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Directors Report of Welplace Portfolio & Financial Consultancy Services Ltd.

Mar 31, 2015

Dear Members

THE Directors are please to present you the 21stAnnual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2015

1. FINANCIAL RESULTS:

Financial Results For the Year ended For the Yearended 31st 31st M arch, 2015 March, 2014 (Amt in INR Rs .) (Amt in INR Rs.)

Income/(Loss) 1759390/- 2295287/-

Less: Expenditure 1507674/- 2094761/-

Profit/ (Loss) before tax 251716/- 200526/-

Less: Tax Expenses 51820/- 43000/-

Profit/ (Loss) after tax 199896/- 157526/-

2. REVIEW OF OPERATION:

The Company has made a profit of Rs. 1,99,896/- during the Financial Year 2014-15 as against the profit of Rs. 1,57,526/- made during the Financial Year 2013-14.

3. DIVIDEND:

Your Directors do not recommend any dividend for the year ended on 31st March 2015 with a view to conserve the resources for future.

4. FIXED DEPOSITS:

During the year under review, the Company has not invited or accepted any Fixed Deposits from the public.

5. DIRECTORS:

During the year under review Mr. Ravindra T Mishra retire by rotation and being eligible offers himself for re-appointment at the ensuing Annual General meeting.

Mr. Ravindra T Mishrais being designated as Managing Director of the Company upon the approval of the m embers of the Company at the ensuing Annual General Meeting for a term of 5 years w.e.f 01/09/2015 to 31/08/2020.

The Boardof Directors appointed Ms. Zeal Mahesh Bilakhia as Additional Director at their meeting held on 31st March, 2015. She holds office up to the date of ensuing Annual General Meeting and is eligible for appointment as a Director.

All Independent Directors have given 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.

6.DIRECTORRESPONSIBILITY STATEMENT:

In term of provisions of Section 134 (5) of the Companies Act, 2013, your Directors confirm that:

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

b) that the Directors has selected such ac counting 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 the financial year and of the profit or loss of the Company for the year review.

c) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) The Directors had prepared the accounts for the financial year ended 31st March, 2015 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.

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.

7.INTERNAL AUDITORS:

The company has appointed Mr. Ashvin Thumar, Chartered Accountants, Mumbai, as internal auditor of the company for financial year 2015-16.

8. PARTICULARS OF EMPLOYEES:

Disclosure required under Section 197 of the Companies Act, 2013 read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel ) Rules , 2014 as amended up to date is not applicable since your Company has no such employees.

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Company has not given any loans, guarantees or in vestments covered under the provisions of section 186 of the Companies Act, 2013.

10. NUMBER OF MEETINGS :

The Board has met six times during the financial year, the details of which are given in the Corporate Governance Report that forms part of this Annual report. The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013.

11. BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

12.SUBSIDIARIES:

Provision of Section 129 (3) of the Companies Act, 2013 is not applicable as the Company has no subsidiaries.

13. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

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

14. AUDITORS AND AUDITORS REPORT:

Koshal & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company at the last Annual General Meeting to hold office till the conclusion of this Annual General Meeting. The Company has received a certificate from the Statutory Auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 141 of the Companies Act, 1956. Pursuant to the provisions of Section 139 and Rules framed thereunder, M/s.Koshal & Associates. Chartered Accountants, has been appointed as statutory auditors of the Company from the conclusion of this Annual General Meeting till the conclusion of the Annual General Meeting to be held in the year 2019, subject to ratification of their appointment by the shareholders at every AGM. Your Directors recommend their re-appointment and to fix their remuneration.

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended March 31, 2015 are self-explanatory and therefore do not call for any further comments, as it does not contain any qualification in the same .

15. AUDIT COMMITTEE, STAKEHOLDER'S RELATIONSHIP COMMITTEE AND NOMINATION & REMUNERATION COMMITTEE:

Audit and Stakeholder Relationship Committees consist of Mr. Mahesh J Raut - Chairman, Mr. Paresh Pathak and Mr. Ravindra T Mishra as members.

A detailed note on the Board and Its committees is given under the Corporate Governance Report section in this Annual Report.

16. RELATED PARTY TRANSACTION S:

All related party transactions that were entered into during the financial year were on arm's length basis and were in the ordinary course of the business. There are no materially significant related party transactions made by the Company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the Company at large. Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 a re given as Annexure in Form AOC-2 and the same forms part of this report.

17. STATEMENTS OF PARTICULARS UNDER RULE 8 (3) OF THE COMPANIES (ACCOUNTS) RULES, 2014

Information in accordance with the provisions of Section 134 (3)(m ) of the Act read with Rule 8(3) of the Companies(Accounts) Rules,2014, regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is not applicable in case of your Company.

18. SECRETARIAL AUDIT REPORT:

As required under section 204 ( 1) of the Companies Act, 2013 and Rules made thereunder the Company has appointed Mandar Palav & Associates, Practicing Company Secretary as Secretarial Auditor of the Company for the financial Year 2014-15. The Secretarial Audit Report forms part of the Annual report as Annexure- C to the Board's Report.

19. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS:

Management of the company is making all efforts to put adequate systems and process in the company commensurate with the size and operation of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

20. EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith as Annexure B to the Board Report.

21. CORPORATE GOVERNANCE:

A Report on Corporate Governance along with a certificate from Mr. Koshal Maheshwari, Chartered Accountant in Practice, regarding compliance of the requirements of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the Stock Exchange is annexed hereto.

22. PARTICULARS OF THE LOANS, GUARANTEES OR INVESTMENT MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

The Company has not made any Loansorgiven any guarantees covered under the provisions of section 186 of the Companies Act,2013.

The details of the Investments made by Company are given in the Schedule to the Balance Sheet.

23. WHISTLE BLOWER POLICY AND VIGIL MECHANISM:

Your Company recognizes the value of transparency and accountability in its administrative and management practices. The Company promotes the ethical behavior in all its business activities. The Company has adopted the Whistle blower Policy and Vigil Mechanism in view to provide a mechanism for the Directors and employees of the Company to approach Audit Committee of the Company to report existing/probable violations of laws, rules, regulations or unethical conduct .

24. ACKNOWLEDGEMENT:

Your Directors are pleased to place on the record their sincere gratitude to the Government Authorities and other Busin ess Associates for their valued Co-operation extended of the Company during the year under review.

For and on behalf of the Board

Welplace Portfolio & Financial Consultancy Services Limited

Sd/- Mr. Ravindra T. Mishra Date: 26 08 2015 Chairman Place: Mumbai DIN : 00051204


Mar 31, 2014

Dear Members

The Directors are please to present you the 20th Annual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2014

1. FINANCIAL RESULTS:

Financial Results For the Year ended For the Year ended 31st March, 2014 31st March, 2013 (Amt in INR) (Amt in INR)

Income/ (Loss) Rs.2295287/- Rs.2834623/-

Less: Expenditure Rs.2,094,761/- Rs.2831230/-

Profit/ (Loss) before tax Rs.200,526/- Rs.3393/-

Less: Tax Expenses Rs.43000/- Rs.300/-

Proft/ (Loss) after tax Rs.157,526/- Rs.3093/-

2. REVIEW OF OPERATION:

The Company has made a profit of Rs. 157,526/- during the Financial Year 2013-14 as against the profit of Rs. 3,093/- made during the Financial Year 2012-13.

3. DIVIDEND:

Your Directors do not recommend any dividend for the year ended on 31st March 2014 with a view to conserve the resources for future.

4. CORPORATE GOVERNANCE:

A Report on Corporate Governance along with a certificate from Mr. Koshal Maheshwari, Chartered Accountant in practice, regarding compliance of the requirements of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the Stock Exchange is annexed hereto.

5. FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public with the meaning of section 58-A of the Companies Act, 1956 and the rules made there under and as such, no amount on account of principal or interest was outstanding on the date of balance sheet.

6. DIRECTOR RESPONSIBILITY STATEMENT:

In term of provisions of Section 217(2AA) of the companies Act, 1956, your Directors confirm that:

a) that in the preparation of the annual accounts for the financial year ended 31st March, 2014 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) that the Directors has 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 the financial year and of the profit or loss of the Company for the year review.

c) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) The Directors had prepared the accounts for the financial year ended 31st March, 2014 on a going concern basis.

7. PARTICULARS OF EMPLOYEES

During the year under review, none of the employee was drawing remuneration, which require disclosure under section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975.

8. Management Discussion And Analysis Report

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

9. BOARD OF DIRECTORS:

During the year under the review, the Constitution of the Board is duly set-up. None of the Board members resigned from the Board and no new directors been inducted to the board.

However, Mr. Ravindra T. Mishra, Director of the Company retires by rotation at the forthcoming Annual General Meeting and being eligible to offer himself for re-appointment.

10. AUDITORS AND AUDITORS REPORT:

Koshal & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company at the last Annual General Meeting to hold office till the conclusion of this Annual General Meeting. The Company has received a certificate from the Statutory Auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 224(1B) of the Companies Act, 1956. Your directors recommend for their re-appointment and to fix their remuneration.

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended March 31, 2014 are self-explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956 as it does not contain any qualification in the same.

11. PARTICULAR OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSOPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

In view of the nature of activities which are being carried on by the company, Rule 2A and 2B of the Companies (Disclosure of Particulars in the report of Board of Directors) Rules 1988, concerning conversation of energy and technology absorption respectively is not applicable to the Company.

The operation of the company is confined within the territory of India only and therefore, the details relating to export etc are nil.

12. ACKNOWLEDGEMENT

Your Directors are pleased to place on the record their sincere gratitude to the Government Authorities and other Business Associates for their valued Co-operation extended of the Company during the year under review.

For and on behalf of the Board

Place: Mumbai Sd/- Date: 02.09.2014 CHAIRMAN


Mar 31, 2013

Dear Members

The Directors are please to present you the 20th Annual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2012

1. FINANCIAL RESULTS:

Financial Results For the Year ended For the Year ended 31st March, 2013 31st March, 2012 (Amt in INR) (Amt in INR)

Income/ (Loss) 28,34,623 67,745

Less: Expenditure 28,31,230 62,970

Profit/ (Loss) before tax 3,393 4,775

Less: Tax Expenses 300 900

Proft/ (Loss) after tax 3,093 3,875

2. REVIEW OF OPERATION:

The Company has made a pro?t of Rs. 3,093/- during the Financial Year 2012-13 as against the pro?t of Rs. 3,875/- made during the Financial Year 2011-12.

3. DIVIDEND:

Your Directors do not recommend any dividend for the year ended on 31st March 2012 with a view to conserve the resources for future.

4. CORPORATE GOVERNANCE:

A Report on Corporate Governance along with a certificate from Mr. Koshal Maheshwari, Chartered Accountant in practice, regarding compliance of the requirements of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the Stock Exchange is annexed hereto.

5. FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public with the meaning of section 58-A of the Companies Act, 1956 and the rules made there under and as such, no amount on account of principal or interest was outstanding on the date of balance sheet.

6. DIRECTOR RESPONSIBILITY STATEMENT:

In term of provisions of Section 217(2AA) of the companies Act, 1956, your Directors confirm that:

a) that in the preparation of the annual accounts for the financial year ended 31st March, 2012 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) that the Directors has 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 the financial year and of the profit or loss of the Company for the year review.

c) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) The Directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern basis.

7. PARTICULARS OF EMPLOYEES

During the year under review, none of the employee was drawing remuneration, which require disclosure under section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975.

8. Management Discussion And Analysis Report

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

9. BOARD OF DIRECTORS:

There was no change in the constitution of the Directors during the year.

However, Mr. Paresh Pathak, Director of the Company retires by rotation at the forthcoming Annual General Meeting and being eligible to offer himself for re-appointment.

10. AUDITORS AND AUDITORS REPORT:

Koshal & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company at the last Annual General Meeting to hold office till the conclusion of this Annual General Meeting. The Company has received a certificate from the Statutory Auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 224(1B) of the Companies Act, 1956. Your directors recommend for their re-appointment and to fix their remuneration.

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended March 31, 2012 are self-explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956 as it does not contain any qualification in the same.

11. PARTICULAR OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSOPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

In view of the nature of activities which are being carried on by the company, Rule 2A and 2B of the Companies (Disclosure of Particulars in the report of Board of Directors) Rules 1988, concerning conversation of energy and technology absorption respectively is not applicable to the Company.

The operation of the company is confined within the territory of India only and therefore, the details relating to export etc are nil.

12. ACKNOWLEDGEMENT

Your Directors are pleased to place on the record their sincere gratitude to the Government Authorities and other Business Associates for their valued Co-operation extended of the Company during the year under review.

For and on behalf of the Board

Place: Mumbai Sd/- Date: 24.08.2013 Director


Mar 31, 2012

Dear Members

The Directors are please to present you the 20th Annual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2012

1. FINANCIAL RESULTS:

Financial Results For the Year ended For the Year ended 31st March, 2012 31st March, 2011 (Amt in INR) (Amt in INR)

Income/ (Loss) 67745 7076199

Less: Expenditure 62970 7074807

Profit/ (Loss) before tax 4775 1392

Less: Tax Expenses (900) Nil

Proft/ (Loss) after tax 3875 1392

2. REVIEW OF OPERATION:

The Company has made a pro?t of Rs. 3,875/- during the Financial Year 2011-12 as against the pro?t of Rs. 1392/- made during the Financial Year 2010-11.

3. DIVIDEND:

Your Directors do not recommend any dividend for the year ended on 31st March 2012 with a view to conserve the resources for future.

4. CORPORATE GOVERNANCE:

A Report on Corporate Governance along with a certificate from Mr. Koshal Maheshwari, Chartered Accountant in practice, regarding compliance of the requirements of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the Stock Exchange is annexed hereto.

5. FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public with the meaning of section 58-A of the Companies Act, 1956 and the rules made there under and as such, no amount on account of principal or interest was outstanding on the date of balance sheet.

6. DIRECTOR RESPONSIBILITY STATEMENT:

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors Responsibilities Statement, it is hereby confirmed:

a) that in the preparation of the annual accounts for the financial year ended 31st March, 2012 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) that the Directors has 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 the financial year and of the profit or loss of the Company for the year review.

c) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) The Directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern basis.

7. PARTICULARS OF EMPLOYEES

During the year under review, none of the employee was drawing remuneration, which require disclosure under section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975.

8. Management Discussion And Analysis Report

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

9. BOARD OF DIRECTORS:

There was no change in the constitution of the Directors during the year.

However, Mr. Paresh Pathak, Director of the Company retires by rotation at the forthcoming Annual General Meeting and being eligible to offer himself for re-appointment.

10. AUDITORS AND AUDITORS REPORT:

Koshal & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company at the last Annual General Meeting to hold office till the conclusion of this Annual General Meeting. The Company has received a certificate from the Statutory Auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 224(1B) of the Companies Act, 1956. Your directors recommend for their re-appointment and to fix their remuneration.

The observations made by the Auditors in their Report read with the relevant notes as given in the Notes on Accounts for the year ended March 31, 2012 are self-explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956 as it does not contain any qualification in the same.

11. PARTICULAR OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSOPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

In view of the nature of activities which are being carried on by the company, Rule 2A and 2B of the Companies (Disclosure of Particulars in the report of Board of Directors) Rules 1988, concerning conversation of energy and technology absorption respectively is not applicable to the Company.

The operation of the company is confined within the territory of India only and therefore, the details relating to export etc are nil.

12. ACKNOWLEDGEMENT

Your Directors are pleased to place on the record their sincere gratitude to the Government Authorities and other Business Associates for their valued Co-operation extended of the Company during the year under review.

For and on behalf of the Board

Place: Mumbai Sd/- Date: 02.08.2012 Ravindra Mishra Chairman


Mar 31, 2011

Dear Members

The Directors are please to present you the 20th Annual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2011

1. FINANCIAL RESULTS:

Financial Results For the Year ended For the Year ended 31st March, 2011 31st March, 2010 (Amt in INR) (Amt in INR)

Income/ (Loss) Rs.7076199/- Rs.8536648/

Less: Expenditure Rs.7074807/- Rs.8535939/

Profit/ (Loss) before tax Rs.1392/- Rs.709/

Less: Tax Expenses Nil Nil

Proft/ (Loss) after tax Rs.1392/- Rs.709/

2. REVIEW OF OPERATION:

The Company has made a profit of Rs. 1392/- during the Financial Year 2010-11 as against the profit of Rs. 709/- made during the Financial Year 2009-10.

3. DIVIDEND:

Your Directors do not recommend any dividend for the year ended on 31st March 2012 with a view to conserve the resources for future.

4. CORPORATE GOVERNANCE:

A Report on Corporate Governance along with a certificate from Mr. Koshal Maheshwari, Chartered Accountant in practice, regarding compliance of the requirements of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the Stock Exchange is annexed hereto.

5. FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public with the meaning of section 58-A of the Companies Act, 1956 and the rules made there under and as such, no amount on account of principal or interest was outstanding on the date of balance sheet.

6. DIRECTOR RESPONSIBILITY STATEMENT:

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors Responsibilities Statement, it is hereby confirmed:

a) that in the preparation of the annual accounts for the financial year ended 31st March, 2012 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) that the Directors has 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 the financial year and of the profit or loss of the Company for the year review.

c) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) The Directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern basis.

7. PARTICULARS OF EMPLOYEES

During the year under review, none of the employee was drawing remuneration, which require disclosure under section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975.

8. Management Discussion And Analysis Report

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

9. BOARD OF DIRECTORS:

There was no change in the constitution of the Directors during the year.

However, Mr. Ravindra Tribhuvan Mishra, Director of the Company retires by rotation at the forthcoming Annual General Meeting and being eligible to offer himself for re-appointment.

10. AUDITORS AND AUDITORS REPORT:

Koshal & Associates, Statutory Auditors of the Company, retire at the forth coming Annual General Meeting and being eligible, offer themselves for re-appointment.

The Board recommends their reappointment.

11. PARTICULAR OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSOPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

In view of the nature of activities which are being carried on by the company, Rule 2A and 2B of the Companies (Disclosure of Particulars in the report of Board of Directors) Rules 1988, concerning conversation of energy and technology absorption respectively is not applicable to the Company.

The operation of the company is confined within the territory of India only and therefore, the details relating to export etc are nil.

12. ACKNOWLEDGEMENT

Your Directors are pleased to place on the record their sincere gratitude to the Government Authorities and other Business Associates for their valued Co-operation extended of the Company during the year under review.

For and on behalf of the Board

Place: Mumbai Sd/- Date: 22.08.2011 Director

 
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