Directors Report of ACIL Cotton Industries Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in placing before you the 20TH Annual Report and Audited Accounts for the financial year ended on 31st March, 2014.

FINANCIAL HIGHLIGHTS

The summarised financial results are as under :

Amnts.in Rupees

Particulars 2013-14 2012-13

Turnover 6359507.00 8846780.00

Expenditure 6304394.00 9129311.00

Proflt/ Loss Before Tax (55113) (282531)

Profit / Loss After Tax (55113) (282531)

DIVIDEND

Your Director do not recommend any dividend due to inadequacy of profit.

REVIEW OF OPERATIONS

The Company stopped manufacturing activity since last so many year after disposing off the properties and trying to approach new areas of working. The company is actively in the market of cotton and textiles and is an active supplier of cotton in the open market. However due to turnover of the Company reduced by around 33% year to year on basis. Company is trying to retain its market with best quality of product and with better trade policies.

DEPOSITS

The Company has not accepted any deposits within the meaning of the provisions of Section 58-A of the Companies Act, 1956.

DIRECTORS

Devendra Shantilal Shah will retire by rotation at the forthcoming Annual General Meeting and being eligible offers himself for the reappointment.

During the year ANKUR SHAH resigned and in his place Smt. Manisha Bhatt was appointed as an additional director of the company.

As per the provisions of the Co.Act6,2013, Vimal Kumar Raval and Manisha D Bhatt were appointed as Ind. Directors of the company for 5 years.

AUDITORS

The Board appointed M/s MUKESH M CHOKSHI & CO them as statutory auditors of the company for F.Y. 2014-2015 subject to approval of shareholder in AGM.

The notes referred to by retiring Auditors in the report are self explanatory and hence do not require any explanation.

PERSONNEL

The Employee relation remained cordial throughout the year. Your Directors wish to place on record their appreciation of the committed service rendered by all the staff members of the Company.

There are no employees who particulars are required to be shown in terms of provisions of section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975 as amended.

Information pursuant to Section 217(1)(e) of the Companies Act, 1956.

A. Conservation of Energy

In house study was made for identifying areas for optimum utilisation of power and fuel. No additional investment has been made or proposed to for reduction of consumption of energy.

B. Research, Development and Technology Absorption

The company did not carry any activity of Research and Development (R & D) programme and also no effort has been made towards technology absorption, adaptation and innovation.

C. Foreign Exchange Earning & Outgo

The Company did not have any Foreign Exchange earning / Outgo during the year under review.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, the Board of Directors hereby state and confirm that:

i) In the preparation of the Annual Accounts, the applicable accounting standards had been followed alongwith proper explanation relating to material departures.

ii) The Directors had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the financial year and of the profit 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 the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) The Directors had prepared the annual accounts on a going concern basis

ACKNOWLEDGEMENTS

The Board of Directors convey their sincere appreciation and gratitude to their Employees, Bankers, Shareholders, Customers and various agencies for their continued support and co-operation to the company.

For and on behalf of the Board

SD/- ANKUR SHAH Chairman

Place : Baroda Dated : 01/08/2014

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Mar 31, 2013

The Directors have pleasure in placing before you the 19th Annual Report and Audited Accounts for the financial year ended on 31st March, 2013.

FINANCIAL HIGHLIGHTS

The summarised financial results are as under :

Amnts.in Rupees

Particulars 2012-13 2011-12

8846780.00 99,342,604.00

Turnover

9129311.00 99,295,711.00

Expenditure

(282531) 46,893.00

Profit/ Loss Before Tax

Profit / Loss After Tax (282531) 46,893.00

DIVIDEND

Your Director''s regret their inability to recommend any dividend.

REVIEW OF OPERATIONS

The Company stopped manufacturing activity since last so many year after disposing off the properties and trying to approach new areas of working. The company is actively in the market of cotton and textiles and is an active supplier of cotton in the open market. However due to turnover of the Company reduced by around 33% year to year on basis. Company is trying to retain its market with best quality of product and with better trade policies.

DEPOSITS

The Company has not accepted any deposits within the meaning of the provisions of Section 58-A of the Companies Act, 1956.

DIRECTORS

Jagdish Jani, Director of the Company will retire by rotation at the forthcoming Annual General Meeting and being eligible offers himself for the reappointment. During the year Kirit Shah, Sanjay Savani and Anish Shah resigned and in their places Devendra S Shah and Vimal Kumar

S. Raval have been inducted.

AUDITORS

During the year under review, M/s L.N.Patel & Co., Ahmedabad, Chartered Accountants have shown their inability to continue to be the auditors of the company and tendered the resignation before the board of directors. The Board considered the same and approached new auditor firm M/s Dinesh S. Bang & Co., Chartered Accountants, Mumabi and they gave their consent to become the statutory auditors of the company for the F.Y. 12-13. The Board considered the same in their meeting held on 18/10/2012 and fixed an EGM to be convened on 29/12/2012 for seeking consent of shareholders due to change in auditors.

M/s Dinesh S. Bang & Co, Chartered Accountants, Mumbai, the Statutory Auditors of the Company retire at the forthcoming Annual General Meeting and being eligible offers himself for re-appointment.

The notes referred to by Auditors in the report are self explanatory and hence do not require any explanation.

PERSONNEL

The Employee relation remained cordial throughout the year. Your Directors wish to place on record their appreciation of the committed service rendered by all the staff members of the Company.

There are no employees who particulars are required to be shown in terms of provisions of section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975 as amended.

Information pursuant to Section 217(1)(e) of the Companies Act, 1956. A. Conservation of Energy

In house study was made for identifying areas for optimum utilization of power and fuel. No additional investment has been made or proposed to for reduction of consumption of energy.

B. Research, Development and Technology Absorption

The company did not carry any activity of Research and Development (R & D) programme and also no effort has been made towards technology absorption, adaptation and innovation.

C. Foreign Exchange Earning & Outgo

The Company did not have any Foreign Exchange earning / Outgo during the year under review.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, the Board of Directors hereby state and confirm that:

i) In the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

ii) 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 Company at the end of the financial year and of the profit 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 the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) The Directors had prepared the annual accounts on a going concern basis ACKNOWLEDGEMENTS

The Board of Directors convey their sincere appreciation and gratitude to their Employees, Bankers, Shareholders, Customers and various agencies for their continued support and co- operation to the company.

For and on behalf of the Board

SD/-

Jagdish Jani

Chairman

Place : Baroda

Dated : 01/08/2013

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Mar 31, 2010

The Directors have pleasure in placing before you the 16TH Annual Report and Audited Accounts for the financial year ended on 31st March, 2010.

FINANCIAL HIGHLIGHTS

The summarised financial results are as under :

Rs. in Lacs

2009-10 2008-09

Turnover 19.11 13.83

Expenditure 14.09 8.94

Profit/ Loss Before Tax 5.02 4.89

Profit / Loss After Tax 4.24 4.41

DIVIDEND

Your Directors regret their inability to recommend any dividend.

REVIEW OF OPERATIONS

The Company stopped manufacturing activity since last 2 year after disposing off the properties and trying to approach new areas of working.

PREFERENTIAL ALLOTMENT

The Board of Directors allotted 98,75,000 equity shares of Rs. 5/- each on the premium of Rs. 14/- per share thus total value of Rs. 19/- per share on 30-04-2010 aggregating Rs. 18,76,25,000 /- towards allotment money.

DEPOSITS

The Company has not accepted any deposits within the meaning of the provisions of Section 58-A of the Companies Act, 1956.

DIRECTORS

Sanjay Savani, Director of the Company will retire by rotation at the forthcoming Annual General Meeting and being eligible offers himself for the reappointment.

AUDITORS

M/s L. N. Patel fit Co., Chartered Accountants, Ahmedabad, the Statutory Auditors of the Company retire at the forthcoming Annual General Meeting and being eligible offers himself for re-appointment.

The notes referred to by Auditors in the report are self explanatory and hence do not require any explanation.

The Employee relation remained cordial throughout the year. Your Directors wish to place on record their appreciation of the committed service rendered by all the staff members of the Company.

There are no employees who particulars are required to be shown in terms of provisions of section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975 as amended.

Information pursuant to Section 217(lXe) of the Companies Act, 19S6.

A. Conservation of Energy

In house study was made for identifying areas for optimum utilisation of power and fuel. No additional investment has been made or proposed to for reduction of consumption of energy.

B. Research, Development and Technology Absorption

The company did not carry any activity of Research and Development (R & D) programme and also no effort has been made towards technology absorption, adaptation and innovation.

C. Foreign Exchange Earning & Outgo

The Company did not have any Foreign Exchange earning / Outgo during the year under review.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, the Board of Directors hereby state and confirm that:

i) In the preparation of the Annual Accounts, the applicable accounting standards had been followed alongwith proper explanation relating to material departures.

ii) The Directors had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the Company at the end of the financial year and of the profit 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 the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) The Directors had prepared the annual accounts on a going concern basis

ACKNOWLEDGEMENTS

The Board of Directors convey their sincere appreciation and gratitude to their Employees, Bankers, Shareholders, Customers and various agencies for their continued support and co- operation to the company.

For and on behalf of the Board

SD/- Jagdish Jani Chairman

Place : Baroda Dated : 01-09-2010