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Directors Report of Shakti Pumps (India) Ltd.

Mar 31, 2016

The Directors have great pleasure in presenting the 21st Annual Report and the Company''s Audited Financial Statement for the financial year ended March 31, 2016.

Financial Highlights

The financial Summary

(Rs. In Lacs)

Particulars

2015-16

2014-15

Sales & Other Income

27,222.22

30,997.50

Profit before Finance Cost, Depreciation & Tax

2,949.70

5,801.48

Less: Finance Cost

1,400.60

1,316.64

Depreciation & Amortization Expenses

1,206.25

982.36

Profit before Tax

342.84

3,502.47

Current Tax

73.79

880.04

Deferred Tax

71.55

50.04

Profit after Tax

197.50

2,572.02

Financial Performance

During the year, your Company has registered sales and other income Rs.27, 222.22 Lacs as compared to Rs.30997.50 Lacs during previous year, a decrease of 12.18% while the domestic sales up by 7.36% to Rs.15, 147.84 Lacs, export sales declined by 28% to Rs.11, 236.94 Lacs. This was primarily due to slackness in international market as a result of its lower sales and corresponding impact of operational leverage. The Company earned profit before depreciation, interest and tax of Rs.2949.70 Lacs as against Rs.5801.48 Lacs in the previous year. Company has already taken effective steps to improve the earnings and is confident of attaining better results during the year.

Dividend

The Board has paid a dividend at the stipulated rate of Rs.15 per share on the 15% compulsory convertible Preference Shares of Rs.100/- each of the Company for the year ended March 31, 2016. Considering the Company''s performance and financial position for the year under review, the Board has also recommended a dividend of Rs.1.5/- (15%) per fully paid-up Equity Share of Rs.10/- each of the Company, for the year ended March 31, 2016, subject to the approval of the Members at the ensuing Annual General meeting. The Compulsory Convertible Preference Shares has been converted into equity shares on 9th May, 2016. Therefore the holders of equity shares after conversion is not entitled to receive dividend declared on equity shares.

Transfer of Reserve

Company has transferred/utilized a sum of Rs.2,51,15,690/form Reserves for distributing dividend as there was no sufficient accrual during the current year for distribution of dividend.

Listing Information’s

The shares of the Company are listed with the BSE Limited and also at National Stock Exchange of India Limited (NSE).

Share Capital

There is no change in the authorized share capital of the company and the authorized share capital of the Company as on 31st March, 2016 is Rs.40, 00, 00,000. The paid up share capital of the Company as on 31st March, 2016 is Rs.31,74,37,930/- During the year under review the Company has not issued any Equity shares.

Subsidiaries, Joint Ventures and Associates Companies

As on March 31, 2016 your Company is having following Subsidiaries:

1. Shakti Pumps LLC, USA

2. Shakti Pumps FZE, UAE

3. Shakti Pumps PTY LTD Australia

There has been no material change in the nature of the business of the Company and its Subsidiary. The Consolidated Financial Statement of the Company prepared as per the Accounting standards AS-21, AS-23, & AS-27, Consolidated Financial Statement of the company with its Subsidiaries have also been included as part of this Annual Report.

Directors Responsibility Statement

As required by section 134 (3) (c) of Companies Act 2013. Your Directors state that:

a) In the preparation of the annual accounts for the year ended March 31, 2016, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2016 and of the profit of the Company for the year ended on that date;

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Directors have prepared the annual accounts on a ''going concern'' basis;

e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Management Discussion and Analysis Report

The Management Discussion and Analysis forms an integral part of this Report and gives detail of the overall industry structure, developments, performance and state of affairs of the Company''s various businesses, in domestic and International pump business, internal controls and their adequacy, risk management systems and other material developments during the financial year.

Corporate Governance

Corporate Governance is an ethically driven business process that is committed to values aimed at enhancing an organizations brand and reputation. The Companies Act, 2013 and amended Listing Agreement and SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 have strengthened the governance regime in the country. The Company is in compliance with the governance requirements provided under the new law and had proactively adopted many provisions of the new law, ahead of time. The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI.

A separate report on Corporate Governance is provided together with a Certificate from the Statutory Auditors of the Company regarding compliance of conditions of Corporate Governance A Certificate of the MD and CFO of the Company, inter alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal control measures and reporting of matters to the Audit Committee, is also annexed.

Deposits

During the financial year 2015-16, the Company has not accepted any deposit within the meaning of Section 73 and 74 of the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014.

Details of Significant and Materials Order Passed by the Regulators, Courts, Tribunal

No significant and material order has been passed by the regulator, courts, tribunals impacting the going concern status and Companies operations in future.

Corporate Social Responsibility

In line with provision of the Companies Act, 2013, the Company has framed its Corporate Social Responsibility (CSR) policy for the development of programs and projects for the benefit of weaker sections of the Society and the same has been approved by CSR Committee and the Board of Directors of the Company.

CSR policy has been uploaded on the Company''s website at www.shaktipumps.com. Pursuant to requirements under section 135 and rules made there under a Report on CSR activities and initiatives taken during the in prescribed format is given in Annexure I which is annexed hereto and forms part of Director report.

Risk Management

Risk management is the process of identification, assessment, and prioritization, of risk followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/ or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid a comprehensive risk assessments and minimization procedure which is reviewed by the audit committee and approved by Board.

Internal Financial Control

According to Section 134(5)(e) of the Companies Act, 2013 the term Internal Financial Control (IFC) means the policies and procedures adopted by the company for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.

Contracts and Arrangements with Related Parties

All transactions entered with related parties during the financial year 2015-16, were on an arm''s length basis and were in ordinary course of Business and the provisions of Section 188 of the Companies Act, 2013 are not attracted. Therefore a NIL report attached in form AOC-2 as Annexure II. Further, there are no materially significant related party transactions during the year made by the Company with promoter, Directors, Key Managerial personnel or other designated persons which may have potential conflict with the interest of the Company at large.

All related party transaction is placed before the audit committee for approval. Prior omnibus approval of the audit committee is obtained for the transaction which is of a foreseen and repetitive nature. Transaction entered into pursuant to omnibus approval so granted along with statements giving details of all related party transaction are placed before the audit Committee.

In line with the requirements of the Companies Act, 2013 and SEBI Listing Regulation 2015, the Company has formulated a Policy on Related Party Transactions which is also available on Company''s website at www.shaktipumps.com.

Directors

Mr. Ramesh Patidar Whole-Time Director (DIN 00931437) retires from the Board by rotation and being eligible, offer himself for reappointment. The above is subject to approval of the Shareholders in the ensuing Annual General Meeting.

Policy on Director''s Appointment and Remuneration and Other Details

The Remuneration Policy of the Company is designed to attract, motivate and retain manpower in a competitive and international market. The policy reflects the Company''s objectives for good corporate governance as well as sustained long-term value creation for shareholders. The Remuneration Policy applies to the Company''s senior management, including its Key Managerial Person and Board of Directors. The Nomination and Remuneration Policy for the members of Board and Executive Management is available on the Company''s website, www.shaktipumps.Com.

Annual Evaluation of Board''s Performance

In accordance with the provisions of Schedule IV of the Companies Act 2013, a Separate Meeting of the Independent Directors was held on November 06, 2015 without the attendance of Non-Independent Directors and Members of the Management. The Committee has reviewed the performance and effectiveness of the Board in this meeting as a whole for the Financial Year 2015-16.

Key Managerial Personnel

The Key Managerial Personnel (KMP) in the Company as per Section 2(51) and 203 of the Companies Act, 2013 are as follows:-

Mr. Dinesh Patidar: - Managing Director (DIN: 00549552)

Mr. Sunil Patidar: - Whole Time Director (DIN: 02561763)

Mr. Ramesh Patidar:- Whole Time Director (DIN: 00931437)

Mr. Akhilesh Maru: Chief Financial Officer

Mr. R. Shadananan: Company Secretary & Compliance Officer (w.e.f. 1st May, 2015)

Number of Meetings of the Board

The details of the number of Board Meetings and Audit Committee meetings of the Company are set out in the Corporate Governance Report which forms part of this Report.

Disclosure Relating to Remuneration of Directors, Key Managerial Personnel and Particulars of Employees:

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as marked as Annexure III.

Disclosure by Independent Directors

All Independent Directors have given their declarations that they meet the criteria of independence as laid down under section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement/Relevant Provisions of SEBI Listing Regulations.

-Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressed) Act, 2013.

The company has a policy and it provides for protection against sexual harassment of woman at work place and for prevention and redressed of such complaints. The Company has zero tolerance on Sexual Harassment at workplace. During the year under review, no complaints were received against the sexual harassment at workplace.

Auditors

The Companies auditors M/s Vinay Gandhi & Associates, Chartered Accountants, who are the statutory auditors of the Company, hold office till the conclusion of the forthcoming AGM and being not eligible for reappointment have tendered their resignation. Pursuant to the provisions of section 139 of the Companies Act, 2013 and the Rules framed there under, it is proposed to appoint M/s Modi Manoj & Co., Chartered Accountants having Firm Registration No. 030165N, New Delhi, who have given their consent as per the provisions of section 139 (1) to act as Statutory Auditors of the Company from the conclusion of the forthcoming AGM till the conclusion of the twenty-fifth AGM to be held in the year 2021, subject to approval of Members in Annual General Meeting. The Notes on financial statement referred to in the Auditors'' Report are self-explanatory and do not call for any further comments. The Auditors'' Report does not contain any qualification, reservation or adverse remark.

Secretarial Auditor

The Board has appointed M/s M. Maheshwari & Accociates, Company Secretary to conduct the Secretarial Audit of the Company for the financial year 2015-16. The Secretarial Audit Report is annexed herewith "Annexure IV" to this Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Cost Auditor

As per the requirement of Central Government and pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company has been carrying out audit of Cost Records.

The Board of Directors, on the recommendation of Audit Committee, has appointed M/s. Mihir Turkhia & Associates, Cost Accountant, as Cost Auditor to audit the cost accounts of the Company for the Financial Year 2016-17 at a remuneration of Rs.50, 000/- As required under the Companies Act, 2013. a resolution seeking members'' approval for the remuneration payable to the Cost Auditor forms part of the Notice convening the Annual General Meeting.

Extract of Annual Return

-The extract of Annual Return as on March 31, 2016 in the prescribed Form No. MGT-9, pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12 (1) of the Companies(Management and Administration) Rules, 2014 is attached herewith as "Annexure V" and forms part of this Report.

Vigil Mechanism

The Company has framed a Vigil Mechanism/Whistle Blower policy to deal with unethical behavior actual or suspected fraud or violation of the Companies Code of Conducts or ethics policy, if any. The Vigil Mechanism/ Whistle Blower policy has been uploaded on the website of the Company.

Particulars of Loans given, Investments made, Guarantees given and Securities provided

The Details of loans, guarantees or investments covered under the provision of under Section 186 of the Companies Act, 2013 are given in the Note to the Financial Statement.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is set out herewith as "Annexure VI" to this Report.

Acknowledgement

The Directors of the Company wish to convey their gratitude and place on record their appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year.

The Directors sincerely convey their appreciation to customers, shareholders, vendors, bankers, business associates, regulatory and government authorities for their continued support.

For and on behalf of the Board of Directors

Place: Pithampur Dinesh Patidar

Dated: 26.07.2016 Chairman & Managing Director

(DIN: 00549552


Mar 31, 2014

Dear Shareholders,

The Directors are pleased to present the 19th Annual Report and the audited accounts for the financial year ended March 31, 2014

Financial Results

The financial performance of the Company, for the year ended March 31, 2014 is summarized below:

1. Financial Results

(Rs. In Lakhs)

F.Y. 2013-14 F.Y. 2012-13

Revenue 30674.17 21689.92

Operating Profit Before Interest, Depreciation and Tax 5505.20 3838.36

Interest and other Financial Charges (Net) 1258.61 1218.45

Depreciation and Amortization 676.71 500.53

Provision for Taxation 918.53 274.77

Net Profit 2651.34 1844.59

Appropriations

Proposed Dividend on Equity Shares 304.87 152.43

Tax on Proposed Dividend 51.81 24.72

2. Dividend

Your Directors have recommended a dividend of Rs.2.00 per Equity Share for the financial year ended March 31, 2014, amounting to Rs.356.68 Lakhs (inclusive of tax ofRs.51.81 Lakhs).

3. Company''s Performance

During the year, your Company has registered a revenue of Rs. 30674.17 Lakhs as compared Rs. 21689.92 Lakhs showing an increase of 41 % over the previous year turnover. The export of the Company increased from Rs. 13822.42 Lakhs to Rs. 20751.45 Lakhs showing an increase of 50 % over previous year and the company has registered domestic sales of Rs. 8903.78 Lakhs as compared to Rs. 7211.11 Lakhs showing an increase of 23.46 % over the previous year.

The Company earned profit before depreciation, interest and tax of Rs. 5505.20 Lakhs as against Rs. 3838.36 Lakhs in the previous year, showing a growth of 43 % over previous year.

4. International Business

Complying with the company''s policy of extensive global growth, The company is assiduously working towards achieving a strong presence in BRICS, G20, European Union and other growing countries of the world in the coming years. Further, efforts are also on to increase the Dealer Network to 100 more in the next 2 years as a way to complement the growth.

The company is having two overseas subsidiaries, one in USA and another in UAE. Going ahead the company is also planning to establish its third wholly owned subsidiary in Australia to expedite the delivering process in Australian continent.

5. Outlook

A two trillion dollar economy catering to a billion-plus population! The statement sums up adequately the vast opportunities that lie ahead of India. As per various studies, the economy of India is the tenth-largest in the world by nominal GDP and the third-largest by purchasing power parity (PPP). The country is one of the G-20 major economies and a member of BRICS. According to the IMF, India is the 19th-largest exporter and the 10th-largest importer in the world.

More so, in the agricultural sector, as this happens to be the country''s main occupation even today! Naturally, we at Shakti Pumps are optimistic about leveraging high-sales in agricultural pumps in the coming times. After all, it has also been observed that India ranks second worldwide in farm output. And despite a steady decline of its share in the GDP, agriculture is still the largest economic sector and a significant piece of the overall socio-economic development of India.

In the international market too, we are confident of increase in order intakes as also sales revenue, despite modest growth in global economy. Essentially because Shakti Pumps are in demand across more than 100 countries today- a figure that is likely to grow up further in the coming years. And so by 2020-21, we aim at achieving top line ofRs. 5500 crore with the net margin of 9-10%

6. Govt. Policies

Ministry of New and Renewable Energy (MNRE) has taken to popularize solar pumping solutions with the help of various state governments. It is certainly a matter of great pride that for quite some time now, our pumps are being made available to the farmers/institutions in Madhya Pradesh, Chhattisgarh & Rajasthan at the recommendation of MNRE as also the state government.

7. Other Growth Plans

With strong R&D to our side, we are now also focusing on industrial and agricultural pumps in a big way so as to meet the requirements of institutional as also Govt. businesses. Expansion of our standard business, continued development of products and concentrated efforts to further improve after- sales service- will also be our top priority.

Innovation and R&D are factors that contribute to long sustainability. Thus, we also have plans to launch many new products like high capacity solar pumps. In the same way we have plans to enhance the range of booster pumps, open well pumps, hydro- pneumatic systems as also updating other products as per customer requirements. We are also in process of developing high quality energy conservative sewage pumps, slurry pumps, waste water pumps, hot water pumps, etc.

8. Directors

As per the provisions of the Companies Act, 2013, Mr. Ramesh Patidar (DIN: 00931437) will retire in the ensuring Annual General Meeting and being eligible, seek re-appointment.

Our non-executive (independent) directors were appointed as directors liable to retire by rotation under the provisions of the erstwhile Companies Act, 1956. The Board of Directors has been advised that non-executive (independent) directors so appointed would continue to serve the term that was ascertained at the time of appointment, therefore, it stands to reason that only those non- executive (independent) directors who will complete their present term at the ensuing Annual General Meeting of the Company, being eligible and seeking re-appointment be considered by the shareholders for re-appointment for a term as per resolutions.

Ms. Pooja Mahajan appointed as Nominee Director as IFCI Venture''s nominee under Green India Venture Fund (GIVF) with effect from December 11, 2013.

Ms. Poonam Garg withdrawal as Nominee Director as IFCI Venture''s nominee under Green India Venture Fund (GIVF) with effect from December 11, 2013.

9. Directors'' Responsibility Statement

Pursuant to requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, the Directors confirm:

a. That in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanations relating to material departures;

b. That the Directors selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as March 31, 2014 and of the profit of the Company for the year ended on that date;

c. That the Directors took proper and sufficient care to maintain adequate accounting records in accordance with provisions of the Companies Act, 1956 for safeguarding the Company''s assets and for preventing and detecting fraud and other irregularities;

d. That the Directors prepared the Annual Accounts on a going concern basis;

e. That the Company has adequate internal systems and controls in place to ensure compliance of laws applicable to the Company.

10. Human Resource Development

At Shakti Pumps, our inherent strength is determined by our highly skilled and motivated workforce. It is their collective passion and commitment that has helped the organisation to scale great heights.

All in all, we sincerely believe that our employees are the most valuable assets of the Company. Which is why, we constantly focus on encouraging innovation, meritocracy and attaining excellence.

11. Corporate Social Responsibility

In accordance with the company''s ethos, SEVA - a Shakti Foundation was started in Nov.2012. Established as a non-profit trust, the initiative aims at contributing towards the welfare of the destitute, rural poor and economically disadvantaged section of the society. In this regard, we express our gratitude to the honorary members of the Trust for their unfathomable support to the cause.

12. Internal Control System

The Company has a well placed, proper and adequate internal control system, which ensures that the efficiency and profitability of operations, the reliability of information, adhering to rules regulations, that all assets are safeguarded and protected, and that the transactions are authorized, recorded and reported correctly.

13. Fixed Deposits

The Company did not accept any public deposit and, as such, no amount on account or principal or interest on public deposits was outstanding as on the date of the balance sheet.

14. Transfer to investor education & protection fund

During the year, the Company has transferred a sum of Rs. 59,168/- to Investor Education & Protection Fund, the amount which was due & payable and remained unclaimed and unpaid for a period of seven years, as provided in Section 205C (2) of the Companies Act, 1956.

15. Particulars of employees

No employee was in receipt of remuneration exceeding the limits set out under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

16. Insurance

All insurable interests of the Company including inventory, building, plant and machinery and others are adequately insured.

17. Auditors

M/s Vinay Gandhi & Associates, Chartered Accountants, who are the Statutory Auditors of the Company, hold office, in accordance with the provisions of the Act till the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment.

18. Cost Audit

M/s Mihir Turkhia & Associate, Cost Accountant, who is the Cost Auditor relating to Pumps and Motors for the year ended March 31, 2014. The Cost Audit Report for the Financial Year 2012-13 was filed by the Company within the prescribed due date. The Cost Audit Report for the Financial Year 2013-14 is expected to be filed within the prescribed time.

19. Secretarial Audit Report

As a measure of good Corporate Governance practice, the Board of Directors appointed Mr. Manish Maheshwari, Practicing Company Secretary, to conduct the Secretarial Audit. The Secretarial Audit Report for the financial year ended March 31, 2014 is provided in the Annual Report.

20. Corporate Governance Report and Management Discussion and Analysis Statement.

The Company is committed to maintaining the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI.

A report on Corporate Governance is attached to this Report as also a Management Discussion and Analysis Statement.

21. Conservation of energy, technology absorption, foreign exchange earnings and outgo

Details of energy conservations as also research and development activities undertaken by the Company along with the information in accordance with the provisions of Section 217 (1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, are given as an Annexure-I to the Directors'' Report.

22. Acknowledgment

The Directors wish to convey their appreciations to all of the Company''s employees for their enormous personnel efforts as well as their collective contributions to the Company''s performance.

The Directors thank shareholders, customers, dealers, suppliers, bankers, Government of India, the Government of various countries, the concerned State Governments, Government departments and Government agencies for the continuous support given by them to the Company and their confidence in its management.

For and on behalf of the Board of Directors

SD/-

Dinesh Patidar

Chairman and Managing Director

Place: Pithampur Date : May 14, 2014


Mar 31, 2013

The are delighted to present the report on our business and operations for the year ended March 31, 2013

1. Result of Our Operations

(In Lakhs) 2011-12 2012-13

Gross Turnover 19305.81 21033.54

Operating Profit Before Interest, Depreciation and Tax 3195.36 3838.36

Interest and other Financial Charges (Net) 929.04 1218.46

Depreciation and Amortisation 405.15 500.53

Provision for Taxation 443.72 274.77

Net Profit 1417.45 1844.59

Add: Balance brought forward from the previous year 1417.45 1844.59

Profit Available for Appropriation Appropriations

Proposed Dividend on Equity Shares 140.43 152.44

Tax on Proposed Dividend 22.78 24.28

General Reserve 1237.21 1667.87

2. Dividend Based on Company''s performance, the Directors are pleased to recommend for approval of the members a final dividend of Re.1/-per share for the financial year 2012-13. The final dividend, if approved by the members would involve a cash outflow of H176.72 Lakhs including dividend tax.

3. Company''s Performance

During the financial year 2012-13, the global economic environment was on a slow growth path. During the year, your Company has registered a turnover H21033.54 Lakhs as compared H19305.81 Lakhs showing an increase of 9% over the previous year turnover. The export of the Company increased from H11125.61 Lakhs to H13822.43 Lakhs showing an increase of 24.23% over the previous year owing to enhanced production and better product/market penetration.

The Company earned profit before depreciation, interest and tax of H3838.36 Lakhs as against H3195.36 Lakhs in the previous year, showing a growth of 20%

4. Future Outlook

Despite only moderate growth in the global economy, we except order intake and sales revenue to grow in coming years. In next three years we incline to achieve top line of H600 crore with the net margin of 9-10%. We have plans to register our presence in all BRICS, G20 and European Union and in other growing countries in coming years. Shakti is also committed to increase the Branch Network to 30 and Dealer network to 100 in coming two year. We assume in coming years, govt. focus will be on energy, conservation with star rated pumps and international focus on renewable energy products like solar pumps will drive our growth. Solar pumping solutions are the next big buzz in the sector as many state govt. with MNRE are coming up with solar pumping projects. With our strong R&D capabilities we are moving towards industrial pumps, solar pumps to target institutional and Govt. business. We have also plans to set up or acquire small plants in other region of the country so we can cater across regions in coming two years. Expansion of the standard business, continued development products and after sales service will be important priorities.

Innovation and R&D is the key of long sustainability, we have plans to launch many new products like high capacity solar pumps, enhance the range of booster pumps, upgraded open well pumps, and hydro pneumatic systems and update products as per customer requirements. We are also in process to develop high quality energy conservative sewage pumps, slurry pumps, waste water pumps, hot water pumps etc.

5. Directors

Mr. Navin Patwa retires by rotation and being eligible, offer himself for re-appointment.

Mr. S.S. Raghuwansi retires by rotation and being eligible, offers himself for re-appointment.

6. Directors'' Responsibility Statement

Pursuant to requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, the Directors confirm: 1. That in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanations relating to material departures.

2. That the Directors selected such accounting policies and applied them consisting and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of financial year and of the profit of the Company for 2012-13.

3. That the Directors took proper and sufficient care to maintain adequate accounting records in accordance with provision of the Companies Act, 1956 for safeguarding the Company''s assets and for preventing and detecting fraud and other irregularities.

4. That the Directors prepared the Annual Accounts on a going concern basis.

7. Human Resource Development

SHAKTI draws its strength from a highly engaged and motivated workforce, whose collective passion and commitment has helped the organisation scale new heights. Our employees are the most valuable assets of the Company. We encourage innovation, meritocracy and the pursuit of excellence.

8. Shakti Foundation

We established the Shakti Foundation in November, 2012, as a non-profit trust to support our social initiatives. The foundation supports programs and organisation devoted to the welfare of the destitute, rural poor, and economically disadvantaged section of the society.

We express our gratitude to the honorary trustees of the Foundation for contributing their valuable time and energy to its activities.

9. Awards/Recognitions

During the year, the Company received various awards and recognitions, some of which are given below:

- Awarded "2012 EPC Outstanding Pump Company award"

- Awarded "Best SEZ Exporter" & Second Runner-up for the category "Best Manufacturer-Exporter (Medium) –''ECGC- D&B Indian Exporters'' Excellence Awards 2012'' by ECGC- D&B.

- Awarded "POWER BRANDS RISING STATR-2013" at Las Vegas by Glam me awards Planman Consulting.

10. Internal Control System

The Company has a well placed, proper and adequate internal control system, which ensures that all assets are safeguarded and protected and that the transactions are authorised, recorded and reported correctly.

11. Fixed Deposits

The Company did not accept any public deposit and, as such, no amount on account or principal or interest on public deposits was outstanding as on the date of the balance sheet.

12. Particulars of employees

No employee was in receipts of remuneration exceeding the limits set out under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

13. Insurance

All insurable interests of the Company including inventory, building, plant and machinery and others are adequately insured.

14. Auditors

The Auditors M/s Vinay Gandhi & Associates, Chartered Accountants, Indore shall cease to hold office at the end of the ensuring Annual General Meeting and being eligible offers themselves for re-appointment.

15. Cost Audit

The Report of M/s Mihir Turkhia & Associate, Cost Accountant, relating to Pumps and Motors for the year ended 31st March, 2013 will be submitted to the Central Government in due course.

16. Secretarial Audit Report

As a measure of good Corporate Governance practice the Board of Directors appointed Mr. Manish Maheshwari, Practicing Company Secretary, to conduct the Secretarial Audit. The Secretarial Audit Report for the financial year ended March 31, 2013 is provided in the Annual Report.

17. Corporate Governance Report and Management Discussion and Analysis Statement.

The Company is committed to maintained the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI.

A report on Corporate Governance is attached to this Report as also a Management Discussion and Analysis Statement.

18. Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed under Section 217(1) (e) of the Act, read with the Companies (Disclosure of Particulars in the Annexure to this Report)

19. Acknowledgement

The Directors thank the Company''s customers, vendors, investors, business associates, banker''s, academic institutions for their support to the Company.

The Directors also thank Government of India, the Government of various countries, the concerned State Governments, Government departments and Government agencies for their co-operation.

The Directors also wish to place on record their deep sense of appreciation for the committed services by the executives, staff and workers of the Company.

For and on behalf of the Board of Directors

Place: Pithampur Dinesh Patidar

Date: 12th August, 2013 Chairman and Managing Director


Mar 31, 2012

The Directors have pleasure in pursuing their 17th Annual Report along with the audited accounts of the Company for the year ended 31st March, 2012.

1. Financial Review

Financial Results 2010-11 2011-12

Gross Turnover 13493.23 19305.81

Operating profit 2557.51 3195.36

Interest and other financial charges (Net) 607.87 929.04

Depreciation and amortization 299.24 405.15

Provision for taxation 318.81 4.43

Net Profit After Tax 1331.59 1417.45

Profit Available for Appropriation 1331.59 1417.45

Appropriations

Proposed dividend on equity shares 140.43 140.43

Tax on proposed dividend 23.32 22.78

General reserve (after necessary 1158.77 1237.21 appropriation)

2. Dividend

Your Directors recommend for approval of the members a final dividend of 10% (Re.1/-per share) for the financial year 2011-12. The final dividend, if approved by the members would invoke a cash outflow of Rs.16322047/- including dividend tax.

3. Operating Result and business

Overall 2011-12 has been a satisfying year. During the year, your Company has registered a turnover Rs. 19,305.81 lakhs as compared Rs. 13493.23 lakhs showing an increase of 43% over the previous year turnover. The revenues generated from exports increased from Rs.7589.26 lakhs to Rs.11125.61 lakhs showing an increase of 46.59% over the previous year.

The Company earned operating profit of Rs.3195.36 lakhs as against Rs.2557.51 lakhs in the previous year, showing a growth of 24.94%.

4. Future Outlook

The Company expects to generate 35% annual revenue growth around 9% net margin leading to a turnover of Rs.500 cr by 2015, strengthening our investable surplus.

The Company leveraged its rich product understanding to expand to the manufacture of alternative pumps with diverse applications. Some of the upcoming products are as like:

1. SHAKTI BOOSTER MODEL

Applications-

- Seal-less pumps

- Pumps capable of coping with high system pressures

- High heads

- Quiet operation

- Minimum maintenance

- Water treatment capabilities such as:

- Reverse osmosis in domestic water supply systems

- Utilisable in hospitals, laboratories as well as chemical, electronics and metal industries

- ultra-filtration in chemical and galvanic industries

- Utilisable in painting workshops, metal and mineral industries

- Liquid transfer

- Pressure boosting

- Closed circulation systems with a high static pressure

2. CRP PUMPS

Application:-

- Domestic Water Supply

- Over-head tanks

- Home pressure boosting

- Construction Sites

- Gardens/Fountains

3. HYDRO PRESSURE BOOSTING PUMPS

Application:-

- Pressure boosting of clear water in high-rise apartments,

- Commercial buildings and row houses in housing projects

- Pressurised water supply in hotels, hospitals and hostels

- Sprinkler irrigation of golf courses, sports fields and large farms

4. SMTR (Immersable Pump)

Application:-

- Suitable for liquid transfer in

- CNC Machines for coolant

- Spark machine tools

- Grinding machines

- Machining centres

- Cooling units

- Industrial washing machines

- Filtering systems

- Lathes

- Swarf conveyors

5. Directors

Mr. Rajkumar Jain retires by rotation and being eligible, offer himself for reappointment.

Mr. S.S. Raghuwansi retires by rotation and being eligible, offers himself for reappointment.

Mr. Navin Patwa appointed as Additional Director

Ms. Poonam Garg appointed as Nominee Director

Mr. Lalit Garg resigned as Independent Director

Mr . P.L. Nene resigned as Independent Director

Mr. S.P. Arora withdrawl as Nominee Director

6. Directors' Responsibility Statement

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956, your Directors confirm that

1. That in the preparation of the annual accounts, the applicable accounting standards were followed along with proper explanations relating to material departures.

2. That the Directors selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of financial year and of the profit of the Company for 2011-12.

3. That the Directors took proper and sufficient care to maintain adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the Company's assets and for preventing and detecting fraud and other irregularities.

4. That the Directors prepared the annual accounts on a 'going concern' basis.

7. Fixed Deposits

The Company did not accept any public deposit and, as such, no amount on account or principal or interest on public deposits was outstanding as on the date of the balance sheet.

8. Particulars of employees

No employee was in receipts of remuneration exceeding the limits laid down under Section 217 (2A) of the Companies Act, 1956.

9. Insurance

All insurable interests of the Company including inventory, building, plant and machinery and others are adequately insured.

10. Auditors

The Auditors M/s Vinay Gandhi & Associates, Chartered Accountants, Indore shall cease to hold office at the end of the ensuring Annual General Meeting and being eligible offers themselves for reappointment.

11. Corporate Governance Report and Management Discussion and Analysis Statement.

A report on Corporate Governance is attached to this Report as also a Management Discussion and Analysis Statement.

12. Cost Audit

The Company has appointed M/s Mihir Turkhia & Associate, cost accountants, as the cost auditors of the Company for the year 2011-12.

13. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

The particulars as prescribed under Section 217(1) (e) of the Act, read with the Companies (Disclosure of Particulars in the Annexure to this Report)

14. Acknowledgement

The Directors thank the Company's customers, vendors, investors, business associates, banker's, academic institutions for their support to the Company.

The Directors also thank Government of India, the governments of various countries, the concerned State Governments, governmental departments and agencies for their cooperation.

The Directors appreciate and value the contribution made by every member of the SHAKTI family across the world.

For and on behalf of the Board of Directors

Place: Pithampur Dinesh Patidar

Date: 8th August, 2012 Chairman and Managing Director


Mar 31, 2011

Dear Members

The Directors have pleasure in pursuing their 16th Annual Report along with the audited accounts of the Company for the year ended 31st March 2011.

1. Financial Review [Rs. in lakhs]

Financial Financial Year ended Year ended 2009-10 2010-11

Gross turnover 13,168.05 13,493.23

Operating profit before interest, depreciation and tax 2,357.32 2,567.73

Interest and other financial charges (Net) 812.47 607.87

Depreciation and Amortisation 348.66 299.24

Provision for taxation 120.70 318.81

Net Profit 1,075.49 1,341.82

Add: Balance brought forward from the previous year - -

Profit Available for Appropriation 1,075.49 1,341.82

Appropriations

Proposed Dividend on equity shares 62.23 140.44

Tax on Proposed Dividend 10.58 23.32

General Reserve - -

Leaving a balance to be carried forward to next year's account 1,002.68 1,178.06

2. Dividend

Based on the Company's performance, the Directors are pleased to recommend for approval of the members a final dividend of Rs.1 per share for 2010-11. The final dividend, if approved by the members would invoke a cash outflow of Rs.1,63,76,291.00 including dividend tax.

3. Operating results and business

Overall 2010-11 has been a very satisfying year. During the year, your Company has registered a turnover Rs.13,493.24 lakhs (from nine month’s operations) as compared with Rs.13,168.05, showing an increase of 37 % (annualised) over the previous year turnover. The exports of the Company increased from Rs.7,590.77 lakhs to Rs. 7,589.26 (from nine month’s operations) showing an (annualised) increase of 33% over the previous year, owing to enhanced production and better product/market penetration.

The Company earned profit before depreciation, interest and tax of Rs. 2,567.73 lakhs as against Rs. 2,357.32 lakhs in the previous year, showing a growth of (annualised) 8.93%.

4. Future outlook

Going ahead, the Company will introduce new products which include:

1. WASTE WATER PUMPS Introduction

The Shakti SAP Waste Water Pumps are used in collection of sewage, effluent, drainage and seepage water in locations such as homes, farms, light commercial buildings and industrial areas. These pumps are used in a variety of industrial, commercial, military, and maritime applications. Examples include agriculture and horticulture, aerospace and defense, construction, food processing, hydrocarbon and petrochemical, power generation, pulp and paper and semiconductor applications. Important specification for our Waste Water Pumps includes maximum discharge flow, maximum discharge pressure, inlet size, discharge size and horsepower. Our Waste Water Pumps have three models viz SAP 12, SAP 35 and SAP 50.

Shakti SAP 12

This is a single stage for pumping clean, non-aggressive water and slightly dirty (grey) wastewater. The pump can be used as portable unit.

- Applications: Groundwater lowering.

- Pumping drainage lowering.

- Pumping in surface water pits with inflow from roof.

- Gutters, shafts, tunnels, among others.

- Emptying of ponds, tanks, among others.

Shakti SAP 35 & SAP 50

This is a single stage submersible pump designed for the pumping dirty, untreated waste water (excluding toilet discharge) and liquids containing fibers from light industry, laundries, among others.

Applications:

- Ground water lowering.

- Pumping in drainage pits.

- Pumping in surface water pits with inflow from roof gutters, tunnels, among others.

- Emptying on ponds, tanks, among others.

- Pumping of fibre - containing wastewater from laundries and industries.

- Pumping of domestic wastewater without discharge from water closets.

2. Single Stage End Suction Close Coupled (Monoblock Pump) The Shakti SNB Single Stage End Suction Close Coupled (Monoblock Pumps) is suitable for water distribution in large- scale irrigation systems.

Applications:

- Industrial pressure boosting

- Industrial liquid transfer

- Irrigation

- Heating, cooling, air-conditioning and circulation plants.

- Fire fighting application

3. Single Stage End Suction Long Coupled

The Shakti SNK Single Stage End Suction Long Coupled Pump is suitable for water distribution in large-scale irrigation systems. These pumps are fabricated using advanced technology from quality raw material. They find their application in diverse industries apart from being used domestically. Durability, high tensile strength and anti-corrosive nature are the other features of the Long Coupled End Suction Pump. These pumps are available in three models viz SNK-32, 40, 50, 65 and 80.

Features:

- The pumps have a back pull design to enable the removal of the motor without dismantling the pump.

- Motors are EFF Class 1.

- The pump can be driven by diesel set or DG set.

Applications:

- Industrial pressure boosting.

- Industrial liquid transfer

- HVAC Irrigation

4. Multistage Centrifugal Immersible Pressure Boosting Pumps

The Shakti STH pump is suitable for Liquid transfer.

Applications:

- Spark machine tools

- Grinding machines

- Machining centers

- Cooling units

- Industrial washing machines

- Filtering systems

- Lathes

- Swarf conveyors

2. UPCOMING MOTOR MODEL

1. Premium 100 & 101 Resin Cooled Motor

Features:

- Hermetically sealed stator. Anti-track, self-healing stator resin prevents motor burn out.

- High efficiency electrical design (Low operation cost, cooler winding temperature)

- Removable 'water Bloc” lead connector.

- Cable material in accordance with regulations of drinking water (KTA approved)

- Water lubricated radial and thrust bearings.

- All motors prefilled and 100% tested. Non-contaminating, water-filled design.

2. Premium 150 Resin Cooled Motor

Application:

These motors operation in 6” diameter or larger water wells. Water lubricated thrust and radial bearing enable maintenance operation.

Advantages:

- Hermetically sealed stator. Anti-track, self-healing stator resin prevents motor burn out.

- Removable 'water Bloc” lead connector.

- Cable material in accordance with regulations of drinking water

- All motors prefilled and 100% tested.

- Send slinger and mechanical seal for high performance in sand.

- Maximum storage temperature -15 degree Celsius to 60 degree Celsius.

3. Premium 150 Resin Cooled Motor

Application:

These motors operation in 8” diameter or larger water wells. Water lubricated thrust and radial bearing enable maintenance operation.

Advantages:

- Hermetically sealed stator. Anti-track, self-healing stator resin prevents motor burn out.

- Removable 'water Bloc” lead connector.

- Cable material in accordance with regulations of drinking water

- All motors prefilled and 100% tested.

- Send slinger and mechanical seal for high performance in sand.

- Maximum storage temperature -15 degree Celsius to 60 degree Celsius.

4. SMG Motors SMG 71, 80, 90, 112 & 132.

Application:

The SMG motors are suitable for the SRN, SH and SJP pumps ranges.

Features:

- The motor body is aluminum.

- The motors are EFF Class 2.

- The motors are available in face mounting and flange mounting.

5. SMMG motors SMMG 112 & 132

Application:

Applications: the SMMG motors are suitable for the SNB & SNK pumps ranges.

Features:

- The SMMG motor Body is CI casted.

- The motors are EFF class 2

- The motors are available in face mounting and flange mounting

5. Directors

Mr. Lalit Garg retires by rotation and being eligible, offer himself for reappointment.

Mr. S. S. Raghuwansi retires by rotation and being eligible, offers himself for reappointment.

Mr. Ramesh Patidar re-appointed as whole-time dicrector for a period of five years.

6. Directors’ responsibility statement

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956, your Directors confirm that

1. That in the preparation of the annual accounts, the applicable accounting standards were followed along with proper explanations relating to material departures.

2. That the Directors selected such accounting policies and applied them consisting and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of financial year and of the profit of the Company for 2010-11.

3. That the Directors took proper and sufficient care to maintain adequate accounting records in accordance with provision of the Companies Act, 1956 for safeguarding the Company’s assets and for preventing and detecting fraud and other irregularities.

4. That the Directors prepared the Annual Accounts on a going concern basis.

7. Fixed deposits

The Company did not accept any public deposit and, as such, no amount on account or principal or interest on public deposits was outstanding as on the date of the balance sheet.

8. Particulars of employees

No employee was in receipts of remuneration exceeding the limits set out under Section 217 (2A) of the Companies Act, 1956.

9. Insurance

All insurable interests of the Company including inventory, building, plant and machinery and others are adequately insured.

10. Auditors

The Auditors M/s Vinay Gandhi & Associates, Chartered Accountants, Indore shall cease to hold office at the end of the ensuring Annual General Meeting and being eligible offers themselves for re-appointment.

11. Corporate Governance Report and Management Discussion and Analysis Statement A report on Corporate Governance is attached to this Report as also a Management discussion and analysis statement.

12. Cost audit

The Report of M/s Mihir Turkhia & Associate, Cost Accountant, relating to Stainless Steel Submersible Pumps and Motors for the year ended 31st March 2011 will be submitted to the central government in due course.

13. Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed under Section 217(1) (e) of the Act, read with the Companies (Disclosure of Particulars in the Annexure to this Report)

14. Acknowledgement

The Directors thank the Company’s customers, vendors, investors, business associates, banker’s, academic institutions for their support to the Company.

The Directors also thank Government of India, the governments of various countries, the concerned state governments, government departments and government agencies for their co- operation.

The Directors appreciate and value the contribution made by every member of the SHAKTI family across the world.

For and on behalf of the Board of Directors

Dinesh Patidar Chairman and Managing Director

Pithampur Distt. Dhar (M.P.) Dated: 30th August, 2011


Jun 30, 2010

The Directors submit the Annual Report of the Company together with the audited statement of accounts for the year ended 30th June 2010.

1.Financial results [Rs. in lacs]

Financial year ended Financial year ended 30th June 2010 30th June 2009

(I) Income from sales Export 7,590.77 5,951.34

General 5,577.28 4,723.24

(II) Other income 76.81 64.69

(III) Operating expenditure 10,887.55 8,993.64

(IV) Profit before interest, depreciation and tax 2,357.31 1,745.64

(V) Interest 812.46 572.05

(VI) Depreciation 348.66 291.55

(VII) Profit before taxes 1,196.19 882.04

(VIII) Provision for taxes 120.70 101.31

(IX) Net profit for the year 1,075.49 780.73

(X) Balance brought forward from previous year 0.00 0.00

(XI) Amount available for appropriation 1,075.49 780.73

Appropriations

(a) Proposed dividends on equity shares 62 23 62.23

(b) Tax on dividends 10.58 10.58

(c) General reserve 0.00 0.00

(d) Balance carried to balance sheet 1,002.68 707.92

2. Dividend

Based on the Companys performance, the Directors are pleased to recommend for approval of the members a final dividend of Rs.1 per share for 2009-10. The final dividend, if approved by the members would invoke a cash outflow of Rs. 72.81 lacs including dividend tax.

3. Operating results and business

Overall 2009-10 has been a very satisfying year. During the year, your Company has registered a turnover Rs.13,168.04 lacs as compared Rs.10,674.58 lacs showing an increase of 23.36% over the previous year turnover. The export of the Company increased from Rs. 5,951.34 lacs to Rs. 7,590.77 lacs showing an increase of 27.55% over the previous year owing to enhanced production and better product/market penetration.

The Company earned profit before depreciation, interest and tax of Rs. 2,357.31 as against Rs. 1,745.64 in the previous year, showing a growth of 35.04%.

4. Future outlook

1. SRN vertical multistage centrifugal pumps

Introduction

The SRN pump is a non-self priming, vertical multistage centrifugal pump.

The inline design enables the pump to be installed in a horizontal one pipe system where the suction and discharge ports are in the same horizontal plane and have the same pipe dimensions. This design provides a more compact pump design and pipe work.

SHAKTI SRN pumps come with various pump sizes and various numbers of stages to provide the flow and the pressure required. SRN pumps are suitable for a variety of applications from pumping of potable water to pumping of chemicals. The pumps are therefore used in a wide diversity of pumping systems where the performance and material of the pump meet specific demands.

The pump unit comprises optimised hydraulics, various types of connections, an outer sleeve, a top and various other parts. SRN pumps are available in various material versions according to the pumped liquid.

Features and benefits

- Reliability

- High efficiency

- Service friendly

- Space saving

- Suitable for slightly aggressive liquids

Applications

The pumps are suitable for liquid transfer in

- Washing systems

- Cooling and air conditioning systems

- Water supply system

- Water treatment system

- Fire fighting system

- Industrial plants

- Boiler feeding system.

2. Eletric motors (energy efficient centrifugal motors)

Introduction

In todays power scenario, we are facing a major power crunch. Day by day, the gap between demand and supply of electric energy is widening at the rate of 3%. Bridging this gap from supply side is very difficult and expensive proposition. The only viable way in handling these crises, in addition to capacity addition, is the efficient use of available energy, which is possible by use of energy devices.

Electric motors are industrys basic need. Electric motors consume around 70% of the total electricity used in the industrial sector. As motors are the largest users of electrical energy, even small efficiency improvements can produce very large savings across the country.

As energy efficient motors produces the same shaft output power but draws less input power than a standard motor. Hence, EE motors consume less electricity than comparable standard motor.

Advantages

- Saves energy and money

- Near uniform efficiency from 50% to 100% of full load ensuring energy savings even at part load condition

- Short payback period

- Substantial savings after payback period

Applications

- Energy efficient motors are specially suited for industries which power intensive and equipments which run on constant load for long duration

Areas of application

- Booster pumps

- Compressors

- Fans

- Blowers

- Mills

- Crushers

- Conveyors

- Ring granulators

- Rubber mills

- Rubber mixers

- Disc refiners

3. Open well submersible pumps

Application of open well submersible pumps

Industrial and public water supply schemes, domestic water supply, lift irrigation schemes. drip/sprinkler irrigation schemes, fire lighting, booster application, cooling water circulation, ornamental fountain installation and air conditioning plants, dewatering of mines, offshore and platforms, among others.

Special features

NO suction and priming problems, No need of pump house, noiseless operations, single shaft for pump and motor ensures permanent correct alignment, high operating efficiency, extremely hardwearing water lubricated bearing, highly durable water cooled rewindable motor, can be easily dismantled and repaired.

5. Directors

Mr. Manu Punnoose has resigned as the Director of the Company w.e.f. 13th July 2010.

Shri Rajkumar Jain retires by rotation and being eligible, offers himself for reappointment.

Shri P. L. Nene retires by rotation and being eligible, offers himself for reappointment.

6. Directors responsibility statement

In accordance with the provisions of Section 217 (2AA) of the Companies Act, 1956, Your Directors confirm that

1. That in the preparation of the annual accounts, the applicable accounting standards were followed along with proper explanations relating to material departures.

2. That the Directors selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of financial year and of the profit of the Company for 2009-10.

3. That the Directors took proper and sufficient care to maintain adequate accounting records in accordance with provision of the Companies Act 1956, for safeguarding the Companys assets and for preventing and detecting fraud and other irregularities.

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

7. Fixed deposits

The Company did not accept any public deposits and, as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

8. Particulars of employees

No employee was in receipt of remuneration exceeding the limits set out under Section 217 (2A) of the Companies Act, 1956.

9. Insurance

All insurable interests of the Company including inventory, building, plant and machinery and others are adequately insured.

10. Auditors

The Auditors M/s Vinay Gandhi & Associates, Chartered Accountants, Indore shall cease to hold office at the end of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment.

11. Corporate Governance Report and Management Discussion and Analysis Statement

A report on Corporate Governance is attached to this Report as also a management Discussion and Analysis Statement.

13. Cost audit

The Report of M/s Mihir Turkhia & Associate, Cost Accountants, relating to stainless steel submersible pumps and motors for the year ended 30th June 2010, will be submitted to the Central Government in due course.

14. Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed Under Section 217(1) (e) of the Act, read with the Companies (Disclosure of Particulars in the Annexure to this Report).

15. Acknowledgement

The Directors thank the Companys customers, vendors, investors, business associates, bankers academic institutions for their support to the Company.

The Directors also thank the Government of India, the Governments of various countries, the concerned state governments, governments departments and governmental agencies for their cooperation.

The Directors appreciate and value the contributions made by every member of the SHAKTI family across the world.



For and On behalf of the Board of Directors

Dinesh Patidar

Chairman and Managing Director

Pithampur Distt. Dhar (M.P.)

Dated: 29th October, 2010