be within the limits prescribed u/s 141 of the Companies Act, 2013 and the Auditors have confirmed that they have subjected themselves to the peer review process of Institute of Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the ICAI.

6. Corporate Governance

As required under Clause 49 of the Listing Agreement with the Stock Exchanges, the report on Management Discussion and Analysis, Corporate Governance as well as the Statutory Auditors'' Certificate regarding compliance of conditions of Corporate Governance forms part of the Annual Report.

Your Company has always practiced sound corporate governance and takes necessary actions at appropriate times for meeting stakeholders'' expectations while continuing to comply with the mandatory provisions of corporate governance.

7. Particulars of the Employees

The information as required under the provisions of Section 217 (2A) of the Companies Act, 2013, read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable as none of the employees are in receipt of remuneration which exceeds the limits specified under the said rules.

8. Human Resource Management

Employees are our vital and most valuable assets to an organization. Your company has created a friendly and motivational work environment for employees, which encourages innovation. The Company offers a growth environment along with monetary benefits in line with industry standards. The Company has a number of employee initiatives to attract, retain and develop talent in the organization. Your Company has HR policy that elaborates on each aspect of human resource management including recruitment, employee development & training, staff welfare, administration services & recreation events.

Your Company continues to innovatively manage Human Resources ramp-up in a timely manner to meet the business growth in a continuously challenging environment. The people centric culture in Dynacons with appropriate measures and initiative to recruit, integrate and retain talent was the focus during the current year. Dynacons continues to focus and invest in workforce development to provide an open work culture and rewarding career opportunities to all its employees. The Company has continually adopted structures that help attract best external talent and promote internal key talent to higher roles and responsibilities.

Employee Retention is a key focus area. The Company has initiated various measures to enhance the retention of employees during the year which includes, employee engagement surveys, transparent Performance Management System, and connect to maintain employee-friendly culture in the organization.

Your Company encourages regular training and development program. Continuous training is imparted in advanced technologies, managerial and soft skills for the employees to enhance their skill-sets in alignment with their respective roles. The major thrust continues in the effort to bring about measurable change in training coverage and effectiveness, increasing the Leadership and Development opportunities for every staff member.

Your Company has always believed on employee enhancement and followed talent appreciation processes. They organized several employee bonding events all round the year. Festivals like Diwali, Navratri were celebrated with pomp and zeal. It celebrated the Woman''s day commemorating the multiple role that a woman plays along with its professional role. In all, your company by all means accepts, understands and implements employee first policy. The Directors appreciate the contributions, efforts and initiatives taken by the employees at all levels for the Company''s improved performance.

9. CREDIT RATING

Your Directors have pleasure to inform that CARE Ratings has assigned CARE BB rating to your Company for long term bank facilities for a total amount of Rs. 13 Crores. CARE has also assigned A4 rating for the short term bank facilities of the Company up to Rs. 3.50 Crores. CARE had carried out a credit rating assessment of the Company both for short term and long term bank facilities in compliance with BASEL II norms implemented by Reserve Bank of India for all banking facilities. This enables the Company to access banking services at low costs.

10. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

11. Directors Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors based on the information and representations received from the operating management confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures.

ii) 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 of the Company for that period.

iii) The Directors had taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.,

iv) The Directors had prepared the annual accounts on a going concern basis.

12. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo

Conservation of Energy: the Company''s operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the Company.

Foreign Exchange Earnings : Nil (previous year Nil)

Foreign Exchange Outgo : 24.57 Lacs (previous year 22.30 lacs)

13. Acknowledgements

Your Directors thank the Company''s Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.

Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your Company''s consistent growth was made possible by their hard work, solidarity, cooperation and support..

For and on behalf of the Board of Directors



Date : May 30, 2014 Shirish Anjaria Parag Dalal Place Mumbai Chairman cum Executive Director Managing Director


Mar 31, 2013

The Directors are pleased to present the Eighteenth Annual Report on the business and operations of the Company for the year ended March 31, 2013.

1. Financial Highlights

( In lacs)

Sr Particualrs Year ended Year ended No. 31/03/2013 31/03/2012

1. Total Income 5869.96 5219.74

2. Total Expenditure 5569.20 4854.99

3. Interest 121.99 121.54

4. Depreciation 104.36 98.53

5. Profit before Tax 74.41 144.68

6. Provision for Taxation - Current Tax 15.31 37.35

- Deferred Tax 7.42 4.21

7. Profit after tax 51.67 103.12

2. Management Analysis and Discussions Company Performance

During the year, your Company earned total revenues of 5869.96 lacs compared with 5219.74 lacs during the previous year, reflecting a growth of 12 % over the previous year. The profit before tax stood at 74.41 lacs as compared to 144.68 lacs in the previous year. The Company has made a provision of tax totaling to 22.73 lacs and the profit after tax stood at 51.67 lacs for the current year.

Your Company continued to focus in the areas of turnkey system integration projects and services business. Your Company''s growth has been a result of its customer centric approach and a balanced portfolio of integrated solutions and services. Core focus areas during the year have been customer orientation, engagement of strategic customers and research & development to ensure products aligned with customer expectation and market requirements for sustained growth.

Review of Operations

The technology and related services sector recorded a steady growth in spite of a volatile economic environment. As per the latest report by NASSCOM, IT- BPM (earlier called BPO) services and software products continued to lead, accounting for over uSd 1 trillion which is 58% of the total IT spend and the IT hardware accounted for the balance 42% of the worldwide technology spends in 2012.

Five major technology changes are expected to open new opportunities for service providers - smart computing (expected to drive industry-specific solutions), Software-as-a-Service (SaaS to play a dominant role), social technologies (empower all elements of an industry''s value chain including suppliers, employees, customers and business partners), mobility (access to anytime, anywhere information) and analytics (real-time intelligence). These trends are expected to drive growth in overall technology spend by 6% in 2013 with Hardware emerging as the highest growth segment at 7.5% driven by an expected surge in demand for infrastructure upgrade & improvements, followed by packaged software at 6.5% and IT services at 4.2% as firms work at ways to reduce costs and increase profitability. Dynacons is gearing itself to drive benefits of emerging trends and opportunities.

Technology continues to be a key driver of Business Growth for most customers, with IT spends continuing to see an annual rise in the foreseeable future for value adding solutions and services. Businesses today face a considerable challenge to effectively optimize their IT infrastructure and related operations and deliver ever-improving service levels to meet and exceed the expectations of their business- users without compromising on quality and security. We believe there are adequate opportunities for your Company to capitalize on ensuring continued growth going forward.

Dynacons has a team of specialists with experience in leveraging technology to help improve efficiency and security. The Company provides dynamic technology solutions and has the capability to address the increased complexity, cost and risk associated with these technology platforms. Your Company''s offerings span across areas relevant to each organization. The Company''s System Integration capability, experience, quality processes, proven track record of selling and servicing high-end IT products and multi-platform technical knowhow have helped it benefit from the enhanced traction in the market place.

Your Company has therefore unique end to end servicing and solution capabilities that differentiate it from the traditional vendors in the market place. The focus is to enable greater customer centricity by bringing the benefits of emerging technologies such as cloud, mobility, big data, and enterprise analytics to help customers improve their businesses.

During the year under review, your Company entered into several new strategic partnerships with principal Companies, Apple being the most prominent one. Your Company also added Project Management and Execution as a service to its existing lines of business. In project management we outsource System Integration projects and Infrastructure management services projects from IT giants and execute on turnkey basis. Your Company has also added on its service locations, which has helped to reach its customers in the most intrinsic part of India where generally other vendors do not have a reach. The continued focus on the BFSI, Education and the Government verticals has yielded spectacular results. Your Company has added several key customers in these segments towards managing their IT Infrastructure and Networking for their offices and branches.

Dynacons offers remote management of IT infrastructure operations and deliver project-specific consulting, design and implementation services. Dynacons acts as the single point of accountability for service delivery and support for your end users. Our track record of delivering high quality solutions across the entire Information Technology life cycle and our strong domain expertise helps us to solidify these relationships and gain increased business from our existing clients.

Your Company has a strong track record of IT services with the BFSI vertical, continuing the legacy we bagged major services order in the nationalized banks. Your Company has also earned many formal recognitions and awards in the marketplace during the last year. In the previous year your company was also awarded as Emerging - IT Infrastructure Services Company by CIO Choice. The CIO Choice Award is one of the most acclaimed accolades in the industry as it is regarded as the voice of the customer; it''s the CIOs verdict for recognizing and celebrating preferred products, services and solutions. Your Company had embarked on a series of End User customer Event in partnership with principal companies like IBM, Dell etc.

Taking a comprehensive view of business processes, applications, infrastructure, IT processes and tools, we helped our customers transform their IT Infrastructure to optimize their investments and achieve maximum return on investments. The role of technology has evolved from supporting corporations to transforming them.

Dynacons'' multi technology, multi product offering to customers ensures that they have the convenience and benefit of sourcing their IT products and solutions from a single source. We deliver value to our customers through a comprehensive portfolio of services and solutions that meets the entire lifecycle needs of a business.

Dynacons'' market strategy is to offer the full range of IT services, have presence in all industry segments through a diverse range of products and service offerings, and continue expanding geography presence outside India. Our product and service portfolio is based on providing end-to-end solutions in the IT Infrastructure space.

Several initiatives have been launched to identify new growth areas and simultaneously restructure existing growth engines. This has helped your Company to enrich its Company profile and build value for customers. The process of improving profitability and productivity has taken the required shape leading to better Leadership Development, Corporate Governance, Risk Management and Human Resources.

Convergence of mobility and web and the implementation of cloud platforms has increased the focus on data security. Information security and business intelligence are fast emerging as the new growth areas. Cloud Computing and virtualization are changing the dynamics for providing solutions and services. The technology provides flexibility, convenience as well as reliability along with cost optimization. Your Company is adapting this technology for its own use as well as for its offerings.

Strengths

The Company provides the entire spectrum of Information Technology services including Business Planning, Business Availability and Business Continuity Services. The Company undertakes all activities related to IT infrastructure including infrastructure design and consulting services, turnkey systems integration of large network and data centre infrastructures including supply of associated equipment and software; on-site and remote facilities management of multi- location infrastructure of domestic clients.

The Company provides high quality, 24 hour, seven days a week support services by leveraging its expertise in managing IT Infrastructures for its customers. We undertake a systematic, aggressive and customer oriented approach to cater to this business segment.

Our key differentiators include an end-to-end services and solutions driven model with a strong focus on quality in every aspect of service and product delivery. This integrated approach helps the Company take advantage of growth opportunities available by becoming a vendor of choice for customers.

We believe our strong brand, robust quality process and our access to skilled talent base at lower costs of providing services places to us in a unique position to take advantage of the trend towards outsourcing IT services.

Quality

Your Company continues to strive towards maintaining sustainable growth through the philosophy of business excellence Recognizing that workforce competency is a powerful growth engine, competency mapping and development was completed for the workforce with appropriate interventions through a learning and development plan.

Your Company continues to strive towards process improvement for ensuring high quality delivery and high levels of customer satisfaction. A strong emphasis is based on quality in every aspect of the Company''s activities. In line with this philosophy we have designed our quality management program and have defined several key parameters for measurement of quality levels to ensure improvement in the quality of the deliverables.

Dynacons continues to strive on operational and delivery excellence and towards sustainable growth on the path of business excellence. Customer satisfaction and excellence in quality are key elements for succeeding in the competitive global market.

Review of key business processes like business planning, reporting and communication has been done to make them more effective in meeting business objectives. Internally, your Company has introduced Ramco''s ERP which enables the business to yield higher employee productivity, save time and our employees can focus their energy and time in providing enhanced services and capturing new clients. Moving forward your company shall continue to further strengthen its processes by adopting best in class standards.

The Company has an adequate system of internal controls, which comprises of a well-defined organization structure, pre-identified authority levels and documented policy guidelines and manuals for delegation of authority.

Outlook

The Company believes that the current trends in IT spend both domestically and in the international market presents unprecedented opportunity for growth. Liberalization and opening up of more infrastructure sectors like roads, airports and sea ports, national e- Governance initiatives and implementation of Mission mode projects, recent policy initiatives to make Indian companies more competitive including new policy on Special Economic Zone, the focus of Indian corporate to benchmark themselves with leading global players in terms of quality of processes and competitiveness, is going to drive an increase in IT spend.

We had identified a few areas of opportunities which continues to be the focus of our growth strategies In India, higher growth is expected to come from 2nd and 3rd tier cities and SMB sector. Dynacons'' India wide presence and partner network can be leveraged to capitalize on this growth. The changes in the economy as well as IT technology changes are presenting several opportunities to your Company.

Cloud computing and virtualization technology provides flexibility, convenience as well as reliability along with cost optimization. Dynacons'' is adapting this technology for its own use as well as a part of its offerings.

The key growth drivers are organic growth: achieving scale through replication and cross selling, asset growth, customer life-cycle management, top 100 key accounts focus, focus on replicating successes with new customers, new offering and initiatives; along with transformational initiatives based on providing value-adding, profitable, scalable and sustainable products, solutions, services to our customers

We believe that with our diverse portfolio of solutions and services, domain expertise and increasing value-add to customers, we are best suited to be a strategic partner to our customers. We have built a strong foundation and given the increasing reliance on IT, the outlook for the future is robust.

Risks and Concerns

The Company''s objectives and expectations may be forward looking within the meaning of applicable laws and regulations. The competition from large international and Indian IT companies is increasing in the domestic market space. Actual results may differ materially from those expressed. Important factors that could influence the Company''s operations include change in government regulations, tax laws, increased competition, economic and political developments.

The growth in the economy and IT industry is expected to lead to higher job opportunities and increased demand. This is leading to higher attrition across the IT industry. The speed of technology obsolescence has increased as a natural reaction to fast changing technologies. The productive life of IT resources and competencies is shrinking, thereby increasing the level of investment needed to meet the market requirements. .

3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31, 2013.

4. Directors

The Board at its meeting held on January 24, 2013 re-appointed, subject to the approval of the members at the ensuing Annual General Meeting, Mr. Shirish M. Anjaria as Chairman and Managing Director and Mr. Parag J. Dalal and Mr. Dharmesh S. Anjaria as Whole-time Directors designated as Executive Directors of the Company, for a further period of 3 years from February 1, 2013. The resolutions on re- appointment and remuneration have been put up for consideration and approval of the Members.

In accordance with the provisions of Companies Act, 1956 and the Articles of Association of the Company, Mr. Mukesh Shah, Director of the Company, retires by rotation in the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. None of the Directors of the Company is disqualified from being appointed as Director as specified in Section 274 of the Companies Act, 1956.

5. Auditors

M/s P.C. Ghadiali & Co., the Statutory Auditors of the Company, hold office until the ensuing Annual General Meeting. The said auditors have furnished the Certificate of their eligibility for re-appointment under the Companies Act, 1956.

6. Corporate Governance

The report on Corporate Governance, stipulated by Clause 49 of the Listing Agreement, is annexed hereto and forms part of this Annual Report. A Certificate from the Auditors of the Company regarding compliance with Corporate Governance norms stipulated in Clause 49 of the Listing Agreement is annexed to the report on Corporate Governance.

7. Particulars of the Employees

The information as required under the provisions of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable as none of the employees are in receipt of remuneration which exceeds the limits specified under the said rules.

8. Human Resource Management

Your Company has a talented pool of committed people serving the organization with considerable innovation capabilities. Your company also has several people and business excellence related initiatives in progress, which aim at people excellence and continuous improvement. Your Company encourages and rewards people for Company''s growth and innovation through several mechanisms.

The Company has a number of initiatives to attract, retain and develop talent in the organization. Your Company has HR policy that elaborates on each aspect of human resource management including recruitment, employee development & training, staff welfare, administration services & recreation events.

Your Company encourages regular training and development program. Continuous training is imparted in advanced technologies, managerial and soft skills for the employees to enhance their skill-sets in alignment with their respective roles. The major thrust continues in the effort to bring about measurable change in training coverage and effectiveness, increasing the Leadership and Development opportunities for every staff member.

Your company holds complete faith in the saying that employees are companies'' most important assets, hence we organized several employee bonding events all round the year. Festivals like Diwali, Navratri were celebrated with pomp and zeal. A special mention of our Navratri Celebrations had been captured by Maharshtra''s daily newspaper - Maharashtra Times. It celebrated the Woman''s day commemorating the multiple role that a woman plays along with its professional role. In all, your company by all means accepts, understands and implements employee first policy.

We have created a favorable work environment that encourages innovation and meritocracy. We have also set up a scalable recruitment

and human resources management process. Employee relations during the year were cordial. The directors appreciate the contributions and initiatives taken by the employees at all levels for the Company''s improved performance year after year. The Company offers a growth environment along with monetary benefits in line with industry standards.

9. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

10. Directors Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors based on the information and representations received from the operating management confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures.

ii) 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 of the Company for that period.

iii) The Directors had taken proper and sufficient care, to the best of their knowledge and ability, 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) The Directors had prepared the annual accounts on a going concern basis.

11. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo Conservation of Energy: The Company''s operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the Company.

12. Acknowledgements

Your Directors thank the Company''s Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.

Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your Company''s consistent growth was made possible by their hard work, solidarity, cooperation and support..

For and on behalf of the Board of Directors

Shirish Anjaria Parag Dalal

Chairman & Managing Director Executive Director

Mumbai: May 30, 2013


Mar 31, 2012

The Directors are pleased to present the Seventeenth Annual Report on the business and operations of the Company for the year ended March 31, 2012.

1. Financial Highlights

(Rs. In lacs)

Year ended Year ended Particulars 31/03/2012 31/03/2011

1. Total Income 5219.74 425 8.96

2. Total Expenditure 4854.99 3932.44

3. Interest 121.54 120.59

4. Depreciation 98.53 91.81

5. Profit before Tax 144.68 114.12

6. Provision for Taxation

- Current Tax 37.35 21.15

- Deferred Tax 4.21 16.06

7. Profit after tax 103.12 76.91

3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31, 2012.

4. Directors

During the year, Mr. Dilip Palicha, Non-executive director of the Company resigned from the post of directorship. The board appreciates his contribution and support given to the Company during his tenure as a Director of the Company.

Mr. Vishal Chapper was appointed as an Additional Director with effect from August 08, 2012, in accordance with Article 125 of the Articles of Association of the Company and Sec. 260 of the Act. The director hold office upto the date of forthcoming Annual General Meeting (AGM) and Notice under Section 257 of the Act has been received from Members signifying their intention to propose Mr. Vishal Chapper's appointment as Director.

In accordance with the provisions of Companies Act, 1956 and the Articles of Association of the Company, Mr. Viren Shah, Director of the Company, retires by rotation in the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. None of the Directors of the Company is disqualified from being appointed as Director as specified in Section 274 of the Companies Act, 1956.

5. Auditors

M/s P.C. Ghadiali & Co., the Statutory Auditors of the Company, hold office until the ensuing Annual General Meeting. The said auditors have furnished the Certificate of their eligibility for re-appointment under the Companies Act, 1956.

6. Corporate Governance

The report on Corporate Governance, stipulated by Clause 49 of the Listing Agreement, is annexed hereto and forms part of this Annual Report. A Certificate from the Auditors of the Company regarding compliance with Corporate Governance norms stipulated in Clause 49 of the Listing Agreement is annexed to the report on Corporate Governance.

7. Particulars of the Employees

The information as required under the provisions of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable as none of the employees are in receipt of remuneration which exceeds the limits specified under the said rules.

8. Human Resource Management

The success, performance and profitability of our Company are built on a strong foundation of talented and committed people. A robust manpower planning process ensures that all steps from business requirements to sourcing and staffing are seamlessly aligned.

Our distinct people integration model, not only ensures faster time-to-productivity, but it also integrates culturally diverse professionals into the organisation by fostering a behavior based on a shared set of common values. Your Company has HR policy that elaborates on each aspect of human resource management including recruitment, employee development & training, staff welfare, administration services & recreation events.

The strategic initiatives for talent development through learning and development programs and experiential learning ensured that the Company had right competencies in its workforce to meet the business demand. Also your Company focuses on the development of the soft skills for the employees to enhance their skill-sets in alignment with their respective roles. The major thrust continues in the effort to bring about measurable change in training coverage and effectiveness, increasing the Leadership and Development opportunities for every staff member. We will continue to invest even more in strengthening our ability to attract develop and retain talent.

We have created a favorable work environment that encourages innovation and meritocracy. We have also set up a scalable recruitment and human resources management process. Employee relations during the year were cordial. The directors appreciate the contributions and initiatives taken by the employees at all levels for the Company's improved performance year after year. The Company offers a growth environment along with monetary benefits in line with industry standards.

9. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

10. Directors Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors based on the information and representations received from the operating management confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures.

ii) 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 of the Company for that period.

iii) The Directors had taken proper and sufficient care, to the best of their knowledge and ability, 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) The Directors had prepared the annual accounts on a going concern basis.

11. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo Conservation of Energy: The Company's operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the Company.

Foreign Exchange Earnings : Rs. Nil (previous year Nil)

Foreign Exchange Outgo : Rs. 1.17 lacs (previous year 2.17 lacs)

12. Acknowledgements

Your Directors thank the Company's Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.

Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your Company's consistent growth was made possible by their hard work, solidarity, cooperation and support.

For and on behalf of the Board of Directors

Shirish Anjaria Parag Dalal Chairman & Managing Director Executive Director

Mumbai: August 24, 2012


Mar 31, 2011

Dear Members,

The Directors are pleased to present the Sixteenth Annual Report on the business and operations of the Company for the year ended March 31, 2011.

1. Financial Highlights

(Rs. in Lacs)

Year ended Year ended Particualrs 31/03/2011 31/03/2010

1. Total Income 4233.52 3808.02

2. Total Expenditure 3932.44 3586.88

3. Interest 95.15 50.61

4. Depreciation 91.81 72.74

5. Profit before Tax 114.12 97.79

6. Provision for Taxation

- Current Tax 21.15 18.70

- Deferred Tax 16.06 6.40

7. Profit after tax 76.91 72.69



2. Management Analysis and Discussions

Company Performance

During the year, your company earned total revenues of Rs. 4233.52 lacs compared with Rs. 3808.02 lacs during the previous year, reflecting a growth of 11% over the previous year. The profit before tax stood at Rs. 114.12 lacs as compared to Rs. 97.79 lacs in the previous year, a growth of 17% over the previous year. The Company has made a provision of tax totaling to Rs. 37.21 lacs and the profit after tax stood at Rs. 76.91 lacs for the current year.

The business transformation initiatives taken in the last few years have yielded good results. Your Company has decided to defocus from the low margin equipment business and grow the high value services. The operating profit (earnings before interest, tax and depreciation) increased by 36% to Rs 301.07 lacs from Rs 221.14 lacs in the previous year.

Your company has continued to grow its solutions and services portfolio to address business and customer needs. There is a strong focus on driving operational efficiencies due to which it has posted a strong performance during the previous year.

Review of Operations

The Global economy has continued to recover and this trend is expected to continue in the coming years. Developed economies are sluggish in recovery and emerging economies continue to show a good growth rate. The Indian growth story continues in spite of inflationary pressures and the technology spending in India is expected to grow significantly higher as compared to the other countries. The domestic market continues to have a strong services and solutions driven component. Investment in IT is increasingly been seen as an important element of growth strategies and also a fundamental enabler of cost reduction and cost optimization.

Changing economic and business conditions, and globalization are creating an increasingly competitive market environment that is driving corporations to transform the manner in which they operate. Customers are increasingly demanding improved products and services with accelerated delivery times and at lower prices. To address these needs adequately, corporations are focusing on their core competencies and are using outsourced technology service providers to help improve productivity, reduce business risk, and manage operations more effectively.

The Company's System Integration capability, experience, quality processes, proven track record of selling and servicing high-end IT products and multi-platform technical know how have helped it benefit from the enhanced traction in the market place. We have a team of specialists with experience in leveraging technology to help improve efficiency and security. The company provides dynamic technology solutions and has the capability to address the increased complexity, cost and risk associated with these technology platforms.

Dynacons' multi technology, multi product offering to customers ensures that they have the convenience and benefit of sourcing their IT products and solutions from a single source. We deliver value to our customers through a comprehensive portfolio of services and solutions that meets the entire life cycle needs of a business.

The continued focus on the BFSI and the Government verticals has yielded spectacular results. Your Company has added several key customers such as State Bank of India, Punjab National Bank, Central Bank, Bank of India etc, towards managing the IT Infrastructure and Networking for their offices and braches. There is a continued focus on Infrastructure Services which enabled the company get into deeper engagement with existing customers and win large domestic deals in facility management, nationwide systems rollout and help desk services.

The company has done several solution deployments that include turnkey project implementations, integration and set-up of centralized data centres and end-to-end security deployments. The successful deployment and completion of the order from Municipal Corporation of Greater Mumbai demonstrates the System Integration expertise of the company to undertake such large deployments. This order has paved the way for regular business from MCGM and other such entities. Our track record of delivering high quality solutions across the entire Information Technology life cycle and our strong domain expertise helps us to solidify these relationships and gain increased business from our existing clients.

Dynacons provides comprehensive, end-to-end technology-based solutions which enables the company to extend their network of relationships, improve interaction with key decision makers within each client, increase the points of sale for new clients and diversify our service-mix. This integrated approach helps the company take advantage of growth opportunities available by becoming a vendor of choice for customers.

During the year under review, the key focus was on increasing the reach and market presence of the company and leveraging on our partnerships with global IT majors to increase the spectrum of offerings for customers. Taking a comprehensive view of business processes, applications, infrastructure, IT processes and tools, we helped our customers transform their IT Infrastructure to optimize their investments and achieve maximum return on investments. The role of technology has evolved from supporting corporations to transforming them.

Businesses today face a considerable challenge to effectively optimize their IT infrastructure and related operations and deliver ever- improving service levels to meet and exceed the expectations of their business-users without compromising on quality and security. Remote Infrastructure Management (RIM) is a mission-critical service requiring sophisticated tools and reflects high customer confidence and relationships. Your company has successfully demonstrated its RIM service capability and is moving towards becoming a fully integrated service provider.

Going forward, the company is looking making strategic investments/acquisitions, investing in the right business solutions, leverage its expertise in providing IT infrastructure solutions to further enhance the spectrum of offerings and focus on services expansion and become a vendor of choice for organizations. These will help in accelerating the company's growth through the new customers and geographical markets, improving the profitability through cost reduction, economies of scale and efficient utilization of resources.

Strengths

The company provides the entire spectrum of Information Technology services including Business Planning, Business Availability and Business Continuity Services. The company provides high quality, 24 hour, seven days a week support services by leveraging its expertise in managing IT Infrastructures for its customers. We undertake a systematic, aggressive and customer oriented approach to cater to this business segment.

The Company undertakes all activities related to IT infrastructure including infrastructure design and consulting services, turnkey systems integration of large network and data centre infrastructures including supply of associated equipment and software; on-site and remote facilities management of multi- location infrastructure of domestic clients. Our key differentiators include an end-to-end services and solutions driven model with a strong focus on quality in every aspect of service and product delivery.

This integrated approach helps the company take advantage of growth opportunities available by becoming a vendor of choice for customers.

We believe that with our diverse portfolio of solutions and services, domain expertise and increasing value-add to customers, we are best suited to be a strategic partner to our customers.

Quality

Dynacons has an enduring focus on operational and delivery excellence and towards sustainable growth on the path of business excellence. Your Company continues to strive towards process improvement for ensuring high quality delivery and high levels of customer satisfaction. A strong emphasis is based on quality in every aspect of the company's activities. In line with this philosophy we have designed our quality management program and have defined several key parameters for measurement of quality levels to ensure improvement in the quality of the deliverables.

Customer satisfaction and excellence in quality are key elements for succeeding in the competitive global market. During the year a number of initiatives were launched for better market penetration, customer centricity and taken to implement result oriented quality management models.

Review of key business processes like business planning, reporting and communication has been done to make them more effective in meeting business objectives. Moving forward, your company shall continue to further strengthen its processes by adopting best-in-class standards.

In order to be able to respond quickly to the customers, your Company continues with various internal initiatives to compete effectively, improve organizational flexibility and efficiency, streamline internal processes and institutionalize a culture of continuous improvement. The system comprises well defined organization structure, pre-identified authority levels and documented policy guidelines and manuals for delegation of authority.

Outlook

The growth in the economy as well as significant technology changes is presenting several opportunities to your company. The economic growth in the country has led to an increase in IT spends on infrastructure and services. In India, the higher growth is expected to come from the 2nd and 3rd tier towns and cities. The company's pan india presence will help to capitalize on this growth.

Cloud Computing and virtualization are changing the dynamics for providing solutions and services. The technology provides flexibility, convenience as well as reliability along with cost optimization. Your Company is adapting this technology for its own use as well as for its offerings.

Several initiatives have been launched to identify new growth areas and simultaneously restructure existing growth engines. This has helped your company to enrich its company profile and build value for customers. The process of improving profitability and productivity has taken the required shape leading to better Leadership Development, Corporate Governance, Risk Management and Human Resources.

We believe our strong brand, our robust quality process and our access to skilled talent base at lower costs of providing services places to us in a unique position to take advantage of the trend towards outsourcing IT services. The IT services segment is expected to grow significantly and your company is gearing itself to derive the benefits of this growth.

Risks and Concerns

The company's objectives and expectations may be forward looking within the meaning of applicable laws and regulations. The competition from large international and Indian IT companies is increasing in the domestic market space. Actual results may differ materially from those expressed. Important factors that could influence the company's operations include change in government regulations, tax laws, increased competition, economic and political developments.

The growth in the economy and IT industry is expected to lead to higher job opportunities and increased demand. This is leading to higher attrition across the IT industry. This coupled with the fast changing technology landscape will necessitate increased investment in manpower and innovative approaches to retain and develop the right talent

3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31, 2011.

4. Directors

In accordance with the provisions of Companies Act, 1956 and the Articles of Association of the Company, Mr. Dilip Palicha, Director of the company, retires by rotation in the ensuing Annual General Meeting and being eligible, offers himself for reappointment. None of the Directors of the Company is disqualified from being appointed as Director as specified in Section 274 of the Companies Act, 1956.

5. Auditors

M/s P.C. Ghadiali & Co., the Statutory Auditors of the Company, hold office until the ensuing Annual General Meeting. The said auditors have furnished the Certificate of their eligibility for re-appointment under the Companies Act, 1956.

6. Corporate Governance

The report on Corporate Governance, stipulated by Clause 49 of the Listing Agreement, is annexed hereto and forms part of this Annual Report. A Certificate from the Auditors of the Company regarding compliance with Corporate Governance norms stipulated in Clause 49 of the Listing Agreement is annexed to the report on Corporate Governance.

7. Scheme of Arrangement:

A Scheme of Arrangement (Scheme) was entered into by the Company (DSSL) with Dynacons Technologies Limited (DTL), for the transfer and vesting of the Marketing & Distribution business and the Manufacturing business of Dynacons Systems & Solutions Limited into Dynacons Technologies Limited with effect from April 1, 2009, the Appointed date. The Scheme under Section 391 to 394 of the Companies Act 1956, has been approved by the Hon'ble High Court of Judicature at Bombay vide its order dated October 15, 2010 and as required by the scheme, the company has received all requisite approvals from Governmental authorities and the effective date of the scheme was December 20, 2010

Post obtaining the Order from Hon'ble High Court, Bombay and approval from other relevant authorities, your Company had fixed a record date on January 7, 2011 to determine the members who are eligible to receive shares of Dynacons Technologies Limited. Pursuant to the Scheme, the equity capital of the company stands reorganized to Rs 59,230,800 consisting of 59,230,800 Equity Shares of the face value of Re 1/-. The shares were allotted to the members of the Company in the ratio as decided in the Scheme and effect of the same was given in the accounts on sanctioning of the Scheme by the High Court.

8. Particulars of the Employees

The information as required under the provisions of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable as none of the employees are in receipt of remuneration which exceeds the limits specified under the said rules.

9. Human Resource Management

The success, performance and profitability of our company are built on a strong foundation of talented and committed people. A robust manpower planning process ensures that all steps from business requirements to sourcing and staffing are seamlessly aligned.

Our distinct people integration model, not only ensures faster time-to-productivity, but it also integrates culturally diverse professionals into the organisation by fostering a behavior based on a shared set of common values. Your Company has HR policy that elaborates on each aspect of human resource management including recruitment, employee development & training, staff welfare, administration services & recreation events.

The strategic initiatives for talent development through learning and development programs and experiential learning ensured that the Company had right competencies in its workforce to meet the business demand. Also your Company focuses on the development of the soft skills for the employees to enhance their skill-sets in alignment with their respective roles. The major thrust continues in the effort to bring about measurable change in training coverage and effectiveness, increasing the Leadership and Development opportunities for every staff member. We will continue to invest even more in strengthening our ability to attract develop and retain talent.

We have created a favorable work environment that encourages innovation and meritocracy. We have also set up a scalable recruitment and human resources management process. Employee relations during the year were cordial. The directors appreciate the contributions and initiatives taken by the employees at all levels for the Company's improved performance year after year. The Company offers a growth environment along with monetary benefits in line with industry standards.

10. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

11. Directors Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors based on the information and representations received from the operating management confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures.

ii) 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 of the Company for that period.

iii) The Directors had taken proper and sufficient care, to the best of their knowledge and ability, 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) The Directors had prepared the annual accounts on a going concern basis.

12. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo

Conservation of Energy: the Company's operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the company.

Foreign Exchange Earnings Rs. Nil (previous year Nil)

Foreign Exchange Outgo Rs. 2.17 lacs (previous year 0.77 lacs)

13. Acknowledgements

Your Directors thank the Company's Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.

Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your company's consistent growth was made possible by their hard work, solidarity, cooperation and support.

For and on behalf of the Board of Directors

Shirish Anjaria Parag Dalal Chairman & Executive Director Managing Director

Mumbai: May 30, 2011


Mar 31, 2010

The Directors are pleased to present the Fifteenth Annual Report on the business and operations of the Company for the year ended March 31,2010.

1. Financial Highlights

Particualrs Year ended Year ended 31/03/2010 31/03/2009

1. Total Income 5897.34 3859.37

2. Total Expenditure 5538.75 3576.69

3. Interest 92.99 87.37 4. Depreciation 165.28 143.09

5. Profit before Tax 100.32 52.23

6. Provision for Taxation - Current Tax 18.70 8.15

- Deferred Tax 7.20 8.32

- Fringe Benefit Tax - 1.78

7. Profit after tax 74.42 33.98



3. Dividend

With a view to plough back the profits of the Company and keeping in mind the expansion of business activities, the Board of Directors consider it prudent and recommend not declaring any dividend for the year ended March 31,2010.

4. Subsidiary

During the year under review, the Company has invested in 15,000,000 Equity shares of Rs.l each of DYNACONS TECHNOLOGIES LIMITED (DTL) and as a result, DTL has become wholly-owned subsidiary of the Company. The Annual Accounts of the Subsidiary Company form part of this Annual Report.

5. Consolidated Financial Statements

Consolidated Financial Statements, prepared in accordance with Accounting Standard AS-21, issued by the Institute of Chartered Accountants of India, and as required by the Listing Agreement are attached and forms part of the Annual Report and Accounts.

6. Directors

The Board at its meeting held on January 23, 2010 re-appointed, subject to the approval of the members at the ensuing Annual General Meeting, Mr. Shirish M. Anjaria as Chairman and Managing Director and Mr. Parag J. Dalai and Mr. Dharmesh S. Anjaria as Wholetime Directors designated as Executive Directors of the Company, for a further period of 3 years from February 1,2010. The resolutions on re- appointment and remuneration have been put up for consideration and approval of the Members.

In accordance with the provisions of Companies Act, 1956 and the Articles of Association of the Company, Mr. Mukesh Shah, Director of the company, retires by rotation in the ensuing Annual General Meeting and being eligible, offers himself for reappointment. None of the Directors of the Company is disqualified from being appointed as Director as specified in Section 274 of the Companies Act, 1956.

7. Auditors

M/s. Soni Palan & Associates were appointed as a Statutory Auditors of the Company in the previous Annual General Meeting. During the year, Statutory Auditors firm dissolved due to their merger with the firm of Chartered Accountants - M/s. P.C. Ghadiali & Co.

Subsequently, the board at its meeting appointed M/s. P.C. Ghadiali & Co. to hold office as Statutory Auditors of the company.

M/s P.C. Ghadiali & Co., Chartered Accountants who are the Statutory Auditors of the Company hold office, in accordance with the provisions of the Companies Act, 1956, upto the conclusion of the ensuing Annual General Meeting, are eligible for re-appointment.

8. Corporate Governance

The report on Corporate Governance, stipulated by Clause 49 of the Listing Agreement, is annexed hereto and forms part of this Annual Report. A Certificate from the Auditors of the Company regarding compliance with Corporate Governance norms stipulated in Clause 49 of the Listing Agreement is annexed to the report on Corporate Governance.

9. Credit Rating

ICPvA Limited has carried out a credit rating assessment of the Company both for the short term and long term exposures, in compliance with the BASEL II norms implemented by Reserve Bank of India for all banking facilities. ICRA has assigned LBBB- rating to the Rs 37.5 million long term sanctioned bank limits of Dynacons Systems & Solutions Limited. ICRA has also assigned A3 rating to the Rs 50 million short term sanctioned bank limits. This will enable the Company to access banking services at low cost and help in improvement of margins, working capital management and cash flows of the Company.

10. Scheme of Arrangement:

A Scheme of Arrangement has been presented under Section 391 to 394 of the Act for transfer and vesting of Marketing & Distribution Business and Manufacturing Business of Dynacons Systems & Solutions Limited into Dynacons Technologies Limited. The approval of the shareholders of both the companies has been obtained and the petition for the same has been admitted to the High Court for approval. The effect of the scheme shall be given in the accounts on sanctioning of the scheme by the High Court.

11. Particulars of the Employees

The information as required under the provisions of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable as none of the employees is in receipt of remuneration which exceeds the limits specified under the said rules.

12. Human Resource Management

The success, performance and profitability of our company is built on a strong foundation of talented and committed people. We have built a high performance work culture and maintain a strong focus on the employee, and creation of an organization that continually encourages entrepreneurship, new ideas, and embraces respect for the individual and equal opportunity to succeed..

Your Company has HR policy that elaborates on each aspect of human resource management including recruitment, employee development & training, staff welfare, administration services & recreation events. Processes like recruitment have been streamlined through comprehensive assessment techniques, while many training initiatives continue to encourage growth and development.

We encourage regular training and development. Continuous training is imparted in advanced technologies, managerial and soft skills for the employees to enhance their skill-sets in alignment with their respective roles. The major thrust continues in the effort to bring about measurable change in training coverage and effectiveness, increasing the Leadership and Development opportunities for every staff member. We will continue to invest even more in strengthening our ability to attract develop and retain talent.

We have created a favorable work environment that encourages innovation and meritocracy. We have also set up a scalable recruitment and human resources management process. Employee relations during the year were cordial. The directors appreciate the contributions and initiatives taken by the employees at all levels for the Companys improved performance year after year. The Company offers a growth environment along with monetary benefits in line with industry standards.

13. Fixed Deposits

Your Company has not accepted any fixed deposits and, as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

14. Directors Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors based on the information and representations received from the operating management confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures.

ii) 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 of the Company for that period.

iii)The Directors had taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisionsof the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.,

iv) The Directors had prepared the annual accounts on a going concern basis.

15. Conservation of Energy, Technology Absorption, Research & Development and Foreign Exchange Earnings and Outgo

Conservation of Energy: the Companys operations involve low energy consumption. However efforts to conserve and optimize the use of energy through improved operational methods and other means will continue.

Technology Absorption: The Technology available and utilized is continuously being upgraded to improve overall performance and productivity.

Research & Development: Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the company.

Foreign Exchange Earnings : Rs. Nil (previous year Nil)

Foreign Exchange Outgo : Rs. 0.77 lacs (previous year 1.17 lacs)

16. Acknowledgements

Your Directors thank the Companys Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their valuable support for the Companys growth.

Your Directors place on record their appreciation of the contribution made by employees at all levels. Your companys consistent growth was made possible by their hard work, solidarity, cooperation and support.



For and on behalf of the Board of Directors





Shirish Anjaria Parag Dalai

Chairman & Executive Director

Managing Director

Mumbai: August 24,2010



 
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