Directors Report of Patidar Buildcon Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the Twenty-Eighth Annual Report of the Company together with the Audited Accounts for the financial year ended on 31st March 2014.

1. Financial Results (Rs. in lacs)

Particulars FY 2013-14 FY 2012-13

Sales 309.79 648.78

Other income 2.60 2.47

Depreciation 0.24 0.12

Other expenses 15.95 24.05

Profit/ Loss before Tax 23.82 4.47

Profit/Loss after Tax 16.37 2.91

During the year company could not achieve reasonable level of growth in terms of turnover. However, Company has achieved reasonable level of profits during the year. Turnover of the company has been decreased in comparison to the previous year due to slow down in the field of real estate business; Company has diversified and expanded its activities in various types of trading business. The company will try to achieve the performance as previous year in terms of turnover in next year by making more initiative in the activities of the company.

2. Personnel

Your directors'' wish to place on record their appreciation for the contribution to growth of the business made by employees at all levels. Information as required pursuant to section 217(2A) of the companies Act, 1956 has not been given, as it is not applicable.

3. Auditors

M/s. K. C. Parikh & Associates, Chartered Accountants, Statutory Auditor of the Company, (Firm Registration No.: 107550W) holds office until the conclusion of the ensuring Annual General Meeting. As per newly inserted Section 139 of the Companies Act, 2013, they are to be appointed for a term of five consecutive financial years, for which necessary resolution is put to vote in this AGM, as stated in the item no. 3 of the notice, they are eligible for appointment to conduct statutory audit. The company has received certificate from the auditor to the effect that their appointment if made, would be within the prescribed limits under the Companies Act.

Notes to the accounts referred to in Auditor''s report are self explanatory and therefore do not call for any further comments.

4. Deposits

During the year under review, Company has not accepted any Deposits falling under Section 58A of Companies Act, 1956.

5. Energy, Technology And Foreign Exchange

The additional information required to be disclosed in terms of notification No.1029 dated 31st December, 1998 issued by the Department of Company Affairs, Ministry of Finance is not applicable.

6. Directors'' Responsibility Statement

Pursuant to Section 217(2A) of Companies Act, 1956, the Directors confirm that:

i. In the preparation of Annual Accounts, appropriate accounting standard have been followed.

ii. Appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give true and fair view of state of affairs of the company at the end of financial year ended 31st March, 2014.

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

iv. The Annual Accounts have been prepared on going concern basis.

7. Directors:

As per provisions of Section 152(6) of the Companies Act, 2013, Mr. Dhirajlal Patel, Director liable to retire by rotation, appointed as a Director at the general meeting. Mr. Navinchandra Parmar and Mr. Ishwarbhai Patel are being appointed as Independent Directors for consecutive five financial years as per provisions of Section 149 of the Companies Act, 2013. Mrs. Bhavnaben Patel is being appointed as a Woman Director as per provisions of Section 149 of the Companies Act, 2013. Ms. Ekta Maheshwari, Mr. Kiritkumar Khetani, Mr. Ramjibhai Patel and Mr. Pravinkumar Patel, has resigned from the Directorships of the Company during the year. Necessary resolutions for the appointment / re-appointment of the aforesaid directors have been included in the notice convening the ensuing AGM and details of the proposal for appointment / re-appointment are mentioned in the explanatory statement of the notice. Your directors commend their appointment / re-appointment. All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164 of the Companies Act, 2013 (Previously being Section 274(1) (g) of the Companies Act, 1956).

8. Report on Corporate Governance

Compliance Report on Corporate Governance is a part of Annual Report is annexed herewith.

9. Acknowledgements

Your Directors wish to please on record their appreciation of the whole hearted co-operation extended to company from various departments of the central and state governments, company bankers and financial institutions and employees of the company and look forward for the same cordial relationship in coming years.

Place: Surendranagar By order of the Board of Directors, Date: 14/08/2014 FOR PATIDAR BUILDCON LIMITED

CHAIRMAN (Mr. Rajnikant Patel) (DIN: 01218436)

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Mar 31, 2013

To, The Members,

The have pleasure in presenting the 27th Annual Report of the Company along with the Audited Statements of Accounts for the year ended March 31, 2013. The summarized financial results are given below.

FINANCIAL HIGHLIGHTS:

(Amount in Rs.)

FINANCIAL RESULTS 2012-2013 2011-2012

Revenue from operations 65,125,735 2,695,114

Less: Operational & Other expenses 64,666,979 4,105,789

Profit/(Loss) before Depreciation 458,756 (1,410,675)

Less: Depreciation 12,072 9,829

Profit/(Loss) After depreciation 446,684 (1,420,504)

Add/( Less) Prior Period Adjustment - -

Profit/ (Loss) Before Taxation 446,684 (1,420,504)

Less: Provision for Tax

Current Tax 152,560 -

Deferred Tax (Net) 3,213

Net Profit After Tax 290,911 (1,420,504)

Profit / (Loss) brought forward from previous year - -

Balance carried to Balance Sheet 290,911 (1,420,504)

PERFORMANCE REVIEW:

During the year under review, the Company has earned total income of Rs. 65,125,735/- in the current year as compared to previous year of Rs. 2,695,114/-. The Company has earned net profit after tax of Rs. 290,911/- in the current year.

TRANSFER TO RESERVE:

During the year under review, the Company has not transferred any amount to reserves. However, the balance of Profit and Loss Account has been transferred to the Balance sheet.

DIVIDEND:

In absence of sufficient profits, your directors regret for non recommending dividend for the year under review.

SHARE CAPITAL:

During the year under review, 50,00,000 equity shares of Rs. 10/- each to the promoters and non-promoter on preferential basis on October 13, 2012.

As on 31st March, 2013, the paid up share capital of the Company is Rs. 5,50,05,700/divided into 55,00,570 equity shares of Rs. 10/- each.

PUBLIC DEPOSITS:

The Company has not accepted any deposit from the public within the meaning of section 58A of the Companies Act, 1956 during the year under review.

The Particulars required under Section 217 (1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988 in Annexure-I to this Directors report.

AUDITORS:

The Company has received resignation from its former Statutory Auditors M/s. BPA & Co., Chartered Accountant. The Board recommends appointment of M/s. K. C. Parikh & Associates, Chartered Accountants as Statutory Auditors of the Company from this Annual General Meeting till the conclusion of next Annual General Meeting.

The Company has received letter from M/s. K. C. Parikh & Associates., Chartered Accountants, to the effect that their appointment, if made, would be made within the prescribed limits under section 224(1 B) of the Companies Act, 1956.

AUDITORS'' OBSERVATIONS:

Observations of auditor are self explanatory and do not require any further to be commented by directors in this report.

DIRECTORS:

In accordance with the provisions of Companies Act, 1956 and the Articles of Association of the Company, Mr. Dhiraj Patel, Director retires by rotation and being eligible offer himself for re-appointment.

During the year under review, Mr. Navinchandra Manilal Parmar, Mr. Kiritkumar Arvindbhai Khetani and Mr. Ishwarbhai Muljibhai Patel was appointed as Directors w.e.f March 29, 2013.

Mr. Rajnikant Ramjibhai Patel continues to be Whole-time Director on the Board of Director of the Company.

During the year under review, Mr. Pravinkumar Ramjibhai Patel and Ramjibhai Bhimjibhai Patel resigned w.e.f June 20, 2013.

Mr. Dhirajlal Patel and Ms. Ekta Maheshwari are continuing directors of the Company during the year under review.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956 the directors confirm:

i. That in preparation of the Annual Accounts for the year ended March 31, 2013 the applicable accounting standards have been followed and that no material departures have been made from the same.

ii. That 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 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 that period.

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

iv. That the directors had prepared the annual accounts on a going concern basis

SUBSIDIARY COMPANY:

The Company does not have any subsidiary.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis Report for the year under review as required under Clause 49 of the Listing Agreement is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement entered into with the Stock Exchanges, the Company has complied with the provisions of Corporate Governance and a report on Corporate Governance is annexed hereto and forms part of this report. A certificate from Practicing Company Secretary of the Company regarding compliance of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement, is appended to the Annual Report

PARTICULARS OF EMPLOYEES:

Since none of the employees are drawing remuneration beyond the prescribed limits, there is no information to be provided in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules.

GO GREEN INITIATIVE

Recently the Ministry of Corporate Affairs, Government of India, through its Circular Nos. 17/2011 and 18/2011 dated April 21, 2011 and April 29, 2011 respectively, has allowed companies to send the annual reports and other official documents to their shareholders electronically as part of its green initiatives in Corporate, provided the e- mail address of the shareholder is obtained by the Company from the shareholders.

This action of the Ministry will benefit the society through reduction in paper consumption and contribution towards a Greener Environment. It will also ensure prompt receipt of communication and avoid loss in postal transit.

Keeping in view the above, your Company proposes to send documents such as the Notice of the Annual General Meeting, Audited Financial Statements, Directors'' Report, Auditors'' Report, etc., to the shareholders in Electronic Form, to the e-mail address provided by them. All the shareholders who wish to receive the Annual Reports in electronic form, kindly register their email addresses with the Company.

The Company solicits active cooperation of shareholders in helping to implement the e-governance initiatives of the Government.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the support and co-operation, which the Company continues to received from its associates and bankers. The Directors are also thankful to the shareholders for their unstinted support to the Company.

On behalf of the Board of Directors

Sd/-

Rajnikant Patel

Whole-time Director

Place: Gujarat

Date: September 02, 2013

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Mar 31, 2012

To' The Members'

The have pleasure in presenting the 26th Annual Report of the Company along with the Audited Statements of Accounts for the year ended March 31' 2012. The summarized financial results are given below.

1.FINANCIALH1CHLIGHTS:

(Amount in)

FINANCIAL RESULTS: 2011 2012 2010-2011

Gross Income 26'96'000 756'749

ProfiV(Loss) Before Interest Depreciation & Taxation (14'10'000) 644'193

Less: Interest Charges

ProfitALoss) Before Depreciation & Taxation - 112'556

Less: Depreciation 000 12'093

PROFIT BEFORE TAXATION (14'20'000) 100'463

Less: Provision for Taxation - 32'000

PROFITALOSS) AFTER TAXATION (14'20'000) 68'463

Balance Brought Forward from Previous Year 4'53'447 384'984

ProfitALoss) Carried to Balance Sheet (9'66'553) 453'447

2 PERFORMANCE REVIEW:

During the year under review' the Company has earned total income of% 26'96'000/« in the current year as compared to previous year of % 756'749/-. The Company has sustained net loss aftertax of * 14'20'000/- in the current year.

3' TRANSFER TO RESERVE:

During the year under review' the Company has not transferred any amount to reserves. However' the balance of Profit and Loss Account has been transferred to the Balance sheet.

4. DIVIDEND:

In absence of sufficient profits' your directors regret for non recommending dividend for the year under review*

5' PUBLIC DEPOSITS:

The Company has not accepted any deposit from the public within the meaning of section 58A of the Companies Act' 1956 during the year under review.

6. DISCLOSURE UNDER SECTION 217(1) (e)OFTHECOMPANIESACiaS56j

The Particulars required under Section 217 (1) (e) of the Companies Act' 1956 read with the Companies (Disclosure of particulars in the report of the Board of Directors) Rules' 1988 in Annexure-! to this Directors report

7.AUDITORS:

The Statutory Auditors of the Company M/s. BPA & Co' Chartered Accountants' Ahemdabad retires at the ensuingAnnual General Meeting and being eligibleofferes themselves for re-appointment The appointment' if made will be in accordance with the sub-section (1B) of Section 224 of the Companies Act 1956 as per certificate furnished by the Auditor. Members will be required to'appoint Auditors for the current year and to authorise the Board of Directors to fix their remuneration.

8. AUDITORS' OBSERVATIONS

- Observations of Auditors' in Point No. 7 of Annexure to Auditors to Report regarding the Company have no internal audit system' your directors would like to comment that the Company's internal control procedures together with internal control checks conducted by the management staff is commensurate with the size and nature of its business of the Company'

- Observation of Auditors in Point 4(d) of Auditors Report regarding non- compliance of AS 15' your directors would like to comment that there are no employees covered under the retirement benefits as per Accounting Standard 15.

- Observation of Auditors in Point 4(d) of Auditors Report regarding non- compliance of Observation of Auditors in Point 4(d) of Auditors Report regarding non-compliance of AS 22' your directors would like to comment that the said non- compliance relates to earl ier years.

9. DIRECTORS:

Mr. Rajnikant Patel retires by rotation and being eligible' offer himself for re- appointment

Mr. Ramjibhai Bhimjibhai Patel' Mr. Dhirajlal Patel' and Mr. Pravinkumar are continuing directors of the Company during the year under review. Mr. SanjayChowgule has resigned from the post of Director W.e.f 25.02.2012

10' DIRECTORS RESPONSIBILITY STATEMENT: ;

In accordance with the provisions of Section 217 (2AA) of the Companies Act' 1956 the directors confirm:

i. That in preparation of the Annual Accounts for the year ended March 31' 2012 the applicable accounting standards have been followed and that no material departures have been made from the same.

ii. That 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 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 that period.

iii- That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act' 1956' for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

11- SECRETARIALCOMPIIAMCECFRTIFiratp

Pursuant to the provisions of Section 383A of the Companies Act' 1956 read with Companies (Appo.ntment & Qualification of Secretary) Rules 1988 Company has obtained a Certificate from a secretary in Whole Time Practice and is attached with the Board's Report.

12. SUBSIDIARY COMPANY;

The Company does not have any subsidiary.

13. PARTICU LARS OF EMPLOYFFS-

Since none of the employees are drawing remuneration beyond the prescribed limits' there is no information to be provided in accordance with the provisions of Section 217{2A) of the Companies Act' 1956 read with the Companies (particulars of employees) Rules.

14. GO GREEN INITIATIVE

' Recently the Ministry of Corporate Affairs' Government of India' through its Circular Nos. 17/2011 and 18/2011 dpted April 21' 2011 and April 29'2011 respectively' has allowed companies to send the annual reports and other official documents to their shareholders electronically as part of its green initiatives in Corporate' provided the e- mail address of the shareholder is obtained by the Company from the shareholders.

This action of the Ministry will benefit the society through reduction in paper consumption and contribution towards a Greener Environment It will also ensure prompt receipt of communication and avoid loss in postal transit.

Keeping in view the above' your Company proposes to send documents such as the'Notice of the Annual General Meeting' Audited Financial Statements' Directors' Report' Auditors' Report' etc.' to the shareholders in Electronic Form' to the e-mail address provided by them. All the shareholders who wish to receive the Annual Reports in electronic form' kindly register their email addresses with the Company'

The Company solicits active cooperation of shareholders in helping to implement the e-governance in itiati ves of the Government.

15. Preferential Allotment

Directors have proposed to offer' issue and allot not more than 50'00'000 equity shares of Rs 10A each'at the price as determined in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations' 2009' on a preferential basis' subject to approval of shareholders'

The preferential issue has been considered keeping in view of the future expnasion plans for which capital is required.

16. ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the support and co-operation' which the Company continues to received from its associates and bankers. The Directors are also thankful to the shareholders for their unstinted support to the Company.

For and on behalf of Board of Directors of

Dhirajlal Patei Director

Place: Gujarat

Date: August 29' 2012

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Mar 31, 2010

We have pleasure in presenting the 24th Annual Report of the Company along with the Audited Statements of Accounts for the year ended March 31, 2010. The summarized financial results are given below.

1. FINANCIAL HIGHLIGHTS: (Amount in Rupees)

FINANCIAL RESULTS: 2009-2010 2008-2009

Gross Income 8,833,567 820,388

Profit/(Loss) Before Interest Depreciation & Taxation 776,440 (40,395)

Less: Interest Charges - -

Profit/(Loss) Before Depreciation & Taxation 776,440 (40,395)

Less: Depreciation 645 -

PROFIT BEFORE TAXATION 775,795 (40,395)

Less: Provision for Taxation 165,000 -

PROFIT/(LOSS) AFTER TAXATION 610,795 (40,395)

Balance Brought Forward from Previous Year (228,810) (185,415)

Profit/(Loss) Carried to Balance Sheet 384,985 (225,810)

2. PERFORMANCE REVIEW:

During the year under review, the Company has generated a turnover of Rs. 88 Lacs from new business activities as compared to previous year of Rs. 8.20 Lacs. The Company has earned net profit after tax of Rs. 6.11 Lacs in the current year.

3. TRANSFER TO RESERVE:

During the year under review, the Company has not transferred any amount to reserves. However the balance of Profit and Loss Account has been transferred to the Balance sheet under the head ‘Miscellaneous expenditure’.

4. DIVIDEND:

Keeping in view of expansion plans, the Company is in need of finance for expansion of the projects and hence it has been decided by the Management to retain profits and plough back the same in the business. Hence, your directors do not recommend any dividend during the year under review.

5. PUBLIC DEPOSITS:

The Company has not accepted any deposit from the public within the meaning of section 58A of the Companies Act, 1956 during the year under review.

6. DISCLOSURE UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956:

The Particulars required under Section 217 (1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988 in Annexure-I to this Directors report.

7. AUDITORS:

The existing Statutory Auditors M/s. M/s. D. S. Mahambre & Co, Chartered Accountant, Mumbai, due to their pre occupation, have expressed their unwillingness to continue as statutory auditors for the next financial year and therefore tendered their resignation. As per provisions of Section 224(6) (a) of the Companies Act, 1956, Ms/. BPA & Co., Chartered Accountants, Mumbai appointed as a Statutory Auditors of the Company in the casual vacancy caused due to resignation of M/s. D. S. Mahambre & Co, Chartered Accountant, Mumbai to hold office until the conclusion of the next Annual General Meeting of the Company, The terms and conditions of said appointment are subject to approval of members of the Company in the ensuing Annual General Meeting.

8. AUDITORS’ OBSERVATIONS:

Observations of Auditors’ are self explanatory and need not to be commented further in this report.

9. DIRECTORS:

Mr. Pravin Kumar Patel retires by rotation and being eligible, offer himself for re-appointment.

Mr. Rajnikant Patel was appointed as a Whole-Time Director of the Company for a period of five years w.e.f. April 1, 2009 to March 31, 2014 at no remuneration. The terms and conditions of his appointment are subject to approval of members in the ensuing Annual General Meeting.

Mr. Ramjibhai Bhimjibhai Patel Mr. Dhirajlal Patel and Mr. Sanjay Chowgule are the directors of the Company during the year under review.

10. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956 the directors confirm:

(1) That in preparation of the Annual Accounts for the year ended March 31, 2010 the applicable accounting standards have been followed and that no material departures have been made from the same.

(2) That 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 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 that period.

(3) That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) That the directors had prepared the annual accounts on a going concern basis

11. SECRETARIAL COMPLIANCE CERTIFICATE

Pursuant to the provisions of Section 383A of the Companies Act, 1956 read with Companies (Appointment & Qualification of Secretary) Rules, 1988, Company has obtained a Certificate from a secretary in Whole Time Practice and is attached with the Board’s Report.

12. PARTICULARS OF EMPLOYEES:

During the year under review, there were no employees drawing remuneration of Rs. 24,00,000 p.a. or Rs. 2,00,000 p.m. or more. Hence there is no information required to be provided in accordance to Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rule 1975.

13. ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the support and co-operation, which the Company continues to received from its associates and bankers. The Directors are also thankful to the shareholders for their unstinted support to the Company.

For and on behalf of Board of Directors of

Sd/-

Rajnikant Patel

Director

Place: Gujarat

Date: July 31, 2010