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Directors Report of S S Organics Ltd.

Mar 31, 2015

Dear members,

The directors submit annual report of S.S. Organics Limited along with the audited financial statement for the year ended March 31,2015.

1. Financial Results:

Particulars Stand alone

As at 2014-15 As at 2013-14

Gross Income 6,25,44,382 2,70,37,120

Gross Income (Net of Excise Duty) 6,25,44,382 2,70,37,120

Less: Expenditure 10,36,74,173 5,93,30,758

Gross Profit/Loss ~ (4,11,29,791) (3,22,93,638)

Less: Interest & Finance Charges 20,66,333 1,06,171

Less: Depreciation 2,53,45,211 86,00,631

Profit before tax (6,85,41,335) (4,10,00,440)

Less: Current Tax - -

Less: Deferred Tax (73,91,533) (18,82,815)

Profit available for appropriations (6,11,49,802) (4,28,83,255)

Profit brought forward (19,47,93,438) (15,19,10,183)

Balance carried forward (25,59,43,241) (19,47,93,438)

2. Review of Operations:

It was already brought to your notice that, the present management of the Company has infused Rs. 600 lacs during 2013 to 2014 as per the Rehabilitation Scheme of Hon'ble Board for Industrial and Financial Reconstruction (BIFR) for revival of the Company.

During the year 2014-15 the present management has infused more than Rs. 347 lacs for operational activities of the Company. The aggregate amount of Rs. 947 lacs spent towards Revival of the Company.

It already brought to the notice of the shareholders in the last Annual General Meeting that the Company has entered into contract manufacturing work with M/s. Aurobindo Pharma Limited for manufacturing of ciprofloxacin and started its production in 'A' Block in the month of August 2013 and started its own production of Gabapatine in the month of August, 2014.

3. Fire Accident at Block A :

There was a fire accident on January 7th, 2015 at 11.40 A.M at "A" Block. There was no human loss or injuries but there is a huge property loss to the Company." The value of property loss is about 10 cores (excluding Working Capital Stock). The Insurance Surveyor has conducted the survey and the fire insurance claim is under process.

Due to fire accident the entire production activity came to stand still and the present management with determination revived its production process in the month of July, 2015.

4. Status with BIFR:

The Hon'ble BIFR has circulated the MDRS on 27.01.2014 and the scheme envisages infusion of fresh funds, reduction of Paid-up Share Capital and Issue of Fresh Capital etc. The Proceedings are pending with BIFR.

5. Dividend:

Your Directors did not recommend any dividend for the year 2014-15.

6. Transfer To Reserves:

Your Company has not transferred any amount to the general reserve.

7. Directors:

Dr. Sumanth Simha Vankineni, Director retire by rotation at the ensuing 22nd Annual General Meeting and being eligible, offer himself for reappointment.

The Board of Directors appointed P. Santosh Kumar and Sudi Vijaya Lakshmi as an Additional Director of the Company who holds office till the ensuing Annual General Meeting. The Board, based on the recommendation of Nomination and Remuneration Committee considered the appointment of P. Santosh Kumar and Sudi Vijaya Lakshmi as an Independent Director subject to approval of shareholders. Accordingly a resolution seeking approval of shareholders for their appointment as an Independent Director for a period of five years which is included at Item No.4 and 5 of the Notice convening the 22nd Annual General Meeting.

The Companies Act, 2013, provides for the appointment of independent directors. Sub-section (10) of Section 149 of the Companies Act, 2013 provides that independent directors shall hold office a term of up to five consecutive years on the board of a company; and shall be eligible for on passing a special resolution by the shareholders of the Company. as per section 149(11), no independent director shall be eligible for appointment for more than two consecutive terms of five years. Sub section 13 states the provisions of retirement by rotation as defined in Sub Section (6) and (7) of Section 152 of the Act shall not apply to such independent directors.

None of the independent directors will retire at the ensuing Annual General Meeting of the Company.

8. Directors Responses on the Qualifications made by the Statutory Auditors in the Auditors Report and by the Company Secretary in Practice in Secretarial Audit Report:

1. Statutory Auditors:

"Qualification with reference to Debtor's Balances amounting to Rs. 14,69,117/-".

Explanation:

"The Company is pursuing the debtors for the amount specified by the auditors and is confident to recover the same from them."

2. Secretarial Auditors:

"The Company has not appointed a Woman Director as per the provisions of Section 149 of Companies Act, 2013 for the F.Y. 2014-15".

Explanation:

"As the company is BIFR Company and due to Sickness of the Company no woman has came forward to act as Woman Director. And we had also wrote a several letters to SEBI, BSE and MCA for suggesting any lady for acting as Woman Director but there is no suggestions from aforesaid departments. After a lot of struggles company had appointed Smt. Sudi Vijaya Lakshmi as Woman Director to the Board. Therefore there is a delay in the appointment and to comply the provisions of section 149 of the Companies Act, 2013."

9. Deposits from the Public:

The Company has not accepted any deposits which cover under the Section 73 of the Companies Act, 2013.

10. Particulars of Loans, Guarantees or investments:

Loans, guarantees and investments covered under section 186 of the Companies Act, 2013 from part of the notes to the financial statements provided in this Annual Report.

11. Particulars of Contracts or arrangement made with related parties:

No contracts or arrangement made with related parties during the year as per the Section 188(1) of the Companies Act, 2013.

12. Material changes and commitment affecting financial position between the end of the financial year and date of report:

There is no material changes and commitment affecting financial position between the end of the financial year 2014-15.

13. Directors Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their Knowledge and ability, confirm that:

i. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

ii. They 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 at the end of the financial year and of the profit and loss of the company for that period.

iii. They 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. They have taken prepared the annual accounts on a going concern;

v. They have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

vi. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and external consultants and the reviews performed by management and the relevant board committees, including the audit committee, the board is of the opinion that the Company's internal financial controls were adequate and effective during the financial year 2014-15.

14. Number of meetings of the Board:

Six(6) meetings of the board were held during the year. For details of the meetings of the board, please refer to the corporate governance report, which forms part of this report.

15. Declaration by independent directors:

The Company has received necessary declaration from each independent director under section 149(7) of the Companies Act, 2013. That he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement.

16. Board Evaluation:

As required under the provisions of Schedule IV of the Companies Act, 2013 the performance evaluation of independent directors has been done by the entire Board of Directors, excluding the director being evaluated. The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The Board approved the evaluation results as collated by the nomination and remuneration committee.

None of the independent directors are due for re-appointment

17. Policy on director's appointment and remuneration and other details.

The Company's policy on director's appointment and remuneration and other matters provided in Section 178(3) of the Act has been disclosed in the corporate governance report, which forms part of the director's report.

18. Internal financial control systems and their adequacy.

The Internal Financial Control systems is explained in Management Discussion Analysis

19. Audit Committee:

Your company has constituted the Audit Committee within the provisions laid down in Section 177(2) of Companies Act, 2013 and read with the provisions of clause 49 of listing agreement.

20. Disclosure As Per Sexual Harrassment Of Women At Workplace (Prevention, Prohibition And Redressal) Act, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder.

21. Corporate Social Responsibility (CSR):

During the financial year 2014-15, the Corporate Social Responsibility not applicable to Company.

22. Vigil Mechanism / Whistle Blower Policy:

The Company has a Whistle Blower Policy framed to deal with instance of fraud and mismanagement, if any in the Group. The details of the Policy are posted on the website of the Company i.e http://www.ssorganics.co.in/

23. Nomination And Remuenration Policy

A committee of the Board named as "Nomination and Remuneration Committee" has been constituted to comply with the provisions of section 178, Schedule IV of the Companies Act and Clause 49 of the Listing Agreement and to recommend a policy of the Company on directors' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director and other matters and to frame proper systems for identification, appointment of Directors & KMPs, Payment of Remuneration to them and Evaluation of their performance and to recommend the same to the Board from time to time. Nomination and Remuneration Policy of the Company is posted on the website of the Company i.e http://www.ssorganics.co.in/

24. Particulars Of Employees:

pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forming part of the Directors' Report for the year ended March 31,2015

There are no employee in the Company who is drawing the remuneration worth Rs. 5 lacs per month or Rs. 60 lacs per annum during the financial year.

25. Auditors:

i. The Statutory Auditors of the Company, M/s. VDNR & Associates, Chartered Accountants, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The Audit Committee and the Board recommended the re-appointment of M/s VDNR & Associates, Chartered Accountants, as Statutory Auditors of the Company for a period of two years.

ii. N. Vanitha of M/s. P.S. Rao & Associates, Practicing Company Secretaries was appointed to conduct the secretarial audit of the Company for the Financial Year 2014-15, as required under Section 204 of the Companies Act, 2013 and Rules thereunder. The Secretarial Audit Report for FY 2014-15 forms part of the Annual Report as Annexure II to the Board's Report.

The Board has appointed N. Vanitha, P.S. Rao & Associates, Practicing Company Secretaries, as secretarial auditors of the Company for the financial year 2015-16.

iii. Extract of Annual Return:

In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of the annual return in the prescribed format in appended as Annexure I.

26. Particulars of Employees:

The information required under section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:

a. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the Financial Year:

Executive Directors Ration to median remuneration

V.N. Sunanda Reddy 13.25 Times

Sai Sudhakar Vankineni 11.92 Times

"The Company has not paid any remuneration to the non-executive directors of the Company for the Financial Year 2014- 15."

b. The percentage increase in remuneration of each director, Chief Executive Officer, Chief Financial Officer, Company Secretary in the Financial Year:

Directors, CEO, CFO and Company Secretary % increase in remuneration in the Financial Year

V.N. Sunanda Reddy -

Sai Sudhakar Vankineni -

Lokesh Agarwal -

"During the Financial Year 2014-15, there is no increase in the remuneration of each director, chief executive officer, chief financial officer, company secretary of the Company."

c. The Percentage increase in the median remuneration of employees in the Financial Year: 15%

d. The number of permanent employees on the rolls of Company: 59

e. The explanation on the relationship between average increase in remuneration and Company Performance:

On an average, employees at factory received an annual increase of 15% in India. The individual increments varied from 14% to 16%, based on individual performance.

f. Comparison of the remuneration of the key managerial personnel against the performance of the Company:

Aggregate remuneration of Key managerial personnel (KMP) in FY 2015 48,65,806

Total Revenue 6,25,44,382

Remuneration of KMP's ( as % of Revenue) 7.78

Profit Before Tax ( PBT) (6,85,41,335)

Remuneration of KMP ( as % of PBT) (7.09)

g. Price Earnings Ratio as at the closing date of current financial year and previous financial year:

Particulars March 31,2015 March 31,2014 % Change

Price Earnings Ratio (1 42) - (1 42)

h. Comparison of each remuneration of the key managerial personnel against the performance of the Company:

Particulars Mr. V.N. Sunanda Reddy, Managing Director

Remuneration in FY 2015 24,00,000

Revenue (Rs.)

Remuneration as % of revenue 3.837

Profit Before Tax (PBT)

Remuneration ( as % of PBT) (3.50)

Particulars Dr. Sai Sudhakar Vankineni, Executive Director

Remuneration in FY 2015 21,60,000

Revenue (Rs.) 6,25,44,382

Remuneration as % of revenue 3.45

Profit Before Tax (PBT) (6,85,41,335)

Remuneration ( as % of PBT) (3.15)

Particulars Lokesh Agarwal, Company Secretary

Remuneration in FY 2015 3,05,806

Revenue (Rs.)

Remuneration as % of revenue 0.49

Profit Before Tax (PBT)

Remuneration ( as % of PBT) (0.45)

i. The Ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year: None.

j. Affirmation that the remuneration is as per the remuneration policy of the Company:

The Company affirms remuneration is as per the remuneration policy of the Company.

27. Conservation of energy, research and development, technology absorption, foreign exchange earnings and outgo.

The particulars as prescribed under Sub-Section (3)(m) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014, are enclosed as Annexure III to the Board's Report.

28. Acknowledgement:

Your Directors wish to express their gratitude to the central and state government, investors, analysts, financial institutions, banks, business associates and customers, the medical profession, distributors and suppliers for their whole-hearted support. Your directors commend all the employees of your company for their continued dedication, significant contributions, hard work and commitment.

For S.S. Organics Limited

Sd/- V.N. Sunanda Reddy Chairman and Managing Director

Place: Hyderabad. Date: 14.11.2015


Mar 31, 2014

The Members of

S.S. ORGANICS LIMITED

The Director''s are pleased to present the 21st Annual Re- port of the Company together with the Audited Financial Statements for the year ending 31st March, 2014.

FINANCIAL RESULTS

(Rs. In lacs) For the year ending Previous period 31.03.2014 31.03.2013 (12 months) (12 months)

Total Income (270.37) --

Profit/ (Loss) before Financial Expenses and Depreciation (322.93) (145.15)

Profit/ (Loss) after Financial Expenses and Depreciation (410.00) (145.15)

(410.00) (145.15)

Less: Prior Year Adjustments - 21.81

Profit / (Loss) for the year Before taxation. (410.00) (166.96)

Add: Deferred Tax (18.83) -

Profit / (Loss) after Tax (428.83) (166.96)

REVIEW OF OPERATIONS:

It was already brought to the notice of the share holders in the last Annual General Meeting. that the present man- agement has infused more than Rs. 429 Lacs for revival of the Company and restored all the Machinery and Equip- ment. The entire cables, lights, transformer, CTPT, MCC & PCC panels were totally replaced and completed renewal of all the statutory licenses.

During the year the present management infused more than Rs. 215 Lacs for revival of the Company and the total funds infused is more than Rs. 644 Lacs in the last two years.

The Company has started the production in ''A'' Block in the month of August, 2013 and the present management has entered into contract manufacturing work with M/s.

Aurobindo Pharma Limited for manufacturing of Ciprofloxacin.

The Company has revived the ''B'' Block and started its own production in the month of August, 2014.

STATUS WITH BIFR:

The Hon''ble BIFR has circulated the MDRS on 27.01.2014 and the scheme envisages infusion of fresh funds, reduc- tion of Paid-up Share Capital and Issue of fresh Capital etc. The proceedings are pending with BIFR.

STEPS TAKEN FOR REVIVAL:

For revival of Company, the present management has taken lot of strains not only to revive the factory but also for raising funds of Rs. 644 Lacs which was spent towards the revival in the last two years. The total amount which was raised as loans from Directors & relatives is Rs. 644 Lakhs is as per the MDRS.

After taking the possession of the factory, the present man- agement has consulted various senior professionals for the revival of plant and took-up the work of replacement of old machinery with the new machinery and refurbishing of reactors and boilers as they got rusted and non functioned due to non-maintenance.

The Company has also started its production process in the month of August 2013. During the production process Company has faced teething problems in the form of tech- nology, power shortage, frequent maintenance etc,. Com- pany has consulted skilled and experience professionals for scaling up the production. The process is giving posi- tive results to Company.

DIRECTORS:

Mr. Vongumalli Gowtham Reddy was appointed as an Ad- ditional Directors of the company w.e.f. 24th October, 2013.

A notice in writing under Section 160 read with 115 of the - Companies Act, 2013, along with a deposit of Rs.1,00,000/ (Rupees One Lakh) a member proposing his candidature for the office of Director of the Company has been received to appoint as Director of the Company whose period of office shall be determinable by retirement of Directors by rotation.

Dr. D. Sadasiva Reddy, Director retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment.

Section 149, Sub-section (10) of the Companies Act, 2013 provides that Independent Directors shall hold office for a term of upto five (5) consecutive years on the Board of the Company and shall be eligible for re-appointment for an- other term of upto five (5) years on passing a special reso- lution by the shareholders of the Company. Sub-section

(11) states that no Independent Directors shall be eligible for more than two consecutive terms of five years. Sub- section (13) states that the provisions of retirement by ro- tation as defined in sub-sections (6) and (7) of Section 152 of the Act shall not apply to such Independent Direc- tors.

Mr. P. Rama Chandra Gupta was appointed as an Inde- pendent Director of the Company pursuant to the provi- sions of the Companies Act, 1956, and is retiring by rota- tion at the ensuing Annual General Meeting and being eli- gible, offers himself for Re-appointment.

The Board of Directors propose to the members to ap- point all the existing Independent Directors, viz. Sri. P. Rama Chandra Gupta, Sri. N. Gangi Reddy, Sri. Appasani Ravi Kumar and Sri. Vidya Sagar Devabhaktuni, as Inde- pendent Directors not liable to retire by rotation, pursuant to Section 149 (10), 149 (11) & 149 (13) of the Companies Act, 2013, for a period of Five years.

DIRECTORS'' RESPONSES ON THE QUALIFICATION MADE BY THE STATUTORY AUDITORS IN THE AUDITORS REPORT:

Qualification with reference to Depreciation on Fixed Assets :

"Due to Mr. B. Subba Reddy''s illegal possession of the Company from 20th October, 2006, to 15th May, 2012, the present management was neither in the possession of the Company nor any of the properties of the Company. Dur- ing the illegal possession there was no production and as a result of this the plant and machinery became unutilized. After taking possession on 16th May, 2012, the present management has taken repairs and maintenance work and upgraded the existing facilities. Since 2006 to 2012 the Plant & Machinery was unutilized and unproductive. The Company has not taken depreciation for equipment dur- ing the above period because of this unutilization and non- functioning the equipment for aforesaid period."

Qualification with reference to Debtor''s Balances amounting to Rs. 84,77,283/-:

"The Company is pursuing the debtors for the amount specified by the auditors and is confident to recover the same from them".

PARTICULARS REQUIRED U/ S 217(2A) OF THE COM- PANIES ACT, 1956, R/ W THE COMPANIES (PARTICU- LARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2013-2014, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Em- ployees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the Section 58A of the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2014 the applicable Accounting Stan- dards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the financial year ended 31st March, 2014 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their 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 irregulari- ties and

iv. The Directors have prepared the annual accounts on a ''going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO.

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, the infor- mation is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

The Statutory Auditors of the Company, M/s VDNR & As- sociates, Chartered Accountants, retire at the conclusion of the forthcoming Annual General Meeting and are eli- gible for re-appointment. The Audit committee and the Board recommended the re-appointment of M/s VDNR & Associates, Chartered Accountants, as Statutory Auditors of your Company.

ACKNOWLEDGEMENTS

Your Directors wish to express their gratitude to the Cen- tral and State Governments, investors, analysts, financial institutions, banks, business associates and customers, the medical profession, distributors and suppliers for their whole-hearted support. Your Directors commend all the employees of your Company for their continued dedica- tion, significant contributions, hard work and commitment.

FOR S.S.ORGANICS LIMITED

Sd/- V. N. SUNANDA REDDY CHAIRMAN AND MANAGING DIRECTOR

Place : Hyderabad. Date : 26.05.2014


Mar 31, 2013

To The Members of S.S. ORGANICS LIMITED

The Directors are pleased to present the 20th Annual Re- port of the Company together with the Audited Financial Statements for the year ending 31st March, 2013.

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2013 31.03.2012 (12 months) (12 months)

Total Income

Profit/ (Loss) before Financial

Expenses and Depreciation (145.15) (23.59)

Profit/ (Loss) after Financial

Expenses and Depreciation (145.15) (23.59) (145.15) (23.59)

Less/Add : Prior Year Adjustments 21.81

Profit / (Loss) for the year

Before taxation. (166.96) (23.59)

Less: Deferred Tax Liability

Profit / (Loss) after Tax (166.96) (23.59)

REVIEW OF OPERATIONS:

It was already brought to the notice of the share holders in the 6 AGM''s held on 04th May, 2013 that the unit suffered extensively due to the illegal and forcibly occupation by Mr.B.Subba Reddy on 20th October, 2006. In addition to the illegal occupation, Mr.B.Subba Reddy started litigations in various forums.

The present management infused more than Rs. 429 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and completed renewal of all the licenses.

Now the present management is entering into contract manufacturing work with leading pharmaceutical compa- nies and going to commence the production in the month of July, 2013.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Hon''ble BIFR in its proceedings Dt. 21.05.2013 has directed IDBI which is a Monitoring Agency to examine MDRS and to submit a consolidated report to the BIFR.

The next hearing of BIFR is on 27.08.2013.

STEPS TAKEN FOR REVIVAL:

The present management conducted 14th to 19th AGM''s for the financial years 2006-07 to 2011-12 and got the ap- provals of the audited results and other resolutions from the share holders on 04-05-2013. After the taking over the possession of the factory, the present management has consulted various senior professionals for the revival of plant and took-up the work of replacement of old machin- ery with the new machinery and refurbishing of reactors and boilers as they got rust due to non-maintenance. The Company has also successfully put under trail runs of some part of machinery. For this revival, the management has taken lot of strains to revive the factory and for raising funds. Rs. 4.29 Crores has been spent towards this revival up to 31-05-2013 which was raised as loans from directors & relatives. It is further expected to be incurred Rs. 2 Crores approximately for the total revival of unit.

DIRECTORS:

During the year Dr. Sai Sudhakar Vankineni has been co- opted as an Additional Director w.e.f. 13th February, 2013. A notice in writing under Section 257 read with Section 190 of the said Act, along with a deposit of Rs.500/- pro- posing his candidature for the office of Director of the Com- pany, whose period of office shall not be determinable by retirement of Directors by rotation.

Further the Company has received notices in writing un- der Section 257 read with Section 190 of the said Act, along with a deposit of Rs.500/- proposing the candidatures of Sri Vidya Sagar Devabhaktuni, Sri. Appasani Ravi Kumar, Sri Gowtham Reddy Vongumalli and Dr.Sumanth Simha Vankineni for the office of Director of the Company, whose period of office shall be determinable by retirement of Di- rectors by rotation.

Sri N.Gangi Reddy retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reap- pointment.

PARTICULARS REQUIRED U/ S 217(2A) OF THE COM- PANIES ACT, 1956, R/ W THE COMPANIES (PARTICU- LARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2012-2013, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Em- ployees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the Section 58A of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31s1 March, 2013 the applicable Accounting Stan- dards have been followed.

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 Company at the end of the financial year ended 31st March, 2013 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their 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 irregulari- ties and

iv. The Directors have prepared the annual accounts on a ''going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO.

As required under Section 217 (1) (e) of the Companies Act, 1956 read with companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, the infor- mation is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

The Statutory Auditors of the Company, M/s VDNR & As- sociates, Chartered Accountants, retire at the conclusion of the forthcoming Annual General Meeting and are eli- gible for re-appointment. The Audit committee and the Board recommended the re-appointment of M/s VDNR & Associates, Chartered Accountants, as Statutory Auditors of your Company.

ACKNOWLEDGEMENTS

Your Directors wish to express their gratitude to the Cen- tral and State Governments, investors, analysts, financial institutions, banks, business associates and customers, the medical profession, distributors and suppliers for their whole-hearted support. Your Directors commend all the employees of your Company for their continued dedica- tion, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

V. N. SUNANDAREDDY

CHAIRMAN

Place: Hyderabad.

Date : 29.05.2013


Mar 31, 2012

To The Members of S S ORGANICS LIMITED

The Directors are pleased to present the 19th Annual Report of the Company together with the Audited financial State- ments for the year ending 31st March, 2012

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2012 31.03.2011 (12 months) (12 months)

Total Income - -

Profit/ (Loss) before Financial Expenses and Depreciation (23.59) (15.05)

Profit/ (Loss) after Financial Expenses and Depreciation (23.59) (15.05)

(23.59) (15.05)

Less : Prior Year Adjustments - -

Profit / (Loss) for the year Before taxation. (23.59) (15.05)

Less: Deferred Tax Liability - -

FBT - -

Profit / (Loss) after Tax (23.59) (15.05)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. ex- pansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the fac- tory of the company on 19th November, 2005, which the com- pany successfully got revoked on 10.02.2006. Again the

A.P.Pollution Control Board closed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board.

Mr. B. Subba Reddy committed number of statutory vio- lations. The Company is under forcible and illegal occu- pation from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forc- ibly taken overby Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrep- resenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Hon''ble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No.14/2007 with Hon''ble Com- pany Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ li- able for all acts, transactions, operations and other fill- ings done by Mr.B.Subba Reddy during his illegal occu- pation. Mr.B.Subba Reddy challenged the said Order of Hon''ble Company Law Board in the Hon''ble High Court of A.P. which has been dismissed upholding the Order of Hon''ble Company Law Board.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the assets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valuable items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to re- cover the damages caused to the Company.

In view of the above, financial statements have been pre- pared in all material respects and in line of the Orders of Hon''ble Company Law Board in the Company Petition No. 14/2007 by Mr.V N.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equip- ment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tam- pered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of tak- ing possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Of- fice. The Registered Office is without any watch and ward staff and without any records.

The present management infused more than Rs. 300 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

The present management displays photographs of plant machinery and equiptment at the time of taking possession on 16-05-2012 and after revival and restoration of the com- pany. The photos display the damage done to the company during forcible and illegal occupation of the company by Mr. B. Subba Reddy.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Hon''ble Board for Industrial and Financial Re- construction (BIFR) as required under Sections 15 of the Sick Industrial Companies (Special Provisions) Act, 1985 and registered as Case No. 91/97. IDBI was appointed as Operating Agency. The Hon''ble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its or- ders dt. 12.02.2002. The Board subsequently sanctioned a modified scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settlement in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy ap- proached the Hon''ble Company Law Board by filling Com- pany Petition No: 14 of 2007. The Hon''ble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has chal- lenged the Hon''ble Company Law Board order by filling a Company Application No: 22/09 before Hon''ble High Court of A.P. The Company application was dismissed uphold- ing the orders of Hon''ble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re-pos- session of the company on 16.05.2012 and started reno- vation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in in- terfering with the management of the company. These fact were also reported to the Hon''ble BIFR.

The Hon''ble BIFR in its proceedings dt. 29.03.2012 di- rected IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BlFR is on 11.04.2013.

STEPS TAKEN FOR STATUTORY IRREGULARITIES COMMITTED BY MR.B.SUBBA REDDY

01. Mr.B.Subba Reddy purposefully has not conducted any AGM''s for the Years 2006-2007, 2007-2008, 2008-2009, 2009-2010,2010-2011 and 2011 -12 as required under Sec- tion 166 of Companies Act, 1956 as he did not have any majority share holders support. The Registrar of Compa- nies has also served a notice for non-conducting AGM''s. Now the present management has completed the audit of accounts and finalized all the pending annual reports after taking over the possession of the Company and hence the present AGM''s.

02. The Bombay Stock Exchange has suspended the company''s scrip on May 2012 for not filling the financial statements and requisite fee for the last five years. The management had paid pending dues of Rs.1,09,000/- on 03.06.2012 and submitted a detailed report with a request to revoke the suspension. The matter is still pending.

03. The consent for operation granted byAP Pollution Con- trol Board has lapsed on 30.06.2006 and has not been re- newed till date. The Consent fee for the last 6 years was not paid by Mr.B.Subba Reddy. The management has paid consent fee of Rs.3,86,228/- and obtained CFO on 23.10.2012.

04. The drug license issued byAP Drug administration has lapsed on 31.12.2006 and has not been renewed by Mr.B.Subba Reddy . On the request of the management the Drug Inspection has been completed and drug license will be issued shortly.

The power connection has been disconnected by AP Central Power Distribution on 19-12-2009 for failure to clear the current dues and AP central Power Distribution has adjusted the existing deposit of the company and still Rs. 14.00 Lacs is due. The management has cleared the dues and power was reconnected on 28.11.2012.

05. The two boiler licenses expired on 01-09-2008 and 01- 11 -2009 respectively and the Boiler licenses have been now renewed.

06. During the period of Mr.B.Subba Reddy''s management the Inspector of Factories issued a demand notice for li- cense fee and as well as for cancellation of factories li- cense. The management paid the requisite fee and renewed the factories license on the Dt. 08.08.2012.

07. Mr.B.Subba Reddy has never insured the current and fixed assets of the company. The present manage- ment has insured the company''s assets on 14th Dec 2012 by paying premium of Rs.1,75,000/-

08. The ISO Certificate which was valid up to 22-09-2008 was not renewed and even the WHO cGMP certificate is also lapsed. The present management is taking steps for renewal of the said license.

09. The commercial tax department has served a final assessment orders and subsequently attached the landed property of the company by its orders dated 13- 04-2012, for an amount of Rs.227 lacs. It is informed that Mr.B.Subba Reddy has not properly filed the re- turns and submitted any C Forms. He has also not paid the tax deferment dues during his tenure. Because of which several notices were given. After taking posses- sion of the company on 16.05.2012 Mr.V N Sunanda Reddy had addressed letter to Commissioner and Deputy Commissioner of Commercial Taxes Department, to grant permission to submit C, F & H Forms and requested to place the attachment orders in abeyance till the ac- tual tax liability is arrived at. The Commissioner vide his letter dt. 11.07.2012 allowed us to submit the statutory forms and all the dues up to the cutoff date of the BIFR Scheme. After arriving at revised tax liability we requested to allow to pay the tax dues in monthly installments, the Deputy Commissioner has agreed in principle for giving installments. We are in regular touch with Deputy Com- missioner for revising the dues and for installments.

10. The Provident Fund commissioner has attached the immovable property of the company vide its orders dated 05.01.2011 for non payment of P.F. dues amounting to Rs. 15.40 lacs.

11. The ESI has also attached the immovable properties of the company on Feb, 2010 for an amount of Rs.25.50 Lacs (Rs. 15.50 principle and Rs. 10 Lacs as interest and penalty) for non-payment of ESI dues by Mr.Subba Reddy. The management has filed an appeal before ESI Tribu- nal and obtained stay orders.

12. The building tax to village Panchayath was not paid since 2006. The special officer Aroor village Panchayat has served a notice on 27.07.2012 for a tax amount of Rs.5.00 Lacs. The present management has requested for revision in the building tax and the matter is in the process.

DIRECTORS

Mr. P. Ramachandra Gupta, Mr. N. Gangi Redddy, Mr. Y.V. Ratna Kumar and Dr. D. Sadasiva Reddy as directors and Mr. V.N. Sunanda Reddy as Managing Director were ap- pointed at the Extra-Ordinary General Meeting held on 26th June, 2011 underthe observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26th June, 2011.

Dr. D. Sadasiva Reddy and Mr. P. Ramachandra Gupta retire by rotation at the ensuing Annual General Meeting and be- ing eligible offers themselves for reappointment. Mr. Y.V. Ratna Kumar has expressed his inability to continue as a director after the conclusion of the ensuing Annual General Meeting for the financial year 2011-12. The Board placed on record its appreciation to Mr. Y.V. Ratna Kumar for his valuable service and guidance to the Company during his tenure.

PARTICULARS REQUIRED U/S 217(2A) OF THE COMPA- NIES ACT, 1956, R/W THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2011-2012, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employ- ees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58A of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31s1 March, 2012 the applicable Accounting Stan- dards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and esti- mates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the finan- cial year ended 31st March, 2012 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre- venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particu- lars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Staturoty Auditors of the Company to hold office until the conclusion of Annual General Meet- ing to be held for the financial year 2011 -2012 at the ex- tra-ordinary general meeting held on 18 March, 2013. As such M/s VDNR & Associates, Chartered Accoun- tants will continue to hold office until the conclusion of Annual General Meeting to be held for the year 2011-12.

ACKNOWLEDGEMENTS

Your Directors wish to exprerss their gratitude to the Central and State Governments, investors, analysts, fi- nancial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their contin- ued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd /-

VN SUNANDA REDDY

Chairman

Place: Hyderabad.

Date: 28-03-2013


Mar 31, 2011

To The Members of S S ORGANICS LIMITED

The Directors are pleased to present the 18th Annual Report of the Company together with the Audited financial State- ments for the year ending 31st March, 2011

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2011 31.03.2010 (12 months) (12 months)

Total Income - -

Profit/ (Loss) before Financial Expenses and Depreciation (15.05) (15.55)

Profit/ (Loss) after Financial Expenses and Depreciation (15.05) (15.55)

(15.05) (15.55)

Less : Prior Year Adjustments - -

Profit / (Loss) for the year Before taxation. (15.05) (15.55)

Less: Deferred Tax Liability - -

FBT - -

Profit / (Loss) after Tax (15.05) (15.55)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. ex- pansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the fac- tory of the company on 19th November, 2005, which the com- pany successfully got revoked on 10.02.2006. Again the A.P.Pollution Control Board closed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board.

Mr. B. Subba Reddy committed number of statutory vio- lations. The Company is under forcible and illegal occu- pation from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forc- ibly taken over by Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrep- resenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Hon''ble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No. 14/2007 with Hon''ble Com- pany Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ li- able for all acts, transactions, operations and other fill- ings done by Mr.B.Subba Reddy during his illegal occu- pation. Mr.B.Subba Reddy challenged the said Order of Hon''ble Company Law Board in the Hon''ble High Court of A.P which has been dismissed upholding the Order of Hon''ble Company Law Board.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the assets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valuable items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to re- cover the damages caused to the Company.

In view of the above, financial statements have been pre- pared in all material respects and in line of the Orders of Hon''ble Company Law Board in *he Company Petition No. 14/2007 byMr.VN.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equip- ment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tam- pered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of tak- ing possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Of- fice. The Registered Office is without any watch and ward staff and without any records.

The present management infused more than Rs. 300 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Hon''ble Board for Industrial and Financial Re- construction (BIFR) as required under Sections 15 of the Sick Industrial Companies (Special Provisions) Act, 1985 and registered as Case No. 91/97. IDBI was appointed as Operating Agency. The Hon''ble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its or- ders dt. 12.02.2002. The Board subsequently sanctioned a modified scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settlement in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy ap- proached the Hon''ble Company Law Board by filling Com- pany Petition No: 14 of 2007. The Hon''ble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has chal- lenged the Hon''ble Company Law Board order by filling a Company Application No: 22/09 before Hon''ble High Court of A.P. The Company application was dismissed uphold- ing the orders of Hon''ble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re- possession of the company on 16.05.2012 and started renovation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in interfering with the management of the company. These fact were also reported to the Hon''ble BIFR.

The Hon''ble BIFR in its proceedings dt. 29.03.2012 di- rected IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BIFR is on 11.04.2013.

DIRECTORS

Mr. P. Ramachandra Gupta, Mr. N. Gangi Redddy, Mr. Y.V. Ratna Kumar and Dr. D. Sadasiva Reddy as directors and Mr. V.N. Sunanda Reddy as Managing Director were ap- pointed at the Extra-Ordinary General Meeting held on 26th June, 2011 underthe observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26th June, 2011.

Dr. D. Sadasiva Reddy and Mr. P. Ramachandra Gupta retire by rotation at the ensuing Annual General Meeting and be- ing eligible offers themselves for reappointment.

PARTICULARS REQUIRED U/S 217(2A) OF THE COMPA- NIES ACT, 1956, R/WTHE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2010-2011, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employ- ees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58Aofthe Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2011 the applicable Accounting Stan- dards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and esti- mates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the finan- cial year ended 31st March, 2011 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre- venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particu- lars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Staturoty Auditors of the Company to hold office until the conclusion of Annual General Meet- ing to be held for the financial year 2011 -2012 at the ex- tra-ordinary general meeting held on 18 March, 2013. As such M/s VDNR & Associates, Chartered Accoun- tants will continue to hold office until the conclusion of Annual Geneeral Meeting to be held for the year 2011-12.

ACKNOWLEDGEMENTS

Your Directors wish to exprerss their gratitude to the Central and State Governments, investors, analysts, fi- nancial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their contin- ued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

VN SUNANDA REDDY

Chairman

Place: Hyderabad.

Date: 28-03-2013


Mar 31, 2010

The Directors are pleased to present the 17th Annual Report of the Company together with the Audited financial Statements for the year ending 31st March, 2010

FINANCIAL RESULTS

(Rs. In lacs) For the year ending Previous period 31.03.2010 31.03.2009 (12 months) (12 months)

Total Income - -

Profit/ (Loss) before Financial Expenses and Depreciation (15.55) (20.65)

Profit/ (Loss) after Financial Expenses and Depreciation (15.55) (20.65)

(15.55) (20.65)

Less : Prior Year Adjustments - - Profit / (Loss) for the year

Before taxation. (15.55) (20.65)

Less: Deferred Tax Liability - -

FBT - 0.05

Profit / (Loss) after Tax (15.55) (20.70)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. expansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the factory of the company on 19th November, 2005, which the company successfully got revoked on 10.02.2006. Again the

A.P.Pollution Control Board closed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board.

Mr. B. Subba Reddy committed number of statutory violations. The Company is under forcible and illegal occu- pation from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forcibly taken over by Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrepresenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Humble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Humble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No.14/2007 with Humble Company Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ liable for all acts, transactions, operations and other fillings done by Mr.B.Subba Reddy during his illegal occupation. Mr.B.Subba Reddy challenged the said Order of Humble Company Law Board in the Humble High Court of A.P. which has been dismissed upholding the Order of Humble Company Law Board.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the assets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valuable items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to re- cover the damages caused to the Company.

In view of the above, finial statements have been pre- pared in all material respects and in line of the Orders of Humble Company Law Board in the Company Petition No. 14/2007 by Mr.V N.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equipment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tampered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of taking possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Office. The Registered Office is without any watch and ward staff and without any records.

The present management infused more than Rs. 300 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR.

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Humble Board for Industrial and Financial Re- construction (BIFR) as required under Sections 15 of the Sick Industrial Companies (Special Provisions) Act, 1985 and registered as Case No. 91/97. IDBI was appointed as Operating Agency. The Humble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its or- ders dt. 12.02.2002. The Board subsequently sanctioned a modified scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settlement in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy approached the Humble Company Law Board by filling Company Petition No: 14 of 2007. The Humble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has challenged the Humble Company Law Board order by filling a Company Application No: 22/09 before Humble High Court of A.P The Company application was dismissed upholding the orders of Humble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re- possession of the company on 16.05.2012 and started renovation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in interfering with the management of the company. These fact were also reported to the Humble BIFR.

The Humble BIFR in its proceedings dt. 29.03.2012 directed IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BIFR is on 11.04.2013.

DIRECTORS

Mr. P. Ramachandra Gupta, Mr. N. Gangi Redddy, Mr. Y.V. Ratna Kumar and Dr. D. Sadasiva Reddy as directors and Mr. V.N. Sunanda Reddy as Managing Director were ap- pointed at the Extra-Ordinary General Meeting held on 26th June, 2011 under the observation of the Advocate Observer appointed by the Humble High Court of Andhra Pradesh on 26th June, 2011.

Dr. D. Sadasiva Reddy and Mr. P. Ramachandra Gupta retire by rotation at the ensuing Annual General Meeting and being eligible offers themselves for reappointment.

PARTICULARS REQUIRED U/S217(2A) OF THE COMPA- NIES ACT, 1956, R/ W THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remuneration, during the financial year 2009-2010, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58Aofthe Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2010 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 are reasonable and prudent so as to give a true and fair view of the Company at the end of the financial year ended 31st March, 2010 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre- venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Corporate Governance under Clause 49 of the Listing Agreement is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Statutory Auditors of the Company to hold office until the conclusion of Annual General Meeting to be held for the financial year 2011-2012 at the extra-ordinary general meeting held on 18l March, 2013. As such M/s VDNR & Associates, Chartered Accountants will continue to hold office until the conclusion of Annual General Meeting to be held for the year 2011 -12.

ACKNOWLEDGEMENTS

Your Directors wish to express their gratitude to the Central and State Governments, investors, analysts, financial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their continued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

VN SUNANDA REDDY

Chairman

Place: Hyderabad.

Date: 28-03-2013


Mar 31, 2009

To The Members of S S ORGANICS LIMITED

The Directors are pleased to present the 16th Annual Report of the Company together with the Audited financial State- ments for the year ending 31st March, 2009.

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2009 31.03.2008 (12 months) (12 months)

Total Income - -

Profit/ (Loss) before Financial Expenses and Depreciation (20.65) (30.32)

Profit/ (Loss) after Financial Expenses and Depreciation (20.65) (30.32)

(20.65) (30.32)

Less : Prior Year Adjustments - -

Profit / (Loss) for the year Before taxation. (20.65) (30.32)

Less: Deferred Tax Liability - -

FBT 0.05 0.07

Profit / (Loss) after Tax (20.70) (30.39)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. ex- pansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the fac- tory of the company on 19th November, 2005, which the com- pany successfully got revoked on 10.02.2006. Again the A.P.Pollution Control Board closed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board. Mr. B. Subba Reddy committed number of statutory vioations.

The Company is under forcible and illegal occupation from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forc- ibly taken over by Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrep- resenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Hon''ble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No. 14/2007 with Hon''ble Com- pany Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ li- able for all acts, transactions, operations and other fill- ings done by Mr.B.Subba Reddy during his illegal occu- pation. Mr.B.Subba Reddy challenged the said Order of Hon''ble Company Law Board in the Hon''ble High Court of A.P. which has been dismissed upholding the Order of Hon''ble of CLB.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the assets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valuable items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to re- cover the damages caused to the Company.

In view of the above, financial statements have been pre- pared in all material respects and in line of the Orders of Hon''ble Company Law Board in the Company Petition No. 14/2007 by Mr.V N.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equip- ment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tam- pered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of tak- ing possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Of- fice. The Registered Office is without any watch and ward staff and without any records.

*'' The present management infused more than Rs. 300 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Hon''ble Board for Industrial and Financial Re- construction (BIFR) as required under Sections 15 of the Sick Industrial Companies (Special Provisions) Act, 1985 and registered as Case No. 91/97. IDBI was appointed as Operating Agency. The Hon''ble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its or- ders dt. 12.02.2002. The Board subsequently sanctioned a modified scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settlement in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy ap- proached the Hon''ble Company Law Board by filling Com- pany Petition No: 14 of 2007. The Hon''ble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has chal- lenged the Hon''ble Company Law Board order by filling a Company Application No: 22/09 before Hon''ble High Court of A.P The Company application was dismissed uphold- ing the orders of Hon''ble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re- possession of the company on 16.05.2012 and started renovation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in interfering with the management of the company. These fact were also reported to the Hon''ble BIFR.

The Hon''ble BIFR in its proceedings dt. 29.03.2012 di- rected IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BIFR is on 11.04.2013.

DIRECTORS

Mr. P. Ramachandra Gupta, Mr. N. Gangi Redddy, Mr. Y.V. Ratna Kumar and Dr. D. Sadasiva Reddy as directors and Mr. V.N. Sunanda Reddy as Managing Director were ap- pointed at the Extra-Ordinary General Meeting held on 26th June, 2011 under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26th June, 2011.

Mr. N. Gangi Reddy and Y.V. Ratna Kumar retire by rotation at the ensuing Annual General Meeting and being eligible offers themselves for reappointment.

PARTICULARS REQUIRED U/S217(2A)OFTHE COMPA- NIES ACT, 1956, R/WTHE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2008-2009, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employ- ees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58A of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2009 the applicable Accounting Stan- dards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and esti- mates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the finan- cial year ended 31st March, 2009 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre- venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particu- lars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Staturoty Auditors of the Company to hold office until the conclusion of Annual General Meet- ing to be held for the financial year 2011-2012 at the ex- tra-ordinary general meeting held on 18th March, 2013. As such M/s VDNR & Associates, Chartered Accoun- tants will continue to hold office until the conclusion of Annual Geneeral Meeting to be held for the year 2011 -12.

ACKNOWLEDGEMENTS

Your Directors wish to exprerss their gratitude to the Central and State Governments, investors, analysts, fi- nancial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their contin- ued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

VN SUNANDA REDDY

Chairman

Place: Hyderabad.

Date : 28-03-2013


Mar 31, 2008

To The Members of S S ORGANICS LIMITED

The Directors are pleased to present the 15th Annual Report of the Company together with the Audited financial State- ments for the year ending 31st March, 2008.

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2008 31.03.2007 (12 months) (12 months)

Total Income - 296.74

Profit/ (Loss) before Financial Expenses and Depreciation (30.32) (449.10)

Profit/ (Loss) after Financial Expenses and Depreciation (30.32) (560.51)

(30.32) (560.51)

Less : Prior Year Adjustments - 0.43

Profit / (Loss) for the year Before taxation. (30.32) (560.94)

Less: Deferred Tax Liability - 296.57

FBT 0.07 1.13

Profit / (Loss) after Tax (30.39) (858.64)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. ex- pansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the fac- tory of the company on 19th November, 2005, which the com- pany successfully got revoked on 10.02.2006. Again the

A.P.Pollution Control Board dosed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board. Mr. B. Subba Reddy committed number of statu- tory violations. The Company is under forcible and illegal occupation from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forc- ibly taken over by Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrep- resenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Hon''ble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No.14/2007 with Hon''ble Com- pany Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ li- able for all acts, transactions, operations and other fill- ings done by Mr.B.Subba Reddy during his illegal occu- pation. Mr.B.Subba Reddy challenged the said Order of Hon''ble Company Law Board in the Hon''ble High Court of A.P. which has been dismissed upholding the Order of Hon''ble Company Law Board.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the assets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valuable items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to re- cover the damages caused to the Company.

In view of the above, financial statements have been pre- pared in all material respects and in line of the Orders of Hon''ble Company Law Board in the Company Petition No. 14/2007 by Mr.V N.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equip- ment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tam- pered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of tak- ing possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Of- fice. The Registered Office is without any watch and ward staff and without any records.

The present management infused more than Rs. 300 Lacs for revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Hon''ble Board for Industrial and Financial Re- construction (BIFR) as required under Sections 15 of the Sick Industrial Companies (Special Provisions) Act, 1985 and registered as Case No. 91/97. IDBI was appointed as Operating Agency. The Hon''ble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its or- ders dt. 12.02.2002. The Board subsequently sanctioned a modified scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settlement in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy ap- proached the Hon''ble Company Law Board by filling Com- pany Petition No: 14 of 2007. The Hon''ble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has chal- lenged the Hon''ble Company Law Board order by filling a Company Application No: 22/09 before Hon''ble High Court of A.P. The Company application was dismissed uphold- ing the orders of Hon''ble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re- possession of the company on 16.05.2012 and started renovation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in interfering with the management of the company. These fact were also reported to the Hon''ble BIFR.

The Hon''ble BIFR in its proceedings dt. 29.03.2012 di- rected IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BIFR is on 11.04.2013.

DIRECTORS

Mr. Y. Ramachandra Reddy, Mr. N. Gangi Redddy, Mr. Y.V. Ratna Kumar and Dr. D. Sadasiva Reddy as directors and Mr. V.N. Sunanda Reddy as Managing Director were ap- pointed at the Extra-Ordinary General Meeting held on 26th June, 2011 under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26th June, 2011.

Dr. D. Sadasiva Reddy and Mr. R Ramachandra Gupta retire by rotatiion at the ensuing Annual General Meeting and be- ing eligible offers themselves for reappointment.

PARTICULARS REQUIRED U/ S 217(2A) OF THE COMPA- NIES ACT, 1956, R/WTHE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2007-2008, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employ- ees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58A of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2008 the applicable Accounting Stan- dards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and esti- mates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the finan- cial year ended 31st March, 2008 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particu- lars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Staturoty Auditors of the Company t hold office until the conclusion of Annual General Meet- ing to be held for the financial year 2011-2012 at the ex- tra-ordinary general meeting held on 18th March, 2013. As such M/s VDNR & Associates, Chartered Accoun- tants will continue to hold office until the conclusion of Annual Geneeral Meeting to be held for the year 2011-12.

ACKNOWLEDGEMENTS

Your Directors wish to exprerss their gratitude to the Central and State Governments, investors, analysts, fi- nancial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their contin- ued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

VN SUNANDA REDDY

Chairman

Place: Hyderabad.

Date: 28-03-2013


Mar 31, 2007

To The Members of S S ORGANICS LIMITED

The Directors are pleased to present the 14th Annual Report of the Company together with the Audited financial State- ments for the year ending 31st March, 2007.

FINANCIAL RESULTS

(Rs. In lacs)

For the year ending Previous period 31.03.2007 31.03.2006 (12 months) (12 months)

Total Income 296.74 1976.38

Profit/ (Loss) before Financial Expenses and Depreciation (449.40) (75.36)

Profit/ (Loss) after Financial Expenses and Depreciation (560.51) (178.41)

(560.51) (178.41)

Less : Prior Year Adjustments 0.43 0.46

Profit / (Loss) for the year Before taxation. (560.94) (188.87)

Less: Deferred Tax Liability 296.57 62.45

FBT 1.13 2.06

Profit / (Loss) after Tax (858.64) (253.38)

OPERATIONS:

The dispute raised by erstwhile Director, namely Mr.B.Subba Reddy has affected the company on various fronts viz. ex- pansion, availability of working capital, own production and sales, tie-ups with large companies etc., Further, the AP Pollution Control Board has issued closure order of the fac- tory of the company on 19th November, 2005, which the com- pany successfully got revoked on 10.02.2006. Again the

A.P.Pollution Control Board closed the unit on 15.04.2006 due to the instigation by Mr. B. Subba Reddy, the then Di- rector. The A.P.Pollution Control Board has not renewed the Consent For Operations since 30.06.2006 to 22.10.2012. Mr. B. Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006. From the date of Mr. B. Subba Reddy''s occupation (20.10.2006), there was no drug license, no Consent For Operation from A.P.Pollution Control Board. Mr. B. Subba Reddy committed number of statutory violations. The Company is under forcible and illegal occupa- tion from 20.10.2006 to 15.05.2012.

All the operations of the Company came to standstill w.e.f. 20-10-2006 as the management of the Company was forc- ibly taken overby Mr.B.Subba Reddy. Brief description of management dispute is as follows:

Mr.B.Subba Reddy has illegally and forcibly occupied the company w.e.f. 20.10.2006 under a pretext that he has been appointed as Managing Director at the 13th Annual General Meeting which was conducted by him on his own even though, Mr.V N.Sunanda Reddy was reappointed as Managing Director at the properly held AGM on 20-10- 2006. Mr.B.Subba Reddy illegally occupied the factory and other assets of the Company till 15-05-2012 misrep- resenting himself as Managing Director.

An Extra Ordinary General Meeting was held under the observation of the Advocate Observer appointed by the Hon''ble High Court of Andhra Pradesh on 26.06.2011. At the said meeting all the resolutions unanimously as pro- posed in the notice calling the meeting issued by Mr. V.N. Sunanda Reddy were approved. It is worthwhile to note that the said Extra Ordinary General Meeting was attended by shareholders holding 53,79,770 shares rep- resenting 52.73% of the total equity capital of 1,02,01,300 shares of SSOL. The Advocate Observer filed his report with the Hon''ble High Court of Andhra Pradesh on 29.06.2011.

In a Company Petition No.14/2007 with Hon''ble Com- pany Law Board, Additional Principle Bench, Chennai, has held all the acts of Mr.B.Subba Reddy as null and void. Therefore, the Company is no way responsible/ li- able for all acts, transactions, operations and other fill- ings done by Mr.B.Subba Reddy during his illegal occu- pation. Mr.B.Subba Reddy challenged the said Order of Hon''ble Company Law Board in the Hon''ble High Court of A.P which has been dismissed upholding the Order of Hon''ble Company Law Board.

According to the said Orders the acts & transactions done, bank accounts operated, various statutory returns filed misrepresenting the facts by Mr.B.Subba Reddy during his illegal occupancy of factory are null and void. Accordingly the Company is no way responsible or liable for any of those acts or transactions or any other.

Mr.B.Subba Reddy has misappropriated some of the as- sets & funds and brought the plant & equipment to a dilapidated condition without proper usage and maintenance. Due to lack of proper security to the plant & machinery valu- able items have been removed. The Company has filed a private criminal & civil complaint against Mr.B.Subba Reddy to recover the damages caused to the Company.

In view of the above, financial statements have been pre- pared in all material respects and in line of the Orders of Hon''ble Company Law Board in the Company Petition No. 14/2007 by Mr.V N.Sunanda Reddy whose, position as Man- aging Director has been upheld by the said Order.

On 16.05.2012, Mr. V N Sunanda Reddy, the present Man- aging Director has taken possession of the company and immediately started the revival work. At the time of taking possession it was observed that the machinery and equip- ment of the company are in dilapidated condition. All the cables, transformer, CTPT, MCC & PCC panels are tam- pered. The Auxiliary equipment of Reactors such as digital thermometers, Censors, Push Button stands are removed / sold out. Similar is the fate of Generators, Nitrogen Plant, Air Compressors, and (3) chilling plants. At the time of tak- ing possession it is observed that the plant is without any watch and ward staff. There is no stock of any raw materials or finished goods. The same fact is also informed to Central Excise Department vide our letter dated 16.05.2012. No statutory records pertaining to Finance, Central Excise, sales and purchases, Commercial Taxes, PF, ESI, Secretarial records etc, are available in the company''s Registered Of- fice. The Registered Office is without any watch and ward staff and without any records.

The present management infused more than Rs. 300 Lacs jor revival of the company and restored all the Machinery and Equipment. The entire cables, lights, transformer, CTPT, MCC & PCC panels are totally replaced and brought back the company to working condition and started renewing all the licenses.

Now the present management is contemplating for contract manufacturing work.

The company is confident of resolving all the issues and to improve its performance.

STATUS WITH BIFR:

The Net worth of the company eroded as per the audited accounts as on 31.03.1996 and hence a reference was made to Hon''ble Board for Industrial and Financial Reconstruction (BIFR) as required under Sections 15 of the Sick Indus- trial Companies (Special Provisions) Act, 1985 and reg- istered as Case No. 91/97. IDBI was appointed as Oper- ating Agency. The Hon''ble BIFR sanctioned a Scheme for revival of sick company (SSOL) vide its orders dt. 12.02.2002. The Board subsequently sanctioned a modi- fied scheme vide its order dt. 27.01.2005. The company cleared the SBI and IDBI dues through One Time Settle- ment in 2002 and 2005 respectively.

Meanwhile on 20.10.2006, Mr. B. Subba Reddy, the then Director and share holder of the Company illegally and forcibly occupied the Company. Aggrieved by the actions of Mr. B. Subba Reddy, Mr. V. N. Sunanda Reddy ap- proached the Hon''ble Company Law Board by filling Com- pany Petition No: 14 of 2007. The Hon''ble Company Law Board vide its Judgment dt. 14.08.2009 allowed Com- pany Petition and held that all the actions of Mr. B. Subba Reddy are null and void. Mr. B. Subba Reddy has chal- lenged the Hon''ble Company Law Board order by filling a Company Application No: 22/09 before Hon''ble High Court of A.P The Company application was dismissed uphold- ing the orders of Hon''ble Company Law Board on 22.02.2012. Mr. V. N. Sunanda Reddy has taken re- possession of the company on 16.05.2012 and started renovation of the company. The Civil Court at Sanga Reddy, Medak Dist, on a suit filed by Mr. V. N. Sunanda Reddy in an interim order prohibited Mr. B. Subba Reddy in interfering with the management of the company. These fact were also reported to the Hon''ble BIFR.

The Hon''ble BIFR in its proceedings dt. 29.03.2012 di- rected IDBI which is a Monitoring Agency to submit a comprehensive status report along with its comments on the Company. The IDBI submitted its report to BIFR on 21.09.2012.

The Company has already submitted a draft Revival Scheme indicating that the present management is ready to induct upto Rs. 4,00,00,000/- (Rupees Four Crores Only) for the revival of the company and requested for several reliefs. The next hearing of BIFR is on 11.04.2013.

DIRECTORS

Mr. Y. Ramachandra Reddy, E. Rama Subba Reddy and G. Chandra Mouliswar Reddy have regisgned as direc- tors of the company w.e.f. 23.11.2006. The Board places on record their appreciation for the valuable services ren- dered by them during their tenure.

At the ensuing Annual General Meeting Sri. N. Gangi Reddy and Sri. Y.V. Ratna Kumar retire by rotation being eligible offer themselves for reappointment.

PARTICULARS REQUIRED U/ S 217(2A) OF THE COMPA- NIES ACT, 1956, R/ W THE COMPANIES (PARTICU- LARS OF EMPLOYEES) RULES, 1975, FOR THE YEAR UNDER REVIEW ARE AS UNDER:

No employee of the Company was in receipt of remunera- tion, during the financial year 2006-2007, in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employ- ees) Rules 1975 as amended.

FIXED DEPOSITS

The Company has not accepted any deposits which cover under the section 58A of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

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

i. In preparation of annual accounts for the financial year ended 31st March, 2007 the applicable Accounting Standards have been followed.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and esti- mates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the finan- cial year ended 31st March, 2007 and of the profit and loss of the Company for the year.

iii. The Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance with the provisions of the Company Act, 1956 for safeguarding the assets of the Company and for pre venting and detecting fraud and other irregularities and

iv. The Directors have prepared the annual accounts on a going concern'' basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORP- TION, FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, the information is given as Annexure to this report.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of Clause 49 of the Listing Agreement entered with the Stock Exchanges. Report on Corporate Governance including Auditor''s certificate on compliance with the code of Cor- porate Governance under Clause 49 of the Listing Agree- ment is enclosed as Annexure to this report.

MANAGEMENT DISCUSSION AND ANALYSIS

A report on the Management Discussion and Analysis for the year under review is annexed hereto and forms part of the Annual Report.

AUDITORS

M/s. VDNR & Associates, Chartered Accountants have been appointed as Staturoty Auditors of the Company t hold office until the conclusion of Annual General Meet- ing to be held for the financial year 2011-2012 at the ex- tra-ordinary general meeting held on 18th March, 2013. As such M/s VDNR & Associates, Chartered Accoun- tants will continue to hold office until the conclusion of Annual Geneeral Meeting to be held for the year 2011 -12.

ACKNOWLEDGEMENTS

Your Directors wish to exprerss their gratitude to the Central and State Governments, investors, analysts, fi- nancial institutions, banks, business associates and customers, the medical profession, distributors and sup- pliers for their whole-hearted support. Your Directors com- mend all the employee of your Company the their contin- ued dedication, significant contributions, hard work and commitment.

For and on behalf of the Board of Directors

Sd/-

VN SUNANDA REDDY

Managing Director

Place: Hyderabad.

Date: 28-03-2013

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