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Directors Report of Esha Media Research Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 32nd Annual Report together with the Audited Accounts of the Company for the Year ended March 31,2015.

FINANCIAL RESULTS FOR THE YEAR ENDED 31ST MARCH 2015

Particular Year Ended Year Ended 31st March 2015 31st March 2014

Turnover 1103.61 2797.82

Profit/(Loss) Before Taxation 33.21 69.92

Add / Less : Tax Expense 17.45 25.88

Profit / (Loss) After Tax 50.66 44.04

Loss B/F From the Previous Year 247.80 293.53

Add: Other Balance W/Off 0 1.69

Loss C/F to the next Year 197.14 247.80

OPERATIONAL REVIEW

The Company recorded a turnover of 1103.61 lakhs during the year under review as against 2797.82 lakhs in the previous year and thus, registering a decline of Rs. 1694.21 lakhs. The net profit after tax is 50.66 Lakhs as against a profit of 44.04 lakhs in the previous year.

Esha Media Research Limited, is developing various other verticals to increase revenue and the presence in this sector, Media research as per the clients' keywords have been well accepted in the industry, giving credibility to your company's research. The research is done project based, weekly, fortnightly or monthly basis. These reports give an insider view on the behavior trend of the media for the respective keywords. (Company, brand, issues, competition, etc.) During the year, new vertical namely media transcription was launched with success. In order to understand the sporting events, branding and the media behavior, your company has also ventured in to sports media research. The benefits of the same would accrue to the company in the coming years

DIVIDEND

Your Directors do not recommend any dividend for the year ended 31 st March 2015 with a view to conserve the resources for future.

TRANSFER TO RESERVES

Your Directors do not propose any amount to be transferred to the Reserves for the year ended 31 st March 2015.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a separate section titled Report on Corporate Governance has been included in this Annual Report. Your Directors are pleased to report that as on 31 March 2015, your Company is in compliance with the SEBI Guidelines on Corporate Governance.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, annexed to this Directors' Report, provides a more detailed review of the operating performance.

SUBSIDIARY COMPANIES

The Company does not have any subsidiary.

DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 of the companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

As a part of the effort to evaluate the effectiveness of the internal control systems, your Company's internal audit system reviews all the control measures on periodic basis and recommends improvements, wherever appropriate. The Company has in place adequate internal control systems and procedures commensurate with the size and nature of its business. These systems and procedures provide reasonable assurance of maintenance of proper accounting records, reliability of financial information, protections of resources and safeguarding of assets against unauthorized use. The management regularly reviews the internal control systems and procedures.

CORPORATE SOCIAL RESPONSIBILITY

The Board of your Company has voluntarily constituted a CSR Committee. As on 31 March 2015, the Committee comprises three Directors. Your Company has also adopted a CSR Policy.

DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed.

ii) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

iii) The directors have taken proper and sufficient care 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.

iv) The directors have prepared the annual accounts on a going concern basis.

v) 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.

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

DIRECTORS:

In accordance with the provision of section 152(6) and article the Articles of Association of Company Mr. Raghava Raju Penmatsa and Ms. Jyoti Mahadev Babar will retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offer themselves for re-appointment. The Board recommends their reappointment.

DECLARATION BYINDEPENDENT DIRECTORS

The Company has received necessary declaration from each independent director under section 149(7) of the Companies Act, 2013 that they meet the criteria of independence laid down in section 149(6) of the Companies Act, 2013 and clause 49 of the Listing Agreement.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Appointment & Remuneration Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

REMUNERATION POLICY

The Board has, on the recommendation of the Appointment & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.

MEETINGS

Acalendar of Meetings is prepared and circulated in advance to the Directors.

During the year five Board Meetings and four Audit Committee Meetings were convened and held. The details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

SHARE CAPITAL

During the Financial Year 2014-15, there was no change in the share capital of the Company either by way through Private Placement/Preferential allotment/Rights issue /Employee Stock Option Scheme of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The company has not given any loans or guarantees covered under the provisions of section 186 of the Companies Act, 2013.The details of the investments made by company is given in the notes to the financial statements.

RELATED PARTY TRANSACTION

All transactions entered into during the financial year 2014-15 with Related Parties as defined under Section 188 read with Rule 15 of Companies (Meetings of Board and its powers) Rules, 2014 of the Companies Act 2013 and Clause 49 of the Listing Agreement were in the ordinary course of business and on an arm's length basis. During the year, the Company had not entered into any transaction referred to in Section 188 of the Companies Act, with related parties which could be considered material under the Listing Agreement. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) of the Companies Act 2013 in Form AOC-2 is not applicable. Attention of Members is drawn to the disclosures of transactions with related parties set out in Notes to Accounts forming part of the Standalone financial statements. As required under Clause 49(VIII) of the Listing Agreement, the Company has formulated a Related Party Transactions Policy which is available on the website of the Company

EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith as "Annexure 1".

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGAND OUTGO:

At present the company has not identified any element of risk which may threaten the existence of the company. PARTICULARS OF EMPLOYEES

(A) There were no employees drawing salary exceeding the limits prescribed under Section 197 of the Companies Act 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

(B) The ratio of the remuneration of each director to the median employee's remuneration and other details in terms of sub-section 12 of Section 197 ofthe Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report as Annexure-3.

ACKNOWLEDGEMENTS

Your Company and its Directors wish to extend their sincerest thanks to the Members of the Company, Bankers, State Government, Local Bodies, Customers, Suppliers, Executives, Staff and employees at all levels for their continuous cooperation and assistance.

For and on behalf of the Board of Directors

PLACE: HYDERABAD (P Raghava Raju)

DATE : 14th May, 2015 Chairman


Mar 31, 2014

Dear members,

The Directors have pleasure in presenting their 31st Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2014.

PERFORMANCE OF THE COMPANY:

Amount Rs. in lakhs

2013-14 2012-13

Profit before depreciation and Tax 530.26 390.39

Less Depreciation 378.39 316.10

Current Tax 0.84 1.09

Deferred Tax 13.10 392.33 27.82 345.01

Profit after tax 137.93 45.38

Add/Less Prior Period Adjustment 1.69 1.88

Net Profit after tax and adjustments 139.62 43.50

Loss brought forward 293.53 337.03

Loss carried to balance sheet 153.92 293.53

The Company recorded a turn over of 2797.88 lakhs during the year under review as against 2139.56 lakhs in the previous year and thus, registering a growth of Rs.658.321akhs (30.77%). The net profit after tax is 137.93 Lakhs as against a profit of 45.38 lakhs in the previous year.

Esha Media Research Limited, is developing various other verticals to increase the revenue and the presence in this secto, Media research as per the clients'' keywords have been well accepted in the industry, giving credibility to your company''s research. The research is done project based, weekly, fortnightly or monthly basis. These reports give an insider view on the behavior trend of the media for the respective keywords, (company, brand, issues, competition, etc.) During the year, new vertical namely media transcription was launched with success. In order to understand the sporting events, branding and the media behavior, your company has also ventured into sports media research. The benefits of the same would accrue to the company in the coming years.

DIVIDEND:

Your Directors do not recommend any dividend for the year ended 31st March 2014 with a view to conserve the resources for future.

DIRECTORS'' RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

i) That in the preparation of the annual accounts for the year ended March 31, 2014, the applicable Accounting Standards read with requirements set out under Schedule VI to the Companies Act, 1956 have been followed and there are no material departures from the same;

ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2014 and of the profit of the Company for the year ended on that date

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) That the Annual accounts have been prepared on a going concern basis.

DIRECTORS:

In terms of the Articles of Association of the Company, Ms. Sakshi Samir Parab and Ms. Shilpa Vinod Pawar Directors retire at the ensuing Annual General Meeting. The Company has received requisite notices in writing from members proposing Mr. Jahangir Manekshaw Contractor, Mr. Masanam Chelliah and Mr.Shishir Dileep Joshi for appointment as Independent Directors.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013 and under Clause 49 of the Listing Agreement with the Stock Exchanges. DISCLOSURE PARTICULARS:

There were no employees drawing salary exceeding the limits prescribed under Section 217(2A) of the Companies Act 1956.

Information pursuant to the provisions of Section 217(l)(e) of the Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is given hereunder:

a) Conservation of Energy:

Your Company is not an energy intensive unit, however regular efforts are made to conserve the energy.

b) Research and Development

The Company continuously makes efforts towards research and developmental activities whereby it can improve the quality and productivity of its programmes.

c) Foreign Exchange Earnings and Outgo: - The foreign exchange earnings and outgo for the company during the year is nil.

The equity shares of the company are listed in Bombay Stock Exchange Limited and are admitted for dematerialization facility with CDSL and NSDL.

AUDITORS:

M/s. Jayesh R. Shah, Chartered Accountants, Statutory Auditors of the Company, hold office till the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.

The Company has received letters from all of them to the effect that their re-appointment, if made, would be within the prescribed limits under Section 141(3) (g) of the Companies Act, 2013 and that they are not disqualified for re-appointment.

AUDITORS REPORT:

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended 31st March, 2014 are self explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956 as it does not contain any qualification in the same.

PUBLIC DEPOSITS:

The Company has not accepted any deposits from public.

ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their gratitude for the support and co-operation from the Investors, Banks and Statutory Authorities. Your Directors express their deep appreciation to the Company''s employees at all levels for their unstinted efforts and valuable contributions during the year.

For and on behalf of the Board of Directors

PLACE: HYDERABAD (P Raghava Raju) DATE :14th August, 2014 CHAIRMAN


Mar 31, 2013

The Directors have pleasure in presenting their 30th Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2013,

PERFORMANCE OF THE COMPANY:

Amount Rs. in lakhs 2012-13 2011-12

Profit before depreciation and Tax 390.39 284.96

Less Depreciation 316.10 232.93

Current Tax 1.09 0.29

Deferred Tax 27.82 345.01

16.36 249.58

Profit after tax 45.38 35.38

Less Prior Period Adjustment 1.88 8.12

Net Profit after tax and adjustments 43.50 27.26

Loss brought forward 337.03 364.29

Loss carried to balance sheet 293.53 337.03

The Company recorded a turnover of 2139.56 lakhs during the year under review as against 1115.73 lakhs in the previous year and thus, registering a growth of Rs.1023.83 lakhs (91.76 %) The net profit after tax is 45.38 Lakhs as against a profit of 35.38 lakhs in the previous year.

Esha Media Research Limited, a pioneer in television media monitoring, transcription, research is now entering in to other media space.

The operations will now be more global in nature and there have been fresh innovative additions to the existing product line to name a few services such as Online Business Monitoring Report (with / without transcription), Television Monitoring Intelligence Report, Online Print Media Monitoring, Social Media Monitoring among others just to name a few.

We also provide data archive solutions for television broadcast media. In fact EMR is slated to introduce services for the entire media industry in addition to what is available for the corporate sector. There will also be a special product designed to track political developments and events which will be a first for the Indian market. All services will be available online breaking all the delivery restrictions.

Esha Media Research Limited is entering in to Television Rating Points (TRP) with a initial sample size of 50,000 households in the first phase. A wide range of services related to TRP will be launched.

DIVIDEND:

Your Directors do not recommend any dividend for the year ended 31st March 2013 with a view to conserve the resources for future.

DIRECTORS'' RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

i) that in the preparation of the annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departure, if any;

ii) that the selected accounting policies were applied consistently and the Directors 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 as at March 31, 2013 and of the financial results of the company for the year ended on that date;

iii) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) thattheAnnualaccountshavebeenpreparedonagoingconcernbasis. >

DIRECTORS:

During the year Mr. Masanam Chelliah and Mr. Shishir Joshi were appointed as additional directors ofthe Company w.e.fO 1st March, 2013 and28lh March, 2013.

Ms. Swarajya Lakshmi Penmetsa, Executive Director ofthe Company has resigned from the Board w.e.f. 22nd June, 2013. The Board placed on record its appreciation ofthe enormous contribution made by the resigning Director during her tenure as Director ofthe Company.

Mr. P Raghava Raju has been elected as Chairman ofthe Company in terms of Article 63 ofthe Articles of/ ssociation ofthe Company.

The Directors, R. S. Iyer and J. M. Contractor retire by rotation in the ensuing Annual General Meeting iv accordance with the Articles of Association and, being eligible, offer themselves for re- appointm tit.

DISCLOSURE PARTICULARS:

There were no employees drawing salary exceeding the limits prescribed under Section 217(2A) of the Companies Act 1956.

Information pursuant to the provisions of Section 217(l)(e) ofthe Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is given hereunder:

a) Conservation of Energy:

Your Company is not an energy intensive unit, however regular efforts are made to conserve the energy.

b) Research and Development

The Company continuously makes efforts towards research and developmental activities whereby it can improve the quality and productivity of its programmes.

c) Foreign Exchange Earnings and Outgo:- The foreign exchange earnings and outgo for the company during the year is nil.

The equity shares of the company are listed in Bombay Stock Exchange Limited and are admitted for dematerialization facility with CDSL and NSDL.

AUDITORS:

M/s JayeshR. Shah & Associates, Chartered Accountants, the Statutory Auditors of the Company, retires at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment. Members are requested to appoint auditors for the current year and to authorize the Board to fix their remuneration.

AUDITORS REPORT:

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended 31 st March, 2013 are self explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956 as it does not contain any qualification in the same. t

PUBLIC DEPOSITS:

The Company has not accepted any deposits from public. j

ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their gratitude for the support and co-operation from the Investors, Banks and Statutory Authorities. Your Directors express their deep appreciation to the Company''s employees at all levels for their unstinted efforts and valuable contributions during the year.

For and on behalf of the Board of Directors

PLACE: HYDERABAD (P Raghava Raju)

DATE: 28.08.2013 CHAIRMAN


Mar 31, 2011

Dear Members,

The Directors present herewith their 28th Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2011.

FINANCIAL RESULTS

(Rs. in lakhs) Year ended Year ended 31-03-2011 31-03-2010

Profit/ (Less) before Financial charges 7.81 (108.73) Depreciation and taxes

Add/Less: Financial Charges 1.39 1.90

Depreciation 4.04 5.43 5.12 7.02

Net Profit/(Loss) 2.38 (115.75)

Provision for Taxation - -

(Add)/Deduct: Prior period adjustments (0.31) (0.02)

Add: Loss brought forward (338.34) (222.57)

Loss Carried to Balance Sheet (336.27) (338.34)

OPERATIONS

During the year under review, the turnover was Rs.80.83 lakhs as compared to Rs.90.09 lakhs in the previous year.

The scheme of amalgamation of M/s. Esha News Monitoring Services Private Limited with the Company is awaiting Courts' approvals and is expected to come into effect after approvals during the course of the current year.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act, 1956.

i) That in preparation of the annual accounts for the year ended 31st March, 2011, the applicable accounting standards have been followed along with proper explanation relating to material departure, if any;

ii) That such accounting policies as mentioned in Schedule 'M' have been selected and applied consistently and judgments and estimates that are reasonable and prudent are made so as to give a true and fair view of the state of affairs of the company at the end of the financial year ended 31st March, 2011 and of the financial results of the company for that year;

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv) That the Annual accounts for the year ended 31st March, 2011 have been prepared on a going concern basis.

DIRECTORS

Mr. R.S.Iyer and Miss. Jyothi M. Babar were appointed as Directors of the Company with effect from 24-08-2010.

Your Directors, Mr. J. M. Contractor and Mrs. P. Swarajyalakshmi retire by rotation and being eligible, offer themselves for re-appointment in the ensuing Annual General Meeting.

DISCLOSURE PARTICULARS:

There were no employees drawing salary exceeding the limits prescribed Under Section 217(2A) of the Companies Act 1956, Information pursuant to the provisions of Section 217(l)(e) of the Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is "NIL". The Secretarial Compliance Certificate pursuant to Section 383A of the Companies Act, 1956 is attached to this report.

The equity shares of the company are listed in Bombay Stock Exchange. Compliance of provisions under the Corporate Governance as per clause 49 of the Listing Agreement is not considered mandatory as the paid-up capital of the company is below Rs.3.00 crores.

AUDITORS:

The company's auditors M/s. Amar & Raju, Chartered Accountants retire at the forthcoming Annual General Meeting and are eligible for re-appointment.

AUDITORS REPORT:

The other comments made by the auditors in their report are self-explanatory and have been covered in Notes to Accounts under Schedule 'M'.

ACKNOWLEDGEMENTS:

The Board wishes to place on record its appreciation for the support and co-operation given by the company's bankers, Vijaya Bank, and the customers, suppliers, shareholders and the employees of the company.

BY ORDER OF THE BOARD for LASER DOT LIMITED

(P RAGHAVA RAJU) MANAGING DIRECTOR

PLACE : HYDERABAD DATE : 30-07-2011


Mar 31, 2010

The Directors present herewith their 27th Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2010.

FINANCIAL RESULTS

(Rs. in lakhs)

Year ended Year ended 31-03-2010 31-03-2009

Profit/ (Loss) before Financial charges

Depreciation and taxes (108.73) 9.11

Add: Financial Charges 1.90 2.31

Depreciation 5.12 6.61

Provision for Fringe Benefit tax 0.23

7.02 (9.15)

Net Profit/(Loss) (115.75) (0.04)

(Add)/ Deduct: Prior period adjustments (0.02) 1.45

Add: Loss brought forward (222.57) (223.98)

Loss Carried to Balance Sheet (338.34) (222.57)

OPERATIONS

During the year under review, the turnover was Rs.90.09 lakhs as compared to Rs.88.09 lakhs in the previous year. During this period the margins on sales were lower. Further, the expenditure includes amount of Rs. 107.95 lakhs being debts written off as bad and provisions made in respect of advances outstanding from earlier years.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act, 1956.

i) That in preparation of the annual accounts for the year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departure, if any;

ii)That such accounting policies as mentioned in Schedule Nhave been selected and applied consistently and judgments and estimates that are reasonable and prudent are made so as to give a true and fair view of the state of affairs of the company at the end of the financial year ended 31st March, 2010 and of the financial results of the company for that year;

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv) That the Annual accounts for the year ended 31st March, 2010 have been prepared on a going concern basis.

DIRECTORS

Your Director, Mr.K.Vaidyanathan retires by rotation and being eligible offers himself for re-appointment.

DISCLOSURE PARTICULARS

There were no employees drawing salary exceeding the limits prescribed under Section 217(2A) of the Companies Act 1956. Information pursuant to the provisions of Section 217(l)(e) of the Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is "NIL". The Secretarial Compliance Certificate pursuant to Section 383A of the Companies Act, 1956 is attached to this report.

The equity shares of the company are listed in Bombay Stock Exchange. Compliance of provisions under the Corporate Governance as per clause 49 of the Listing Agreement is not considered mandatory as the paid-up capital of the company is below Rs.3.00 crores.

AUDITORS

The companys auditors M/s.Amar & Raju, Chartered Accountants retire at the forthcoming Annual General Meeting and are eligible for re-appointment.

AUDITORS REPORT

The other comments made by the auditors in their report are self-explanatory and have been covered in Notes to Accounts under Schedule N.

ACKNOWLEDGEMENTS

The Board wishes to place on record its appreciation for the support and co-operation given by the companys bankers, Vijaya Bank, and the customers, suppliers, shareholders and the employees of the company.

BY ORDER OF THE BOARD

for LASER DOT LIMITED

PLACE: HYDERABAD (P RAGHAVA RAJU)

DATE : 29-05-2010 MANAGING DIRECTOR.


Mar 31, 2009

The Directors present herewith their 26th Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2009.

FINANCIAL RESULTS:

(Rs. in lakhs) Year ended Year ended 31-03-2009 31-03-2008

Profit before Financial charges

Depreciation and taxes 9.11 106.46

Less: Financial Charges 2.31 2.37

Depreciation 6.61 8.11

Provision for Fringe Benefit tax 0.23 0.47

9.15 10.95

Net Profit/(Loss) (0.04) 95.51

Add/(deduct)Prior period adjustments 1.45 ---

Loss brought forward (223.98) (319.49)

Loss Carried to Balance Sheet (222.57) (223.98)

OPERATIONS:

During the year under review, the turnover came down to Rs.88.09 lakhs as compared to Rs.103.20 lakhs in the previous year. The declining trend is mainly due to changes in demand pattern in the pre- press industry. The company is equipped and engaged in processing artworks through films for making printing plates. Due to changes in the technology, making printing plates direct from computers has gained prominence and the demand for our processing services has been coming down. The overall recession in the industry during this period has also affected our sales.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act 1956

That in preparation of the annual accounts for the year ended 31st March, 2009, the applicable accroding standards have been followed along with proper explanation relating to material departure, if any

ii) That sach accounting policies as mentioned in Schedule 18 have been selected and applied judgments and estimates that are reasonable and prudent are made so as to give a true and fair view of the state of affairs of the company at the end of the financial year ended 31st March, 2009 and of the financial results of the company for that year;

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv) That the Annual accounts for the year ended 31st March,2009 have been prepared on a going concern basis.

DIRECTORS:

Your Director, Mr.P. Raghava Raju retires by rotation and being eligible offers himself for re- appointment.

DISCLOSURE PARTICULARS:

There were no employees drawing salary exceeding the limits prescribed Under Section 217(2A) of the Companies Act 1956. Information pursuant to the provisions of Section 217(l)(e) of the Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is "NIL".

The equity shares of the company are listed in Bombay Stock Exchange. Compliance of provisions under the Corporate Governance as per clause 49 of the Listing Agreement is not considered mandatory as the paid-up capital of the company is below Rs.3.00 crores.

AUDITORS:

M/s.Amar & Raju, Chartered Accountants were appointed as auditors of the Company in June 2009 in the casual vacancy caused by the resignation of the previous auditors. They retire at the forthcoming Annual General Meeting and are eligible for re-appointment.

AUDITORS REPORT:

The other comments made by the auditors in their report are self-explanatory and have been covered in Notes to Accounts under Schedule N.

ACKNOWLEDGEMENTS:

The Board wishes to place on record its appreciation for the support and co-operation given by the companys bankers, Vijaya Bank, and the customers, suppliers, shareholders and the employees of the company.

BY ORDER OF THE BOARD for LASER DOT LIMITED PLACE : HYDERABAD (P RAGHAVA RAJU)

DATE : 02-09-2009. MANAGING DIRECTOR.



 
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