Directors Report of Turner Industries Ltd.

Mar 31, 2014

Dear Members

The Directors have pleasure in presenting the 20th Annual Report and Audited Statements of Accounts of the Company for the year ended 31 st March, 2014.

FINANCIAL RESULTS (Rs.in ''000) Particulars Year ended Year ended 31st March 2014 31st March 2013

Income 8187.86 1466.28

Expenditure 8425.21 14942.95

Net Profit before Depreciation (195.81) 23.33 and tax

Depreciation 41.53 41.53

Taxes 4.00 6.00

Net Loss (241) (24)

MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes & Commitments, which have occurred between the end of the financial year of the company to which the balance sheet relates and the date of the report affecting the financial position of the company.

RESERVES:

The company does not propose to carry any amount to reserves during the financial year in view of the loss incurred by the company.

DIVIDEND:

Your directors do not wish to recommend any dividend in view of the loss incurred by the company.

OPERATION AND BUSINESS PERFORMANCE:

Kindly refer to Management Discussion & Analysis covered aunder corporate governance and forms part of this Annual Report.

BUSINESS OPERATIONS:

The operations of the company is satisfied. During the year, the sales volume has declined by 49.27%when compared with the previous year. Your directors are hopeful that the market will improve in the coming years also. The company is continuing its Export of Diamond activities in the current year also. There is no manufacturing activities carried out during the financial year 2013-14.

As required under Corporate Governance, the Management''s Discussion and Analysis Report which is forming a part of this report, is a reflection of the current state of business. It also deals with the opportunities and challenges faced by your Company and the outlook in future.

STATUTORY DISCLOSURES:

The company had no employee covered by the provisions of section 217(2A) of the Companies Act, 1956. The company has no activity relating to Conservation of Energy, or Technology Absorption. The details of foreign Exchange during the year ended 31 st March 2014 are as follows:

Foreign Exchange earned: Rs:73.09 lacs [Previous year Rs: 119.48 lakhs]

Foreign exchange out go: Nil

DEPOSITS:

The Company has not accepted any deposit from the public during the Financial year.

DIRECTORS:

Shri Lalit Kumar Samdaria Director of the company retires by rotation at the ensuing Annual General Meeting of the Company and being eligible offers him self for reappointment.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to provisions of Section 217(2AA) of the Companies Act, 1956, it is hereby confirmed:

1. That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures to the extent possible

2. That 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 as at 31 st March, 2014 and of the profit or loss of the Company for the year ended 31 st March, 2014

3. That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. That the Director had prepared the annual accounts on a going concern basis.

AUDITORS:

Mr. BHARAT KUMAR N. JAIN, Chartered Accountant, Chennai, Company''s Auditors, retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

AUDITORS REPORT:

There are no reservations, qualifications or adverse remarks contained in the Auditors Report.

CORPORATE GOVERNANCE:

Your Company has always striven to incorporate appropriate standards for good corporate governance. The company''sphilosophy of Corporate Governance is aimed at exhibiting maximum transparency to the investors by providing them with more information. This is done not only with the information that are to be revealed under mandatory provisions but also with those information which according to the Management and the Board are relevant to the investors and other Statutory Authorities to whom these Reports are addressed to. It has taken adequate steps to ensure that all mandatory provisions of corporate governance as prescribed under the amended listing agreements of the stock exchanges, with which the company is listed are complied with. A separate report on Corporate Governance is produced as a part of the Annual Report of the Company. The Auditors of the Company have certified that conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement are complied with by the Company and their Certificate is annexed to the Report on Corporate Governance.

SECRETARIAL COMPLIANCE CERTIFICATE:

A certificate from Whole time Company Secretary has been obtained as per the provision of section 383A(I) of the Companies Act, 1956 and Companies Amendment Act 2000 is enclosed and form part of the report.

ACKNOWLEDGEMENT:

Your Board of Directors is grateful to the Bankers, Suppliers, Customers and the shareholders for the support extended from time to time. Your Board of Directors also wish to place on record the whole hearted cooperation given by employees, at all levels, during the year.



Date : 11.08.2014 for Laser Diamonds Ltd. Place : Chennai Tarun Chordia Rikhabchand Samdaria Sd./- Sd./- Director Chairman

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Mar 31, 2013

To The Members

The directors have pleasure in presenting the 19th Annual Report and Audited Statements of Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS

(Rs.in 000)

Particulars year ended 31 March 2013 Year ended 31 March 2012

Income 14966.28 15957.86

Expenditure 14942.95 16945.50

Net Profit before Depreciation and tax 23.33 (987.64)

Depreciation 41.53 8.39

Taxes 6.00 8.04

Net Profit (24) (1004.07)

MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes & Commitments, which have occurred between the end of the financial year of the company to which the balance sheet relates and the date of the report affecting the financial position of the company.

RESERVES:

The company does not propose to carry any amount to reserves during the financial year in view of the loss incurred by the company.

DIVIDEND:

Your directors do not wish to recommend any dividend in view of the loss incurred by the company.

OPERATION AND BUSINESS PERFORMANCE:

Kindly refer to Management Discussion & Analysis covered aunder corporate governance and forms part of this Annual Report.

BUSINESS OPERATIONS:

The operations of the company is satisfied. During the year, the sales volume has declined by 4.39%when compared with the previous year. Your directors are hopeful that the market will improve in the coming years also. The company is continuing its Export of Diamond activities in the current year also. There is no manufacturing activities carried out during the financial year 2012-13.

As required under Corporate Governance, the Management''s Discussion and Analysis Report which is forming a part of this report, is a reflection of the current state of business. It also deals with the opportunities and challenges faced by your Company and the outlook in future.

STATUTORY DISCLOSURES:

The company had no employee covered by the provisions of section 217(2A) of the Companies Act, 1956. The company has no activity relating to Conservation of Energy, or Technology Absorption. The details of foreign Exchange during the year ended 31 st March 2013 are as follows:

Foreign Exchange earned: Rs: 119.48 lacs [Previous year Rs: 174.97 lakhs]

Foreign exchange out go: Nil

DEPOSITS:

The Company has not accepted any deposit from the public during the Financial year.

DIRECTORS:

Shri Tarun Chordia, Director of the company retires by rotation at the ensuing Annual General Meeting of the Company and being eligible offers him self for reappointment. Shri S.Goutham, Director has resigned from directorship with effect from 30.03.2013 DIRECTORS'' RESPONSIBILITY STATEMENT Pursuant to provisions of Section 217(2 AA) of the Companies Act, 1 956, it is hereby confirmed:

1. That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures to the extent possible

2. That 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 as at 31 st March, 2013 and of the profit or loss of the Company for the year ended 31 st March, 2013

3. That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. That the Director had prepared the annual accounts on a going concern basis.

AUDITORS:

Mr. BHARAT KUMAR N. JAIN, Chartered Accountant, Chennai, Company''s Auditors, retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

AUDITORS REPORT:

There are no reservations, qualifications or adverse remarks contained in the Auditors Report.

CORPORATE GOVERNANCE:

Your Company has always striven to incorporate appropriate standards for good corporate governance. The company''sphilosophy of Corporate Governance is aimed at exhibiting maximum transparency to the investors by providing them with more information. This is done not only with the information that are to be revealed under mandatory provisions but also with those information which according to the Management and the Board are relevant to the investors and other Statutory Authorities to whom these Reports are addressed to. It has taken adequate steps to ensure that all mandatory provisions of corporate governance as prescribed under the amended listing agreements of the stock exchanges, with which the company is listed are complied with. A separate report on Corporate Governance is produced as a part of the Annual Report of the Company. The Auditors of the Company have certified that conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement are complied with by the Company and their Certificate is annexed to the Report on Corporate Governance.

SECRETARIAL COMPLIANCE CERTIFICATE:

A certificate from Whole time Company Secretary has been obtained as per the provision of section 383A(I) of the Companies Act, 1 956 and Companies Amendment Act 2000 is enclosed and form part of the report.

ACKNOWLEDGEMENT :

Your Board of Directors is grateful to the Bankers, Suppliers, Customers and the shareholders for the support extended from time to time. Your Board of Directors also wish to place on record the whole hearted cooperation given by employees, at all levels, during the year.

Date : 12.08.2013 for Laser Diamonds Ltd.

Place - Chennai Tarun

C hordia Rikhabchand Samdaria Sd/- Sd/-

Director Chairman