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Directors Report of Siddarth Businesses Ltd. Company
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Directors Report of Siddarth Businesses Ltd.

Mar 31, 2015

Dear Members,

The Company's Directors are pleased to present the 32nd Annual Report of the Company, for the financial year ended 31st March, 2015.

FINANCIAL SUMMARY

(In Rupees)

Particulars

For the Year Ended For the Year Ended 31.03.2015 31.03.2014

Revenue from Operations 9,811,730.00 9,139,400.00

Other Income 0.00 0.00

Total Income 9,811,730.00 9,139,400.00

Total Expenditure 9,474,253.00 8,936,982.00

Profit/(Loss) before tax 337,477.00 202,418.00

Provision for Tax 154,905.00 18,413.00

Net Profit/ (Loss) 182,575.00 184,005.00

Paid Up Share Capital 45,650,000.00 45,650,000.00

REVIEW OF OPERATIONS AND FUTURE PROSPECTS

During the year under review, your company has generated Rs 9,811,730 the revenue from operations. Your Directors strongly believes that in the coming financial year, your Company will be able to do profitable business and will resort for better financial results.

SHARE CAPITAL

The issued, subscribed and paid up capital of the Company is Rs 4,56,50,000 (Rupees Four Crore Fifty Six Lacs Fifty Thousands) divided into 4,56,50,000 (Four Crore Fifty Six Lacs Fifty Thousands) equity shares of Rs 1/- each.

During the Year Company has split the face value of its share from Rs 10/- to Rs 1/- in the Extraordinary General Meeting of the Company held on 08th December 2015.

DIVIDEND

In the view of inadequate profits in current year and also accumulated losses in previous years your directors do not recommended any dividend for the financial year ended March 31, 2015. Your Directors are hopeful that they will present a much strong financial statements in coming years.

TRANSFER TO RESERVES

During the financial year 2014-15, Profit of Rs. 182572 has been transferred to General Reserves.

SUBSIDIARY AND ASSOCIATE COMPANIES

Presently, the Company has no subsidiary or Associate Company.

STATUTORY AUDITORS & THEIR REPORT

M/s. Goel Mintri & Associates, Chartered Accountants having FRN: 013211N, submitted their resignation as Statutory Auditors of the Company in August 2015. To fill the casual vacancy, the Board at its meeting held on August 28, 2015 approved the appointment of M/s. Sudhir S Shah and Co., Chartered Accountants (Firm Registration No. 124580W) as Statutory Auditors, subject to the approval of shareholders at the ensuing Annual General Meeting.

M/s. Sudhir S Shah and Co., Chartered Accountants has confirmed their eligibility and willingness to act as Statutory Auditors, if appointed, and the necessary certificate pursuant to Section 139(1) of the Companies Act, 2013 and rules made thereunder has been received from them. Pursuant to Section 139(8) of the Companies Act, 2013, M/s. Sudhir S Shah and Co., Chartered Accountants shall hold office till the conclusion of Next annual general meeting.

In terms of the provisions of the Companies Act, 2013, (Act) any appointment of the Statutory Auditors in the casual vacancy arising as a result of resignation of an auditor, has to be approved by the Company at a general meeting within 3 months from the date of recommendation of the Board of Directors of the Company and the said office shall be held till the conclusion of the next Annual General Meeting. Considering the coinciding of the General Meeting and the Annual General Meeting, the Board of Directors proposes/recommends the appointment of M/s. Sudhir S Shah and Co., Chartered Accountants (Firm Registration No. 124580W), as the Statutory Auditors of the Company to hold office from the conclusion of this Meeting until the conclusion of next Annual General Meeting to be held in calendar year 2016, subject to the approval of the members.

Auditors Report in respect of the Financial Statement for the current Financial Year given by M/s. Goel Mintri & Associates is self Explanatory and the Statutory Audit Report does not contain any qualification, reservation or adverse remark.

SECRETARIAL AUDITOR AND THEIR REPORT

The Board has appointed V. Kumar & Associates, Company Secretaries, to conduct Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year 2014-15. The Secretarial Audit Report for the financial year ended 31st March, 2015 is annexed herewith and marked as Annexure I to this Report. The Secretarial Audit Report is self explanatory and does not warrant any comments contain any qualification, reservation or adverse remark.

DIRECTORS AND KEY MANAGERIAL PERSONNELS

Appointment during the year

During the financial year 2014-15, Mr. Kheem Singh was appointed as additional director of your Company at the meeting of the Board of Directors held on 22nd January, 2015 and his tenure was upto the ensuing AGM and to be subsequently to be appointed as a Executive Director by the shareholders at the AGM to be held on 28th September, 2015 and Mr. Amitkumar Rameshchandra Rana was appointed as additional director of your Company at the meeting of the Board of Directors held on 24th August, 2015 and his tenure was upto the ensuing AGM and to be subsequently to be appointed as a Managing Director by the shareholders at the AGM to be held on 28th September

During the financial year 2014-15, Ms. Vandana Kumari, Mr. Mohit Kumar and Mr. Bhim Singh Chaudhary was appointed as additional directors of your Company at the meeting of the Board of Directors held on 24th July 2015, 22nd January 2015 and 26th December, 2014 respectively and their tenure was upto the ensuing AGM and to be subsequently to be appointed as Director by the shareholders at the AGM to be held on 28th September

Resignation from Directorship during the year

Mr. Rakesh Vashist, who was appointed as an Director of the Company resigned with effect from June 23, 2014, Mr. Ratan Singh an Independent Director on the Board has resigned as a Director with effect from November 11, 2014. Mr. Manish Mishra an Independent Director on the Board has resigned as a Director with effect from August 26, 2014, Mr. Sudharshan Jha an Independent Director on the Board has resigned as a Director with effect from January 22, 2015, Mr. Ravi Jain an Independent Director on the Board has resigned as a Director with effect from December 26, 2014, Mr Aditiya Singh an Independent Director on the Board has resigned as a Director with effect from February 13, 2015, Ms Ruchi an Independent Director on the Board has resigned as a Director with effect from June 30, 2015, Mr. Sarwesh Singh an Independent Director on the Board has resigned as a Director with effect from 24th August 2015.

Retire by Rotation

As per Article 109 of the Articles of Association of the Company, one third of the Directors are liable to retire by rotation at the Annual General Meeting of the Company. All the Directors on the Board of the Company are additional Directors therefore no Director is liable to retire by rotation.

Reappointment of Directors at the Ensuing AGM

Your Directors recommend that the resolutions relating to the re-appointment of Mr. Kheem Singh and Mr. Amitkumar Rameshchandra Rana (who are liable to retire by rotation), as Executive Director and Managing Director of the Company.

Further, in compliance with the provisions of Sections 149, 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Mohit Kumar, and Mrs. Vandana Kumari was appointed during the year as Independent Directors, not liable to retirement by rotation to hold office up to 5 (five) consecutive years from date of their appointment subject to approval of shareholders at the coming Annual General Meeting. Resolution to this effect has been appended in the Notice of Annual General Meeting.

Brief resumes of these Directors are furnished along with the Explanatory Statement to the notice to the 32nd Annual General Meeting. The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Act, that they meet the criteria of independence as laid down in section 149(6) of the Act.

APPOINTMENT AND RESIGNATION OF KEY MANAGERIAL PERSONELLS

Pursuant to the provisions of section 203 of the Companies Act 2013 and the rules made thereunder Mr. Kapil Soni, was appointed as Chief Financial Officer of the Company on 26th August 2014 who has resigned from the post of chief Financial Officer with effect from August 13, 2015 .and Ms. Deepa Gupta was appointed as Company Secretary of the Company with effect from 3rd March 2014 who has also resigned with effect from 24th August 2015.

The Board of Directors has appointed Mr. Viral Kapadia as the Chief Financial Officer and Chief Executive Officer of the Company and Mr. PalanPuri Hemant Ashokbhai as Company Secretary of the Company w.e.f 24th August, 2015.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance and individual directors pursuant to the provisions of the Companies Act, 2013. The performance of the Board was evaluated by the Board on the basis of the criteria such as the Board composition and structure, effectiveness of Board process, information and functioning etc. The Board and Nomination and Remuneration Committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of individual director to the Board and committee meetings like preparedness on the issue to be discuss meaningful and constructive contribution and inputs in meetings, etc. In a separate meeting of independent directors, performance of non-independent director, performance of the Board as a whole and performance of Chairman was evaluated.

NOMINATION & REMUNERATION POLICY

The Board of Directors, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration as required under Section 178 of the Companies Act, 2013. The Nomination & Remuneration Policy of the Company is annexed herewith and marked as Annexure II to this Report.

EFFICIENT INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

Adequate internal controls have been laid down by the Company to safeguard and protect its assets as well as to improve the overall productivity of its operations. All the transactions are properly authorized, recorded and reported to the management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements. The detailed process of review not only ensures reliability of control systems and legal compliances with applicable legislation, defined policies and processes but also reviews efficiency of systems and ensures safeguarding of tangible and intangible assets.

CORPORATE GOVERNANCE REPORT

In pursuance of SEBI Circular CIR/CFD/POLICY CELL/7/2014 dated September 15, 2014, Clause 49 of the Listing Agreement shall be applicable those companies having paid up equity share capital exceeding Rs.10 crore and Net Worth exceeding Rs.25 Crore, as on the last day of the previous financial year. The paid up share capital and net worth of your company do not come under the purview of applicability of clause 49 of Listing Agreement i.e. Corporate Governance. Therefore Report of Corporate Governance is not attached herewith.

In spite of above said SEBI circular, Your Company adopts best practices for corporate governance, disclosure standard and enhanced shareholder value while protecting the interest of all other stakeholders including clients, its employee. This has enabled your Company to earn the trust and goodwill of its investors, business partners, employees and the communities in which it operates. Your directors believe that Company profitability must go hand in hand with a sense of responsibility towards all stakeholders, employee and communities.

DIRECTOR'S RESPONSIBILITY STATEMENT

The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended 31st March, 2015 and state that:

a. in the preparation of the annual accounts for the financial year ended on 31st March, 2015, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

c. the directors had 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;

d. the directors had prepared the annual accounts on a going concern basis;

e. the directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF EMPLOYEES

During the year under review no employee is covered as per rules 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, therefore no statement is required be given showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are not applicable.

PARTICULARS OF REMUNERATION

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

i) the ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2014-15:

No Director has drawn any remuneration from the Company during the financial year 2014-15 therefore ratio of remuneration of each director is not ascertainable

ii) the percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year 2014-15:

No Director has drawn any remuneration from the Company during the financial year 2014-15 Therefore increase in remuneration of each director is not ascertainable. Increase in remuneration of Mr. Kapil Soni, Chief Financial Officer and Ms. Deepa Gupta Company Secretary of Company are not ascertainable as they were appointed respectively on 26.08.2014 and 03.03.2014. However Mr. Kapil Soni drawn Rs. 1.01 Lac during the financial year 2014-15 and Ms. Deepa Gupta drawn Rs. 1.80 Lacs during the financial year 2014-15.

iii) the percentage increase in the median remuneration of employees in the financial year 2014-15: 6.66%

iv) the number of permanent employees on the rolls of company: Seven

v) the explanation on the relationship between average increase in remuneration and company performance:

The average increase in remuneration of employees for Financial Year ended on 2015 was 2.56% whereas the performance of the Company has been improved. During the year under review Company's Revenue has increased by 7.36% as compared with previous financial year. Net Profit of the Company during the financial year decreased by 0.78% from Rs 1.84 Lacs to Rs 1.83 Lacs (a decrease of 0.78%)

vi) Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company:

Amount in Lacs

Remuneration of Key Managerial Personnel (KMP) during the year 2.81

Revenue from operations 98.12

Remuneration as % of revenue 2.86%

Profit after tax 1.83

Remuneration as % of Profit after tax 153.55

vii) variations in the market capitalization of the Company, price earnings ratio as at the closing date of the current financial year and previous financial year and percentage increase over decrease in the market quotations of the shares of the Company in comparison to the rate at which the Company came out with the last public offer in case of listed companies and in case of unlisted companies, the variations in the net worth of the Company as at the close of the current financial year and previous financial year:

Particulars Unit As at 31st March, 2015

Closing rate of share at BSE Rs. 55.45

EPS Rs. 0.04

Market Capitalization Rs./Lac 2531.29

Price Earnings Ratio Rs. N.A.



Particulars As at 31st Variation March, 2014

Closing rate of share at BSE N.A. N.A.

EPS Rs. 0.04 Nil

Market Capitalization N.A. N.A.

Price Earnings Ratio N.A. N.A.

viii) average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

Amount in Lacs

2014-15 2013-14 Increase/ Decrease in %

Average Salary of Employee other than key Managerial 14.36 6.10 135.41

Personnel (Per Annum)

Managing Director/Director Nil Nil Nil

CFO 1.01 Nil N.A.

Company Secretary 1.80 Nil N.A.

ix) Comparison of the each remuneration of the Key Managerial Personnel against the performance of the Company:

The Remuneration is being paid in Key Managerial personnel only to Mr. Kapil Soni, Chief Financial Officer and Ms. Deepa Gupta Company Secretary of the Company in the financial year 2014-15 therefore increment in the remuneration of Key Managerial Personnel is not ascertainable compared to 2013-14, whereas the Profit Before Tax and exceptional items increased by 59.97% in 2014-15, compared to 2013-14.

x) the key parameters for any variable component of remuneration availed by the Directors:

The key parameters for the variable component of remuneration, if any, availed by the Directors are considered by the Board of Directors based on the recommendations of the Nomination and Remuneration Committee as per the Nomination & Remuneration Policy for Directors.

xi) the ratio of remuneration of the highest paid Director to that of the employees who are not Directors but receivable remuneration in excess of the highest paid director during the year:

No Director has drawn any remuneration from the Company during the financial year 2014-15 therefore the ratio of remuneration of the highest paid Director to that of the employees who are not Directors but receivable remuneration in excess of the highest paid director during the year is not ascertainable:

xii) Affirmation that the remuneration is as per the remuneration policy of the Company:

It is hereby affirmed that the remuneration paid is as per the Nomination and Remuneration Policy of the Company.

LISTING ON THE STOCK EXCHANGE

The Company's shares are listed with BSE Limited and the Company has paid the necessary listing fees for the Financial Year 2015-16.

DEMATERIALISATION OF SHARES

Company has established connectivity with the both depositories National Securities Depositories Limited and Central Depository Services Limited. The ISIN of the Company is INE857P01021

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

There were no contracts or arrangements entered into by the Company in accordance with the Section 188 of the Companies Act, 2013. During the year, the Company had not entered into any contract or arrangement with related parties which could be considered 'material' according to the policy of the Company on Materiality of Related Party Transactions.

DISCLOSURES:

A) EXTRACT OF ANNUAL RETURN

Extract of Annual Return of the Company is annexed herewith as Annexure-III to this Report.

B) MEETINGS OF THE BOARD

During the financial year ended March 31, 2015, 7 meetings of the Board of Directors were held as against the statutory minimum requirement of 4 times. None of the two Board Meetings have a gap of more than 120 days between them. The dates of meetings and the number of directors present therein are mentioned below:

Sr. Date Sr. No. Date No.

1. 30.05.2014 7. 13.11.2014

2. 23.06.2014 8. 26.12.2014

3. 14.08.2014 9. 22.01.2015

4. 26.08.2014 10. 13.02.2015

5. 29.09.2014 11. 27.03. 2015

6. 11.11.2014

C) COMPOSITION OF AUDIT COMMITTEE

The Audit Committee as on date comprises of Four members, including one is Executive Director viz. Mr. Kheem Singh and two Non executive Independent director viz Ms. Vandana Kumari, Mr. Mohit Kumar and One Non executive Director viz. Bhim Singh Chaudhary and Mr. Mohit Kumar is the Chairmen of the Committee.

D) VIGIL MACHANISM/WHISTLE BLOWER POLICY

Pursuant to Section 177 of the Companies Act, 2013, the Board of Directors at its meeting held on 29th May, 2015 has adopted a vigil mechanism/whistle blower policy of the Company. The policy provides a framework for directors and employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the Company's code of conduct or ethics policy. Protected disclosures can be made by a whistle blower through an email or to the Chairman of the Audit Committee. The vigil mechanism/ whistle blower policy can be accessed on the Company's website at the link: www.Siddarthbusiness. com.

E) DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance towards sexual harassment at workplace and during the year under review, your Board has constituted an Internal Complaints Committee to consider and redress complaints of sexual harassment & also 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.

During the financial year 2014-15, the Company has received no complaints on sexual harassment.

F) PATICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITY PROVIDED

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the financial statements.

G) PARTICULARS OF REMUNERATION

During the year under review, no director is being paid any remuneration therefore disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 is not required.

H) GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Details relating to deposits covered under Chapter V of the Companies Act, 2013.

2. Issue of equity shares with differential rights as to dividend, voting or otherwise.

3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

4. The Managing Directors of the Company did not receive any remuneration or commission from subsidiary.

5. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO.

Information required to be given pursuant to section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 and forming part of the Director's report for the year ended 31st March, 2015 are given below :

A. CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

i. STEPS TAKEN FOR CONSERVATION OF ENERGY

The Company has been taking energy saving measures viz., Use of energy saver electrical equipments, CFL fittings are provided inside the building for common area lighting in the projects of the Company, Efficient ventilation system in offices and the projects of the Company.

Moreover, your company emphasis towards a safe and clean environment and continue to adhere to all regulatory requirements and guidelines.

STEPS TAKEN BY COMPANY TO USE ALTERNATE SOURCE OF ENERGY & CAPITAL INVESTMENT IN ENERGY CONSERVATION EQUIPMENT.

Your Company engaged in the business which does not require intense use of energy so no steps has been taken to use alternate source of energy. Company use energy efficient equipments such as LED, CFL etc.

B. TECHNOLOGY ABSORPTION

Your Company is engaged in to the business production and trading of Milk. The business of the Company does not require intense use of technology. Therefore no technology has been absorbed during the period under review. Further during the year Company has not imported any technology.

Your Company has not undertaken any research and development work during the year 2014-15. However, in order to minimize its cost and increase the quality of its products, your Company is trying to maintain highest standard of quality.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO.

Details of Foreign Exchange, earnings and Outgo are given as below:-

Year 2015 Year 2014 (Amt.) (Amt.)

Foreign Exchange earning Nil Nil

Foreign Exchange outgoing Nil Nil

APPRECIATION

Directors wish to place on record their deep thanks and gratitude to;

a) The Central and State Government as well as their respective Departments and Development Authorities connected with the business of the Company, Bankers of the Company, Housing Finance as well as other Institutions for their co- operation and continued support.

b) The Shareholders, Depositors, Suppliers and Contractors for the trust and confidence reposed and to the Customers for their valued patronage.

c) The Board also takes this opportunity to express its sincere appreciation for the efforts put in by the officers and employees at all levels in achieving the results and hopes that they would continue their sincere and dedicated endeavour towards attainment of better working results during the current year.

Regd. Office: T-59 Ground Floor, West Patel Nagar, By Order of Board of Directors New Delhi - 110008 Siddarth Businesses Limited

Sd/- Sd/- Date: 28.08.2015 Bhim Singh Kheem Singh Chaudhary Place: New Delhi DIN: 07044532 DIN: 05126574




Mar 31, 2014

Dear Members,

The Company''s Directors are pleased to present the 31st Annual Report of the Company, along with Audited Accounts, for the financial year ended 31st March, 2014

FINANCIAL PERFORMANCE

(In Rupees) Particulars For the Year For the Year Ended Ended 31.03.2014 31.03.2013

Revenue from Operations 9,139,400.00 791,900.00

Other Income 0.00 0.00

Total Income 9,139,400.00 791,900.00

Total Expenditure 8,936,982.00 667,061.00

Profit/(Loss) before tax 202,418.00 124,839.00

Provision for Tax 18,413.00 23,788.00

Net Profit/(Loss) 184,005.00 101,051.00

Paid Up Share Capital 45,650,000.00 2,400,000.00

FINANCIAL HIGHLIGHTS

Your Company has continued its growth story during fiscal 2014 and achieved extreme growth in revenue, Rs. 91 Lacs for the first time. During the year, under review your Company achieved a turnover of Rs. 9,139,400 as against Rs. 791,900 in previous year. The Company has registered the Net Profit after tax of the Company for the year under consideration is Rs. 184,005 as against Rs. 101,051 in the previous financial year and thereby registered more than 82.09% growth in terms of Net Profit.

DIVIDEND

As the Company is in process to resume the operation, which require capital investment therefore Directors wants to save the current profit for the investment purpose, hence no Dividend declared for the Financial Year 2013-14. The Board assures you to present a much strong financial statements in coming years.

CHANGE IN SHARE CAPITAL

During the Year under review the Authorised Share Capital of Your Company has been increased twice, first from Rs. 12,500,000/- (Rupees One Crore Twenty Five Lacs only) comprising of 1,250,000 (Twelve Lacs Fifty Thousand) Equity Shares of Rs. 10/- (Rupees Ten each) to Rs. 40,000,000/- (Rupees Four Crore only) comprising of 4,000,000 (Forty Lacs) Equity Shares of Rs. 10/- (Rupees Ten each) in the Annual General Meeting held on 30th September 2013 and Secondly, from Rs. 40,000,000/- (Rupees Four Crore only) comprising of 4,000,000 (Forty Lacs) Equity Shares of Rs. 10/- (Rupees Ten each) to Rs. 50,000,000/- (Rupees Five Crore only) comprising of 5,000,000 (Fifty Lacs) Equity Shares of Rs. 10/- (Rupees Ten each) by way of Postal Ballot dated 21st November 2013.

The Paid-Up Capital of the Company has increased from 2,400,000 to Rs. 45,650,000, owing to the preferential issue of 4,325,000 Equity Shares of Rs. 10/- Each to the Strategic investors. The moneys raised through the preferential issue has been put to use for the purpose as stated in the Notice of Postal ballot dated 12th October 2013 issued to the Members of the Company.

CHANGE IN REGISTERED OFFICE

During the year under consideration the Registered Office of the Company has been shifted from 72, Janpath, New Delhi 110001 to D 153, Phase I, IIIrd Floor, Okhla Industrial Area, New Delhi 110020 on 15th May 2013.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under clause 49 of the Listing Agreement with stock exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

As required under Clause 49 of the Listing Agreement with the Stock Exchanges, Corporate Governance as well as the Statutory Auditors'' Certificate regarding compliance of conditions of Corporate Governance forms part of the Annual Report.

Your Company has always practiced sound corporate governance and takes necessary actions at appropriate times for meeting stakeholders'' expectations while continuing to comply with the mandatory provisions of corporate governance and it has been endeavor of your company to follow and implement the best practices in corporate governance, in letter and spirit.

DIRECTORS

Mr. Ravi Jain was appointed as Additional Independent Director by the Board of Directors of the Company in terms of Section 161 of the Companies Act 2013 in their meeting held on 26.08.2014. Tenure of his directorship is up to the date Annual General Meeting. Having regards to knowledge and experience of Mr. Ravi Jain it has been thought fit to appoint him as the Independent Director of the Company for a term of Five year from the date of his original appointment. Section 149(10) of the Companies Act, 2013 (effective April 1, 2014) provides that Independent Directors shall hold the office for a term of up to five consecutive years on the Board of a Company; and shall be eligible for re-appointment on passing a Special Resolution by the Shareholders of the Company. The resolution in respect of the appointment of Mr. Ravi Jain has been placed in the notice to the Annual General Meeting.

At Siddarth Businesses Limited, the Independent Directors were appointed as the directors liable to retire by rotation under the provisions of the erstwhile Companies Act, 1956. Section 149(11) of the Companies Act, 2013 states that no Independent Director shall be eligible for more than two consecutive terms of five years. Section 149(13) states that the provisions of retirement by rotation as defined in 152(6) and (7) of the Act shall not apply to such Independent Directors. Therefore it is proposed to re-appoint Independent Directors not to retire by rotation and also to fix their tenure. Resolution in respect of this has been placed in the notice to the Annual General Meeting.

During the year under review, Mr. Subhash Aggarwal and Mr. A. K. Srivastava have not continued their position in the Board due to their personal reason. Further Mr. Manish Kumar Mishra has resigned from the Directorship with effect from 26.08.2013.

In the Brief resume of Director proposed to be appointed or re-appointed nature of their experience in their specific functional areas, name of the Companies in which they hold directorship and membership / chairmanship of the Board Committees, Shareholding as stipulated under Clause 49 of the Listing agreement with the stock exchanges forms part of the Notice.

KEY MANEGERIAL PERSONNEL

The Company has appointed key Managerial Personnel in terms of requirement of the Companies Act, 2013 read with the relevant rules made thereunder. Mr. Kapil Soni has been appointed as Chief Executive Officer and Chief Financial officer. Ms. Deepa Gupta is the Company Secretary of the Company.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the Companies Act, 1956 regarding the Directors'' Responsibility Statement, it is hereby stated:

i. In the preparation of annual accounts for the financial year ended March 31, 2014, the applicable accounting

standards have been followed along with proper explanation relating to material departures.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and

estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended on March 31st 2014 and of the profit or loss of the Company for that period.

iii. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in

accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

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

PARTICULARS OF EMPLOYEES

During the period under review, the company does not have any employee who is covered under Section 217(2A) of the Companies Act, 1956.

PUBLIC DEPOSIT

During the year under review, your company has not invited any deposits from the Public and has not accepted deposits in any manner.

AUDITORS

M/s Goel Mintri & Associates, Chartered Accountants having FRN: 013211N the Statutory Auditors of the Company, hold office until the ensuing Annual General Meeting (AGM). The said Auditors have furnished the Certificate of their eligibility for re-appointment. Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules framed thereunder, it is proposed to appoint Goel Mintri & Associates as Statutory Auditors of the Company for a term of 3 Years commencing from the conclusion of the forthcoming AGM till the conclusion of the 34th AGM.

AUDITORS'' REPORT

Auditors Report in respect of the Financial Statement for the current Financial Year is self Explanatory and does not warrant any further comments, explanation from the Directors under section 217 (3) of the Companies Act, 1956.

LISTING OF SHARES

Equity Shares of the Company are listed on the Delhi Stock Exchange Limited and BSE Limited.

Your Directors has put their tremendous efforts for listing of shares of Company through BSE direct listing scheme, they were engaged in the process from January 2013 and recently, your Company got the listing approval from BSE Limited on 04th July 2014

Listing provides an exclusive privilege to securities in the stock exchange. Stock exchange facilitates transparency in transactions of listed securities in perfect equality and competitive conditions. It encourages orderly development of the securities market and to improve transparency in the dealings of shares. The Listing fee is paid up to date.

DEMATERIALISATION OF EQUITY SHARES

Your Directors have considered the Dematerialization of the Equity Shares of the Company in the interest of the Members in order to provide them safer mode of holding the equity shares and also the faster mode of share transfer. The ISIN No. of Your Company is INE857P01013.

GREEN INITIATIVE IN THE CORPORATE GOVERNANCE

In view of the ''Green Initiative in Corporate Governance'' introduced by the Ministry of Corporate Affairs vide its circular no. 17/2011 dated 21st April 2011, all members of the Company are requested to register their e-mail IDs with the Company, so as to enable the company to send all notices/ reports/documents/ intimations and other correspondences etc. through e-mails, in the electronic mode instead of receiving physical copies of the same.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO.

Information required to be given pursuant to section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosures of particulars in the report of the Directors) Rules, 1988 and forming part of the Director''s report for the year ended 31st March, 2014 are given below :

A. CONSERVATION OF ENERGY

The provisions related conservation of energy does not apply to the Company, therefore, the information as provided in Performa given in Form A under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is not given. However, the Company is conscious about its responsibility to conserve energy, power and other energy sources wherever possible. We emphasis towards a safe and clean environment and continue to adhere to all regulatory requirements and guidelines.

B. TECHNOLOGY ABSORPTION

Your Company has not imported any technology. However, we believe and use information technology extensively in all spheres of our activities to improve efficiency levels.

EXPENDITURE ON RESEARCH AND DEVELOPMENT

During the period under review Company has not incurred any expenditure on R & D.

S.No.Parameters F.Y. 2014 F.Y. 2013

a) Capital Expenditure 0.00 0.00

b) Recurring 0.00 0.00

c) Total 0.00 0.00

d) As % of Total Turnover 0.00 0.00

C. FOREIGN EXCHANGE EARNINGS AND OUTGO.

Details of Foreign Exchange, earnings and Outgo are given as below:-

S.No. Particulars Year 2014 Year 2013

1 Foreign Exchange earning Nil Nil

2 Foreign Exchange outgoing Nil Nil

APPRECIATION

Directors wish to place on record their deep thanks and gratitude to;

a) The Central and the State Government as well as their respective Departments and Development Authorities connected with the business of the Company, the Bankers of the Company as well as other Institutions for their co-operation and continued support.

b) The Shareholders, Suppliers and the Contractors for the trust and confidence reposed and to the Customers for their valued patronage.

c) The Board also takes this opportunity to express its sincere appreciation for the efforts put in by the officers and employees at all levels in achieving the results and hopes that they would continue their sincere and dedicated endeavor towards attainment of better working results during the current year.

Regd. Office: D-153A, By Order of Board of Directors IIIrd Floor, Okhla Industrial Area Siddarth Businesses Limited Phase I, New Delhi – 110020 Sd/- Sd/- Date: 26.08.2014 Sudharshan Jha Ratan Singh Place: New Delhi DIN: 02221178 DIN: 02440309


Mar 31, 2013

Dear Stakeholders,

The Directors present herewith the 30th Annual Report of the company for the year ended 31st March, 2013.

FINANCIAL RESULTS (In Rupees) For the For the Particulars Year Ended Year Ended 31.03.2013 31.03.2012

Revenue from Operations 791900.00 0.00

Other Income 0.00 0.00

Total Income 791900.00 0.00

Total Expenditure 667061.00 117967.00

Profit/(Loss) before tax 124839.00 (117967.00)

Provision for Tax 23788.00 0.00

Net Profit/(Loss) 101051.00 (117967.00)

Paid Up Share Capital 2400000.00 S2400000.00

FINANCIAL HIGHLIGHTS

During the year, under review your Company''s performance was above expectations as compared to the previous year. The Company has earned the total revenue of Rs. 791,900 and thereby registered the Net Profit after tax of the Company for the year under consideration is Rs. 101,051 as compared to loss of Rs. (117,967) in the previous financial year and thereby generated handsome profit.

DIVIDEND

The Board of Directors of your Company is of the opinion that keeping in view the future fund requirements of the Company to maintain the growth, your directors do not recommended any dividend for the financial year ended March 31, 2013. The Board assures you to present strong financial statements in coming years.

CHANGE IN SHARE CAPITAL

During the year under consideration the Authorised Share capital of the Company remained unchanged, consequently there was no change in the Issued, Subscribed & paid up Share capital of the Company.

CHANGE IN REGISTERED OFFICE

During the year under consideration the Registered Office of the Company has been shifted from 72, Janpath, New Delhi 110001 to D 153A, Phase I, IIIrd Floor, Okhla Industrial Area, New Delhi 110020.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under clause 49 of the Listing Agreement with stock exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

It has been the endeavor of your company to follow and implement the best practices in corporate governance, in letter and spirit. The report of Corporate Governance as stipulated under clause 49 of the Listing Agreement with the Stock Exchanges, form part of the Annual report.

COMPLIANCE CERTIFICATE

Compliance Certificate forming part of Directors'' report is attached herewith.

DIRECTORS

In accordance with the requirements of the Companies Act, 1956 and the Company''s Articles of Association, Mr. Avnish Kumar Srivastava, the Director of the Company retires by rotation and being eligible to offer himself for re- appointment.

Mr. Ratan Singh and Mr. Manish Mishra who were appointed as Additional Director of the Company by the Board of Directors and their office shall be determined at this Annual General meeting, are intended to be regularize at the Annual General Meeting of the Company by the Shareholders.; the Board recommends the regularization of Mr. Ratan Singh and Mr. Manish Mishra.

Mr. Avnish Kumar Srivastava was appointed as additional director in the Board Meeting held on 04th August 2013 and regularised in the Annual General Meeting held on 29th September 2012. Mr. Saurav Vashist and Mr. Subhash Aggarwal who were appointed as an additional director on 08.10.2012 and 20.03.2013 respectively However they have not continued their position in the Board due to their personal reasons respectively on 20th March 2013 and 15th May, 2013.

Mr. Nawal Kishore Malpani and Mr. Sanjeev Aggarwal has vacated from the office of Director under section 283(1)(g) of the Companies Act, 1956 in the meeting of the Board of Directors of the Company held on 7th January, 2013.

Company has received letters from the shareholders along with the deposit money proposing the candidature of Mr. Mahendra Singh & Mr. Sudarshan Jha as the Director of the Company in this Annual General Meeting. The relevant resolution this regard is provided in the notice of Annual general meeting.

In the brief resume of Directors proposed to be appointed, nature of their experience in their specific functional areas, name of the Companies in which they hold directorship and membership / chairmanship of the Board Committees, Shareholding as stipulated under Clause 49 of the Listing agreement with the stock exchanges forms part of the Notice.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the Companies Act, 1956 regarding the Directors'' Responsibility Statement, it is hereby stated:

i. In the preparation of annual accounts for the financial year ended March 31, 2013, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended on March 31st 2013 and of the profit or loss of the Company for that period.

iii. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

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

PARTICULARS OF EMPLOYEES

During the period under review, the company does not have any employee who is covered under Section 217(2A) of the Companies Act, 1956.

PUBLIC DEPOSIT

During the year under review, your company has not invited any deposits from the Public and has not accepted deposits in any manner.

AUDITORS

The Auditors, M/s O.P. Vijay & Co., Chartered Accountants, the Statutory Auditors of the Company who holds office until the conclusion of the ensuing Annual General Meeting and has shown his unwillingness for re-appointment.

The Board recommends the appointment of Goyel Mintri & Associates, Firm Registration no. 013211N Chartered Accountants as the Statutory Auditors of the Company for the Financial Year 2013-14.

AUDITORS'' REPORT

Auditors Report in respect of the Financial Statement for the current Financial Year is self explanatory and does not warrant any further comments, explanation from the Directors under section 217 (3) of the Companies Act, 1956.

LISTING OF SHARES

Equity Shares of the Company are listed only on the Delhi Stock Exchange Limited.

DEMATERIALISATION OF EQUITY SHARES

Your Directors have considered the Dematerialisation of the Equity Shares of the Company in the interest of the Members in order to provide them safer mode of holding the equity shares and also the faster mode of share transfer. The Directors are taking effective steps for joining the Depositories.

GREEN INITIATIVE IN THE CORPORATE GOVERNANCE

In view of the ''Green Initiative in Corporate Governance'' introduced by the Ministry of Corporate Affairs vide its circular no. 17/2011 dated 21st April 2011, all members of the Company are requested to register their e-mail IDs with the Company, so as to enable the company to send all notices/ reports/documents/ intimations and other correspondences etc. through e-mails, in the electronic mode instead of receiving physical copies of the same.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO.

Information required to be given pursuant to section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosures of particulars in the report of the Directors) Rules, 1988 and forming part of the Director''s report for the year ended 31st March, 2013 are given below :

A. CONSERVATION OF ENERGY

The provisions related conservation of energy does not apply to the Company, therefore, the information as provided in Performa given in Form A under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is not given. However, the Company is conscious about its responsibility to conserve energy, power and other energy sources wherever possible. We emphasis towards a safe and clean environment and continue to adhere to all regulatory requirements and guidelines.

B. RESEARCH & DEVELOPMENT

Your Company has not imported any technology for any research and development.

C. TECHNOLOGY ABSORPTION

Your Company has not imported any technology. However, we believe and use information technology extensively in all spheres of our activities to improve efficiency levels.

By Order of Board of Director Siddarth Businesses Limited

Sd/- Sd/- Rakesh Vashist Ratan Singh Director Director

Date: 26.08.2013 Place: Delhi


Mar 31, 2012

TO THE MEMBERS,

The Directors have pleasure in presenting their Annua! Report along with the Audited Statements of Account for the year ended 31sl March. 2012.

FINANCIAL RESULTS

The financial results for the year''s operations and the comparative figures of the previous year are summarised below:

(Amount in Rupees)

Particulrs 31st March, 2012 31st March, 2011

Total Income- Nil Nil

Total Expenditure 1,17,967 1,60,527

"Profit/ (loss) before tax (1,17,967) ''(1,60,527)

Tess/Add: Provision for tax/Earlier Nil Nil year tax Provisions

Profit/(loss) after tax (1,17,967) (1,60,527)

Profit/(loss) brought forward (57,93,219) (56,32,692) from previous year

Amount transferred to general reserve Nil Nil

Profit / (loss) carried over to (5,79,11,186) (57,93,219) next year

DIVIDEND

In view of the financial results of the Company. Directors are unable to recommend any

di idend for the year under review.

OPERATIONS

Due to adverse market conditions and bleak prospects, the Company is unable to operate

more resourcefully.

The Company is now taking into consideration for some other business prospects which can give it steady returns in the long run.

DIRECTORS .

During the year under review. Mr. Rakesh Vashist, Director of the Company, retire by rotation and being eligible, offers himself for re-appointment.

During the year under review, Mr. Avnish Kumar Srivastava, who was appointed as the as Director on 4th August, 2012 be and is hereby recommeded to be appointed as the Director of the Company liable to detenmne by retirement of Director by rotation.

Change of Name during the year under review the name of the Company was changed from INDO KUSH FOODS LIMITED to SIDDARTH BUSINESSES LIMTED and the Fresh Certificate of Incorporation Consequent upon Change of Name was .ssued on 2 March.2012 by Registrar of Companies. NCT of Delhi and Haryana.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act,1956 with respect of Directors" Responsibility Statement, the Board of Doctors hereby state and confirm:

(1) That in the preparation of the accounts for the financial year ended 31st March 2012. the applicable accounting standards have been followed along with proper explanation relating to material departures;

(2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of the Company at the end of the financial year and of the profit or loss of the Company for the year under review;

(3) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act. 1*6 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) That the Directors have prepared the accounts for the financial year ended 31 March. 2012 on a ''going'' concern'' basis.

AUDIT COMMITTEE

The paid up Company is Rs.24.00.000 only. Therefor Company does no, tall Wo the provision of Seetion 292A, hence no Audit Committee ,s requtre to be constituted.

CORPORATE GOVERANCE

The Company continues to function in a transparent manner with the basic philosophy to create wealth. besides taking eare of the interests of a stakehoders Including Shareholders Banks, Financial Institutions, Customers, Employees and the Society at tree The Cimpanv gives due emphasis on the adaptability to such procedures so as to ensure transparency, accountability & integrity in all respect.

The paid up share capital of the Company is less than 3 Croresand ne, worth, h.less than 25 Crores therefore Company docs not fall in the provtston ol tlau3e 49 ot the L si Agreement . Hence no report on Corporate Governance ,s annexed along with the Director''s Report.

COMPLIANCE CERTIFICATE

Pursuant to Section 383A of the Companies Act. 1956 the Company has obtained a Compliance Certificate from Trilok Chand Garg. Practicing Company Secretary, in the prescribed form regarding compliance by the Company. The Copy of the same has been attached with this report.

AUDITORS

Your Company''s auditor M/s O.P. Vijay & Co.. Chartered Accountants, retires at the conclusion of the forthcoming Annual General Meeting of the Company and being eligible, offer themselves for re-appointment. Your directors recommend their re- appointment and to fix their remuneration. The Company has received confirmation from the above Auditors to the effect that their appointment, if made, would be within the limits under Section 224(IB) of the Companies Act, 1956.

AUDIT REPORT

The observations to the Auditors Report read with the notes on accounts are selt explanatory and does not call for any explanation thereto.

PARTICULARS OF CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Company do not involve in any manufacturing or processing activities and is not included in the list of specified industries so the particulars as per the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules. 1988 regarding conservation of energy and technology absorption are not applicable. The foreign exchange earnings and outgo during the year is NIL.

PARTICULARS OF EMPLOYEES

No employee is in receipt of remuneration exceeding the limits laid down under Section 21 7(2A) of the Companies Act, 1956.

INDUSTRIAL RELATIONS

The industrial relations have continued to be stable and harmonious during the course of the year. The Company has made sustained efforts to improve manpower productivity and employer-employee relations.

ACkNOWLEDC EMENTS

The Directors wish to place on record their sincere thanks to the employees at all level tor their contributions made during the year. Moreover they wish to place on record their deep appreciation of the enthusiasm, initiative and hard work put in by the employees of the Company.

BY ORDER OF THE BOARD FOR SIDDARTH BUSINESSES LIMITED

Place: New Delhi (RAKESH VASHIST) Dated: 30.08.2012 (DIN-00516784) CHAIRMAN


Mar 31, 2011

TO THE MEMBERS,

The Directors have pleasure in presenting their Annual Report along with the Audited Statements of Account for the year ended 31st March, 2011.

FINANCIAL RESULTS

The financial results for the year''s operations and the comparative figures of the previous year are summarised below:

(Amount in Rupees)

PARTICULARS 2010-2011 2009-2010

Other Income NIL NIL

Profit/(Loss)before Depreciation (1,60,527) (1,61,578)

Depreciation NIL NiL

Profit/(Lo$s) before Extra Ord. Items (1,60,527) (1,61,578)

Extra-ordinary Items

Loss on impairment & disposal of assets NIL NIL

Net Profit(Loss) for the year before tax (1,60,527) (1,61,578)

Provision for taxation

Fringe Benefit Tax/Income Tax NIL NiL

Net Frofit/(Loss) after tax (1,60,527) (1,61,578)

Profit/ (Loss) Brought Forward (56,32,692) (54,71,114)

Net Profit/(Loss) Carried to Balance Sheet (57,93,219) (56,32,692)

Profit/(Loss)available for Appropriation NIL NIL

APPROPRIATIONS

Dividend NIL NIL

Transfer to General Reserve NIL NIL

Balance carried to Balance Sheet (57,93,219) (56,32,692)

AUDIT COMMITTEE

The paid up capital of the Company is Rs.24,00,000 only. Therefore Company does not fall into the provision of Section 292A, hence no Audit Committee is require to be constituted.

CORPORATE GOVERNANCE

The Company continues to function in a transparent manner with the basic philosophy to create wealth, besides taking care of the interests of all stakeholders including Shareholders, Banks, Financial Institutions, Customers, Employees and the Society at large. The Company gives due emphasis on the adaptability to such procedures so as to ensure transparency, accountability & integrity in all respect.

The paid up share capital of the Company is less than 3 Crores and net worth is less than 25 Crores therefore Company does not fall in the provision of Clause 49 of the Listing Agreement . Hence no report on Corporate Governance is annexed along with the Director''s Report.

COMPLIANCE CERTIFICATE

Pursuant to Section 383A of the Companies Act, 1956 the Company has obtained a - Compliance Certificate from Beena R. Shah, Practicing Company Secretary, in the prescribed form regarding compliance by the Company. The Copy of the same has been attached with this report.

AUDITORS .

Your Company''s auditor M/s O.P. Vijay & Co., Chartered Accountants, retires at the conclusion of tire forthcoming Annual General Meeting of the Company and being eligible, offer themselves for re-appointment. Your directors recommend their re- appointment.

AUDIT REPORT

The observations to the Auditors Report read with the notes on accounts are sell explanatory except Point 8 of annexure to Auditors Report, Note No. l(i) & l(ii) of Part B of Schedule 6 of the Notes to the Accounts as the Management perceives that

Reply to Point 8 of Annexure to Auditors Report:

The Company is not doing any business and has written off the huge amount ot investment due to strike off of various Companies hence it incurred a cash loss and last year brought forward accumulated losses convert the current cash loss into huge accumulated losses.

Reply to Notes to the Accounts l(i):

The Company did not create any provision for investments as the respective companies are strike off and investments of the same have been written off except one. The management perceives that the value of existing investments of the Company will increase in near future hence the situation of fall in investments will not arise in days to come therefore the Company has not created any provision for the same.

Reply to Notes to the Accounts Ifii):

The company did not create any provision for the interest on unsecured loans as management discussing with the lenders about the waiver of the same therefore as this point of time management feels no provision should be made.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Company do not involve in any manufacturing or processing activities and is not included in the list of specified industries so the particulars as per the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy and technology absorption are not applicable. The foreign exchange earnings and outgo during the year is NIL.

PARTICULARS OF EMPLOYEES

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

INDUSTRIAL RELATIONS

The Industrial Relations have continued to be stable and harmonious during the course of the year. The Company has made sustained efforts to improve manpower productivity and employer-employee relations.

ACKNOWLEDGEMENTS

The Directors wish to place on record their sincere thanks to the employees.at all level for their contributions made during the year. Moreover they wish to place on record their deep appreciation of the enthusiasm, initiative and hard work put in by the employees of the Company.



BY ORDER OF THE BOARD FOR INDO KUSH FOODS LIMITED

Place: New Delhi (RAKESH VASHIST) Dated: 26.07.2011 (DIN-00516784) CHAIRMAN

 
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