Directors Report of EFC (I) Ltd.

Mar 31, 2023

Directors Report

Dear Members,

The Board of Directors ("Board") of EFC (I) Limited ("Company") with immense pleasure
present their report on the business and operations of your Company for the financial year
2022-23. This Report is being presented along with the audited financial statements for the
year.

FINANCIAL HIGHLIGHTS

The financial summary on standalone basis for year ended is as follows:

	For the current yearended 31st March, 2023	For the previous year ended 31st March, 2022
Revenue from operations	699.50	-
Other Income	3.73	10.59
Total Income	703.23	10.59
Expenditure	594.72	8.86
Profit / (Loss) for the year Before Tax	108.51	1.91
Less: Provision for Taxation	59.42	0.65
Net Profit/(Loss) After tax	49.09	1.26

The financial summary on consolidated basis for year ended is
as follows:

	For the current year ended 31st March, 2023	For the previous year ended 31st March, 2022
Revenue from operations	10,321.35	-
Other Income	84.52	10.59
Total Income	10,405.87	10.59
Expenditure	9,687.01	8.68
Profit / (Loss) for the year Before Tax	718.86	1.91
Less: Provision for Taxation	332.61	0.65
Net Profit/(Loss) After tax	386.25	1.26

NUMBER OF MEETINGS OF THE BOARD

During the year, 21 meetings of the Board were held. Details of the meetings are given
in Corporate Governance Report.

STATE OF COMPANY''S AFFAIRS(a) Based on Standalone financials

During the year under review, the Company has achieved turnover of Rs. 699.50 Lakh as
against no turnover in the previous year. After deducting total expenditure aggregating
to Rs. 594.72 Lakh, the Company has earned profit after tax of Rs. 49.09 Lakh as against
profit of Rs. 1.26 Lakh of the previous year.

(b) Based on Consolidated financials

During the year under review, the Company has achieved turnover of Rs. 10,321.35 Lakh as
against no turnover in the previous year. After deducting total expenditure aggregating to
Rs. 9,687.01 Lakh, the Company has earned profit after tax of Rs. 386.25 Lakh as against
profit of Rs. 1.26 Lakh of the previous year.

THE AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES

The amount which is carried to any reserves, if any, is duly disclosed in Balance Sheet and
Notes to Balance Sheet as part of Financial Statements.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments affecting the financial position of the Company
occurred between the ends of the financial year to which this financial statement relate on
the date of this report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of loans, guarantees and investments under the provisions of section 186 of the
Companies Act, 2013, are disclosed in Balance Sheet and Notes to Balance Sheet as part of
Financial Statements.

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY

The Company does not have any Risk Management Policy as the elements of risk
threatening the Company''s existence are very minimal.

CHANGE IN THE NATURE OF BUSINESS

In the FY 2022-23, the Company has changed its object clause, the new object of the
Company is as follows:

1. To carry on business of developing, buying, selling or renting out serviced and
virtual office space, meeting rooms, office equipment, storage facilities, software
development centers, network infrastructure, business executive suites, furnished
meeting space and any other infrastructure projects including software parks,
health care centers etc.

2. To carry on business of software development, web site development, training,
exporting, importing, buying, selling, distributing or otherwise deal in any other
manner in computer software, computer programming, system software, data
processing, data entry data warehousing, systems, software procedures, peripheral
products, to commercialize the results in the areas of software engineering,
generating technology, software development, and methodology.

DIRECTORS AND KEY MANAGERIAL PERSON

Following changes took place on the board of the company during
the year:

Name	Designation	Appointment/Cessation/Change in Designation	Date
Mr. Umesh Kumar Sahay	Additional Director	Appointment	06-05-2022
Mr. Anish Shah	Managing Director	Cessation	26-05-2022
Mr. Keyur J Parikh	Independent Director	Cessation	26-05-2022
Ms. Aashini Anish Parikh	Non Executive Director	Cessation	26-05-2022
Mr. Jainik Girishchandra Shah	Independent Director	Cessation	26-05-2022
Mr. Sohit Kumar Mehta	Company Secretary	Cessation	26-05-2022
Mr. Abhishek Narbaria	Additional Director	Appointment	26-05-2022
Mr. Nikhil Dilipbhai Bhuta	Additional Independent Director	Appointment	26-05-2022
Ms. Gayathri Srinivasan Iyer	Additional Independent Director	Appointment	26-05-2022
Mr. Uday Tushar Vora	Chief Financial Officer	Appointment	26-05-2022
Ms. Rupal Pankaj Dedhia	Company Secretary & Compliance Officer	Appointment	27-05-2022
Mr. Umesh Kumar Sahay	Managing Director	Change in Designation	01-07-2022
Mr. Abhishek Narbaria	Whole-time Director	Change in Designation	01-07-2022
Mr. Abhishek Narbaria	Director	Change in Designation	16-07-2022
Mr. Umesh Kumar Sahay	Director	Change in Designation	16-07-2022
Mr. Nikhil Dilipbhai Bhuta	Independent Director	Change in Designation	16-07-2022
Ms. Gayathri Srinivasan Iyer	Independent Director	Change in Designation	16-07-2022
Mr. Rajesh Chandrakant Vaishnav	Additional Independent Director	Appointment	13-08-2022
Mr. Rajesh Chandrakant Vaishnav	Independent Director	Change in Designation	30-09-2022
Mr. Nikhil Dilipbhai Bhuta	Whole-time Director	Change in Designation	30-09-2022
Ms. Rupal Pankaj Dedhia	Company Secretary & Compliance Officer	Cessation	19-10-2022
Mr. Aman Kumar Gupta	Com pany Secretary & Compliance Officer	Appointment	20-10-2022
Mr. Mangina Srinivas Rao	Additional Independent Director	Appointment	26-12-2022

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION
(12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL
GOVERNMENT

The Auditors has not reported any frauds under sub-section (12) of section 143 other than
those which are reportable to the central government.

DEPOSITS

The company has not accepted any deposit during the financial year.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATION IN
FUTURE

During the year, no significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and company''s operations in future.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has a proper and adequate system of internal financial controls to ensure
that all assets are safeguarded and protected against loss from unauthorized use or
disposition, and that transactions are authorized, recorded, and reported correctly. The
internal control system is supplemented by extensive programme of audit, review by
management, and documented policies, guidelines and procedures.

INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE

The company has complied with provisions relating to the constitution of Internal
Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR

No application made or no any proceeding pending under the Insolvency and Bankruptcy
Code, 2016 during the year.

DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

The disclosure is not applicable on the Company.

RELATED PARTY TRANSACTIONS/ DISCLOSURE

The Company has not entered into any related party transaction as provided in sub-section
(1) of section 188 of the Companies Act, 2013 which is not in its ordinary course of business
or not on arms length basis. Hence, in accordance of proviso four of sub-section (1) of
section 188 of the Companies Act, 2013, the sub-section (1) of section 188 of the
Companies Act, 2013 is not applicable for the financial year.

DIVIDEND

The Board regrets to declare any dividend.

WEBADDRESS

The copy of Annual Return referred to in sub-section (3) of section 92 of the Companies
Act, 2013 is placed on website of the Company. The web-link of the Annual Return is
https://www.efclimited.in/Investor-relation.html

PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES

Disclosure pursuant to Rule 5 (2) of Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014 during the year.

Sl.No.	Name	Designation	Remuneration	nature of employment, whether contractual or otherwise	qualifications and experience of the employee	date of commencement	age	last employment	percentage of equity shares held	relative of any director or manager
1	Mr. Uday Tushar Vora	Chief Financial Officer	11,25,200	Regular	MBA	26.05.2022	34	Brantford Assets India LLP	Nil	No
2	Mr. Aman Kumar Gupta	Company Secretary & Complian ce Officer	4,83,677	Regular	FCS, LL.B, M.Com; 7.5 Years	20.10.2022	29	Company Secreta ry - Denim Developers Limited	Nil	No
3	Ms. Rupal Pankaj Dedhia	Company Secretary & Complian ce Officer	94,693	Regular	CS	27.05.2022	33	-	Nil	No
4	Mr. Sohit Kumar Mehta	Company Secretary & Complian ce Officer	18,667	Regular	CS	15.09.2014	35	-	Nil	No

PARTICULARS OF REMUNERATION

Details pertaining to remuneration as 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:

The percentage increase in remuneration of each Director, Chief Financial Officer and
Company Secretary during the financial year 2022-23, ratio of the remuneration of each
Director to the median remuneration of the employees of the Company for the financial
year 2022-23 and the comparison of remuneration of each Key Managerial Personnel
(KMP) against the performance of the Company are as under:

Sr. No.	Name of Director/ KMP and Designation	Remuneration of Director/KMP for financial year 2022-23	% Increase/ (Decrease) in Remuneration in the Financial Year 2022-23	Ratio of remuneration of each Director/ to median remuneration of employees
1	Mr. Uday Tushar Vora	11,25,200	NA	NA
2	Mr. Aman Kumar Gupta	4,83,677	NA	NA
3	Ms. Rupal Pankaj Dedhia	94,693	NA	NA
4	Mr. Sohit Kumar Mehta	18,667	Nil	NA

(a) The median remuneration of employees of the Company during the financial year
was Rs. 59,847 per month or Rs. 7,18,161 per year, calculated on the basis of monthly
salary, as employees worked for part of the year.

(b) In the financial year, there was no increase in the median remuneration of
employees;

(c) There were two permanent employees on the rolls of Company as on March 31,

2023;

(d) In the Financial year, no increment made in the salaries of employees including
managerial personnel. Hence, the comparison between percentile increase in the
managerial remuneration and percentile increase in the salaries of employees and
their justification is not applicable.

EXPLAINATION OR COMMENT BY THE BOARD ON EVERY QUALIFICATION, RESERVATION
OR ADVERSE REMARK OR DISCLAIMER MADE BY AUDITOR IN ITS REPORT

The Statutory Auditor has not made any qualification, reservation or adverse remark or
disclaimer in its report.

EXPLAINATION OR COMMENT BY THE BOARD ON EVERY QUALIFICATION, RESERVATION
OR ADVERSE REMARK OR DISCLAIMER MADE BY COMPANY SECRETARY IN PRACTICE
IN ITS SECRETARIAL AUDIT REPORT

The Secretarial Audit report of the Company is annexed herewith as Annexure-1 to the
Report. Point- wise explanation or comment on qualification, reservation or adverse remark
or disclaimer made by the Secretarial Auditor in its report is as follows:

qualification, reservation or adverse remark or disclaimer	explanation or comment
The company has filed form MGT-14 for appointment of internal Auditors with the delay of 280 days under rule 8 of section 179 (3) read with section 117 (3) of Companies Act, 2013	The Company has taken over by new promoters, management during the financial year 2022-23. The Company has also acquired 100% shareholding of EFC Limited by SWAP of shares during the financial year 2022-23. As the process of subsidiarization, SWAP of Shares and Change in Management were taking place at that time, hence, Form MGT-14 which are required to file with Registrar of Companies/ Ministry of Corporate Affairs got delayed. However, the management of the Company has filed all the applicable returns with the concerned authority and no return is pending for filing. The management will take utmost care in this regard, so such incidence will not happen in future.
The Company has entered related party transaction of Rs. 1.70 Lakhs with Brantford Limited but approval of members yet to be taken according to provision of regulation 23(4) of SEBI (Listing obligation and Disclosure requirement) Regulation, 2015.	The Company has taken approval for related party transactions including transaction with Brantford limited through Postal Ballot on July 15, 2023.
The Company is under process of filing FC-GPR return on FDI received on allotment of 1,50,000 equity shares (by way of swap of shares) made on August 18, 2022 to NAV Capital Emerging Star Fund and allotment of 1,65,000 & 20,000 Equity Shares (by way of conversion of warrants) made on September 10, 2022 & December 13, 2022 to Aegis Investment Fund, PCC & Mr. Vineet Arora respectively under preferential issue approved by Members on July 16, 2022 (EGM) because of FIRC and KYC of Investors are not yet received from Axis Bank (AD bank).	The delay is happened due to delay in receipt of FIRC and KYC of Investors from the bank, the Company is in process to obtain the same at earliest and will file FC-GPR return.

The Secretarial Audit report of the Material Subsidiary Company i.e. EFC Limited is annexed
herewith as Annexure-2 to the Report. Point-wise explanation or comment on qualification,
reservation or adverse remark or disclaimer made by the Secretarial Auditor in its report is
as follows:

qualification, reservation or adverse remark or disclaimer	explanation or comment
The company has filed form AOC-4 for filing of financial statement and other documents with the Registrar with the delay of 12 days under section 137 of the Companies Act, 2013 and sub-rule (1) of Rule 12 of Companies	EFC Limited has become wholly- owned subsidiary of EFC (I) Limited (formerly known as Amani Trading and Exports Limited) during the financial year 2022-23.

(Accounts) Rules, 2014.	As the process of subsidiarization, SWAP of Shares and Change in Management were taking place at that time, hence, some of returns which are required to file with Registrar of Companies/ Ministry of Corporate Affairs got delayed by few days. However, the management of the Company has filed all the applicable returns with the concerned authority and no return is pending for filing. The management will take utmost care in this regard, so such incidence will not happen in future.
The company has filed form AOC-4 CFS for filing of consolidated financial statement and other documents with the Registrar with the delay of 13 days under section 137 of the Companies Act, 2013 and Rule 12 of Companies (Accounts) Rules, 2014.
The company has filed form MGT-14 relating to Board Resolution for approval of Standalone and Consolidated financial statements and Boards'' report for the financial year 2021-22 with the delay of 1 day under section 179 (3) read with section 117 (3) of Companies Act, 2013.
The company has filed form SH-7 for Redemption of redeemable preference shares with the delay of 25 days under section 64(1) of Companies Act, 2013 read with rule 9 of the Companies (Share Capital and Debentures) Rules, 2014.
The Company was under process of dematerialization of entire holding of promoters during it has issued 12,500 Equity shares on 12th May, 2022 on private placement basis.	As mentioned above, process of subsidiarization, SWAP of Shares and Change in Management were taking place at that time the dematerialization of promoter holding got delayed. However, all share of the Company are now in demat form only.
The Company is under process of filing FC-GPR return on FDI received on allotment of 1,875 equity shares made on June 10, 2022 to NAV Capital VCC - NAV Capital Emerging Star Fund under Private Placement approved by Members on May 16, 2022 (EGM) because of mismatch in the name of Allottee in the FIRC and Special Resolution.	The delay is happened due to mismatch in the name of Allottee in the FIRC and Special Resolution, the Company is in process of filing FC- GPR return.

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received necessary declaration from each independent director under
sub-section (7) of section 149 of the Companies Act, 2013 that they meets the criteria of
independence as provided in sub-section (6) of section 149 of the Companies Act, 2013.

POLICY ON DIRECTOR''S APPOINTMENT AND REMUNERATION

The policy on director''s appointment and remuneration including criteria for determining
qualifications, positive attributes, independence of a director and other matters provided
under sub-section (3) of section 178 is available on web-link www.efclimited.in

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

Consider the business activities of the Company the requirement relating to providing the
particulars relating to conservation of energy and technology absorption stipulated in Rule
8 of the Companies (Accounts) Rules 2014 required to be furnished under section 134
(3)(m) of the Companies Act, 2013 is not applicable. Particulars of foreign currency
earnings and outgo during the year are Nil.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the said provisions are not applicable to the Company for financial year 2022¬
23.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

As on the end of financial year, details of subsidiaries, joint ventures and associate
companies is as follows:

Sr. No.	Name of Entity	Relation
1	EFC Limited*	Subsidiary
2	Whitehills Interior Limited*	Subsidiary
3	EFC Tech Space Private Limited*	Step-down Subsidiary
4	Rubic Tech Space LLP*	Step-down Associate
6	M/s Monarch Workspace*	Step-down Associate

*Become subsidiaries, joint ventures and associate during the year.

The particulars of subsidiaries, joint ventures and associate companies are furnished in
Form AOC-1 forms part of Consolidated Financial Statements in compliance with Section
129 and other applicable provisions, if any, of the Companies Act, 2013.

OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE
OF THE INDEPENDENT DIRECTOR

In the opinion of the Board all the Independent Directors including Independent Directors
appointed during the year, if any, are person of integrity and has expertise and experience
in relevant field. Further, all the independent directors has cleared proficiency self¬
assessment test conducted by the Indian Institute of Corporate Affairs.

ANNUAL EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS

The Board of Directors of the Company has initiated and put in place evaluation of
performance of the board, its committees and individual directors. The result of the
evaluation is satisfactory and adequate and meets the requirement of the Company.

MAINTAINANCE OF COST RECORDS

The Company is not required to maintain cost records as specified by the Central
Government under sub-section (1) of section 148 of the Companies Act, 2013.

DISCLOSURE ON AUDIT COMMITTEE

Composition of Audit Committee under section 177 of the Companies Act, 2013 is as follows:

Name	Designation
Ms. Gayathri Srinivasan Iyer	Chairperson
Mr. Rajesh Chandrakant Vaishnav	Member
Mr. Nikhil Dilipbhai Bhuta	Member

DIRECTOR''S RESPONSIBILITY STATEMENT

In accordance with the provisions of sub-section (5) of section 134 of the Companies Act, 2013
the Board hereby state that-

(a) in the preparation of the annual accounts, 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
counting 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.
CORPORATE GOVERNANCE REPORT

Corporate Governance Report pursuant to Part C of Schedule V of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is attached
to this report as Annexure-3

COMPLIANCE CERTIFICATE BY CHIEF FINANCIAL OFFICER

Compliance Certificate by Chief Financial Officer pursuant to regulation 17(8) and Part B of
Schedule II of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is attached to this report as Annexure-4

DECLARATION AFFIRMING COMPLIANCE OF CODE OF CONDUCT

The Company has received confirmations from all the Board of Directors as well as
Senior Management Executives regarding compliance of the Code of Conduct during
the year under review. A declaration by the Chief Financial Officer affirming compliance
of Board Members and Senior Management Personnel to the Code is attached to this
report as Annexure-5

COMPLIANCE CERTIFICATE BY PRACTISING COMPANY SECRETARY

Compliance Certificate regarding compliance of conditions of Corporate Governance by
Practicing Company Secretary pursuant to Part E of Schedule V of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 is attached to this report as Annexure-6

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis pursuant to Part B of Schedule V of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 is part of the Annual Report.

On Behalf of the Board of
Directors For EFC (I) Limited

Umesh Kumar Sahay
Chairman and Managing
Director (DIN: 01733060)

Date: September 5, 2023
Place: Pune

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Mar 31, 2014

The Members,

The Directors have pleasure in presenting the 30th Annual Report together with the Audited Annual Accounts forthe Financial Year ended on 31st March, 2014.

FINANCIAL RESULTS:-

Your company''s performance during financial year 2013-2014 is summarized below:-

Particulars 2015 2014 2012-2013 (Rupees)- (Rupees)

Profit before Depreciation & Tax 7.81.284 7,51,715

Less: Depreciation

Profit before Tax 7.81.284 7.51.715

Less: Provision for Taxation

(a) Current Tax 2.24.000 2,21,000

(b) Deferred Tax Liability (credit) - 809

Profit after Tax 5.39.284 5,29,906

Add: Balance brought forward from previous year 63.39.558 58.09.652

Balance carried to Balance Sheet 68.78.842 63,39,558

DIVIDEND:-

In view of requirement of surplus funds for future business activities, your Directors do. not recommend any Dividend on Equity Shares for the year ended on 31st March, 2014.

OPERATIONS:-

During the year under review your company has continued its activity of trading in cotton fabrics. Inspite of severe competition and pressure on margin, the Company was able to post a higher turnover of Rs.300.45 Lacs as compared to Rs.295.05 Lacs in previous year. The company posted net profit of Rs.5.39 Lacs in the current

year as compared to Rs.5.30 Lacs in previous year. Your directors are putting in their best efforts to improve the performance of the Company in the coming years.

LISTING AGREEMENT:-

The Equity Shares of the Company are listed on stock exchanges at Ahmedabad and Mumbai. The Company has already paid listing fees to both the exchanges.

DIRECTORS:-

Shri Anish A. Shah has been appointed as a Managing Director of the Company with effect from 01.06.2014 for a period of three (03) years without any remuneration.

In compliance with the provisions of Section 149 read with Schedule IV of the Companies Act, 2013, the appointment of Mr. Keyur J. Parikh and Mr. Mayur J. Parikh has Independent Directors is being placed for approval of the Members at the . ensuing Annual General Meeting.

DIRECTORS'' RESPONSIBILITY STATEMENT:-

Pursuant to Section 217 (2AA) of the Companies Act, 1956, on the basis of. the information placed before them, the Directors confirm that:

i) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures, if any;

ii) appropriate accounting policies have been selected and applied consistently, and the judgments and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2014 and of the profit of the Company for the said year;

a) proper and sufficient care has been taken for the maintenance of adequate

accounting records in accordance with the provisions of Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud arid other irregularities; ,

b) the Annual Accounts have been prepared on a going concern basis.

AUDITORS:-

Dhirubhai Shah & Doshi, Chartered Accountants, (earlier known as Dhirubhai Shah & Co,) Ahmedabad. (Firm Registration No. 102511W) retires at the ensuing Annual General Meeting and being eligible for re-appointment have indicated their willingness to act as such. You are requested to reappoint them as Statutory „ Auditors to hold the office till the conclusion of next Annual General Meeting and fix their remuneration. .

SECRETARIAL AUDIT:-

The Secretarial Compliance Report pursuant to Section 383A of the Companies Act, 1956, forming part of this annual report is attached herewith.

AUDIT COMMITTEE:-

With effect from 01.04.2014 under Section 177 of the Companies Act, 2013, every listed company is required to form an Audit Committee consisting minimum of 03 Directors with Independent Directors forming majority. To comply with the same, the Board of Directors at their meeting held on 29th May, 2014 has constituted an Audit Committee comprising of three Directors viz; Mr. Keyur Parjkh, Mr. Mayur Parikh and Mr. Anish Shah. Mr. Keyur Parikh is the Chairman of Audit Committee.

PARTICULARS REGARDING EMPLOYEES:-

The Company does not have any employee covered under the provision of Section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975. .

INFORMATION REGARDING CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:-

Your Company is not engaged in any manufacturing activity and as such has no particulars to disclose under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, .1988, as regards conservation of energy and technology absorption. Further, during the year under review, your company has " neither earned nor made any payment in foreign exchange. .

DEPOSITS:-

During the year under review, the Company has not accepted any deposits from the public.,

ACKNOWLEDGMENTS:-

Your Directors would like to thank its employees for rendering diligent services to the Company.

Your Directors would take this opportunity to express their gratitude to the customers, vendors, investors and Banks for their continued support. Your Directors would also like to thank statutory authorities for their support and look forward to their continued support and guidance in future.

Regd. Office: 32, Milpnpark Society, For and on Behalf of the Board Nr. Jawahar Chowk, Maninagar, Ahmedabad - 380 008 E Mail - [email protected] Ph.:-079-25462907 Director

Date:29.05.2014 Place: Ahmedabad

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Mar 31, 2013

The directors have pleasure in presenting, the twenty ninth annual report together with audited annual accounts for the financial year ended on 31st March, 2013.

FINANCIAL RESULTS

Your company''s performance during financial year 2012-2013 is summarised below:

2012-2013 2012-2011 Rs. Rs.

Profit before depreciation and tax 7,51,715 6,18,552

Less: Depreciation Nil Nil

Profit before tax 7,51,715 6,18,552

Less/Add : Provision for taxation

(a) Current tax 2,21,000 1,95,000

(b) Deferred tax liability (credit) 809 (1,612)

Profit after tax 5,29,906 4,25,164

Add: Balance brought forward from previous 58,09,652 53,84,488 year

Balance carried to Balance Sheet 63,39,558 58,09,652



DIVIDEND

In order to utilize the surplus for future business needs of the company, your directors do not recommend any dividend on equity shares for the year ended on 31st March, 2013.

OPERATIONS

During the year, under review, your company has continued its activity of trading in cotton fabrics. The sales turnover of the company declined to Rs.295.04 lacs as compared to Rs.301.27 lacs in previous year, due to tough competition amongst textile players. The company posted net profit of Rs.5.30 lacs as compared to Rs.4.25 lacs in previous year. Your directors are putting in their best efforts to continue the improve the performance of the company in the coming year.

LISTING AGREEMENT

The equity shares of the company are fisted on stock exchanges at Ahmedabad and Mumbai. The company has paid listing fees to both the stock exchanges.

DIRECTORS

At the ensuing annual general meeting Mr. Anish A. Shah, Director is to retire by rotation and being eligible offers himself for re-appointment.

DIRECTOR''S RESPONSIBILITY STATEMENT

Pursuant to section 217(2AA) of the Companies Act, 1956 and on the basis of information placed before them the directors confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; if any;

(ii) appropriate accounting policies have been selected and applied consistently, and the judgments and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2013 and of the profit of the company for the said year;

(iii) proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern basis.

AUDITORS

Dhirubhai Shah & Company, Chartered Accountants, Ahmedabad, retire at the ensuing annual general meeting and being eligible for re-appointment, have indicated their willingness to act as such. You are requested to appoint them as statutory auditors to hold office till the conclusion of next annual general meeting and fix their remuneration.

SECRETARIAL AUDIT

The secretarial compliance report pursuant to section 383A of the Companies Act, 1956, forms part of this annual report and is attached herewith.

INFORMATION REGARDING CONSERVATION OF ENERGY. TECHNOLOGY AND FOREIGN EXCHANGE

Your company is not engaged in any manufacturing activity and as such has no particulars to disclose under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, as regards conservation of energy and technology absorption. Further, during the year under review, your company has neither earned nor made any payment in foreign exchange.

PARTICULARS REGARDING EMPLOYEES

The company does not have any employee covered under the provisions of section 217 (2A) of The Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

DEPOSITS

During the year under review, the company has not accepted any deposit from the public.

ACKNOWLEDGEMENTS

Your directors would like to thank ail its employees for rendering diligent services to the company.

Your directors would take this opportunity to express their gratitude to the customers, vendors, investors and banks for their continued support. Your directors would also like to thank statutory authorities for their support and look forward to their continued support and guidance in future.



PLACE : AHMEDABAD FOR AND ON BEHALF OF THE BOARD



DATE: 30/05/2013 CHAIRMAN

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Mar 31, 2010

The directors have pleasure in presenting the twenty sixth annual report together with audited annual accounts for the financial year ended on 31st March, 2010.

FINANCIAL RESULTS

Your companys performance during financial year 2009-2010 is summarised below:

31/03/2010 31/03/2009 Rs. Rs.

Sales and other income 4,43,94,392 4,24,68,441

Profit before depreciation and tax 6,01,102 6,85,824

Less : Depreciation 2,627 96S

Profit before tax 5,98,475 6,84,859

Less: Provision for taxation 1,90,000 2,15,000

Provision for tax on fringe benefit tax - 470

Add: Excess provision of Income tax written 1,02,903 - back

Deferred tax - (298)

Profit after tax 5,11,378 4,69,687

Add : Balance brought forward from previous 44,45,108 39,75,421 year

Balance carried to Balance Sheet 49,56,486 44,45,108

DIVIDEND

In order to conserve the resources of the company for future business requirements, your directors do not recommend any dividend on equity shares for the year ended on 31st March, 2010.

OPERATIONS

During the year, under review, your company has continued its activity of trading in cotton fabrics. The company posted net profit of Rs.5.11 lacs as compared to net profit of Rs.4.69 lacs of previous year. Your directors are putting in their best efforts to further improve the performance of the company in the coming year.

AUDITORS REPORT

The observations in the auditors report are dealt with in notes forming part of accounts at the appropriate places and are self-explanatory.

LISTING AGREEMENT

The equity shares of the company are listed on stock exchanges at Ahmedabad and Mumbai. The company has paid listing fees to both the stock exchanges.

DIRECTORS

At the ensuing annual general meeting Mr. Keyur 3. Parikh, Director is to retire by rotation and being eligible offers himself for re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 217(2AA) of the Companies Act, 1956 and on the basis of information placed before them the directors confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; if any;

(ii) appropriate accounting policies have been selected and applied consistently, and the judgements and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2010 and of the profit of the company for the said year;

(Hi) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company end for preventing and detecting fraud and other irregularities;

(iv) the annual accounts have been prepared on a going concern basis.

AUDITORS

The statutory auditors Dhirubhai Shah & Company, Chartered Accountants, Ahmedabad, retire at the ensuing annual general meeting and being eligible for re- appointment, have indicated their willingness to act as such. You are requested to appoint them as statutory auditors to hold office till the conclusion of next annual general meeting and fix their remuneration.

SECRETARIAL AUDIT

The secretarial compliance report pursuant to section 383A of the Companies Act, 1956, forms part of this annual report and is attached herewith.

INFORMATION REGARDING CONSERVATION oF ENERGY. TECHNOLOGY AND FOREIGN EXCHANGE

Your company is not engaged in any manufacturing activity and as such has no particulars to disclose under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, as regards conservation of energy and technology absorption. Further, during the year under review, your company has neither earned nor made any payment in foreign exchange.

PARTICULARS REGARDING EMPLOYEES

The company does not have any employee covered under the provisions of section 217 (2A) of The Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

DEPOSITS

During the year under review, the company has not accepted any deposit from the public. _

APPRECIATION

Your directors would like to thank all its employees for rendering diligent services to the company. The deep sense of belonging and hard work of the employees has enabled the company to face up to the challenges in the competitive environment.

ACKNOWLEDGEMENTS

Your directors would take this opportunity to express their gratitude to the customers, vendors, investors and banks for their continued support. Your directors would also like to thank statutory authorities for their support and look forward to their continued support and guidance in future.

PLACE : AHMEDABAD FOR AND ON BEHALF OF THE BOARD

DATE: 31/05/2010 CHAIRMAN

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Mar 31, 2009

The directors have pleasure in presenting the twenty fifth annual report together with audited annual accounts for the financial year ended on 31st March, 2009.

FINANCIAL RESULTS

Your companys performance during financial year 2008-2009 is summarised below:

31/03/2009 31/03/2008 Rs. Rs.

Sales and other income 4,24,68,442 4,17,23,140

Profit before depreciation and tax 6,85,889 6,48,930

Less : Depreciation 965 1,152

Profit before tax 6,84,924 6,47,778

Add/Less: Provision for taxation 2,15,000 1,92,000

Provision for tax on fringe benefit tax 470 475 Deferred tax (298) (548)

Profit aftertax 4,69,752 4755,851

Add : Balance brought forward from previous 39,75,421 35,19,570 year

Balance carried to Balance Sheet 44,45,173 39,75,421

DIVIDEND

In order to conserve the resources of the company for future business activities envisaged by the company, your directors do not recommend any dividend on equity shares for the year ended on 31st March, 2009.

OPERATIONS

During the year, under review, your company has continued its activity of trading in cotton fabrics. The company posted marginal net profit of Rs.4.69 lacs as compared to net profit of Rs.4.55 lacs of previous year. Your directors are putting in their best efforts to improve the performance of the company in the coming year.

AUDITORS REPORT

The observations in the auditors report are dealt with in notes forming part of accounts at the appropriate places and are self-explanatory.

LISTING AGREEMENT

The equity shares of the company are listed on stock exchanges at Ahmedabad and Mumbai. The company has paid listing fees to both the stock exchanges.

DIRECTORS

At the ensuing annual general meeting Mr. Anish A. Shah, Director is to retire by rotation and being eligible offers himself for re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 217(2AA) of the Companies Act, 1956 and on the basis of information placed before them the directors confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; if any;

(ii) appropriate accounting policies have been selected and applied consistently, ami the judgements and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2009 and of the profit of the company for the said year;

(iii) proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern basis.

AUDITORS

The retiring statutory auditors Dhirubhai Shah & Company, Chartered Accountants, Ahmedabad, retire at the ensuing annual general meeting and being eligible for re- appointment, have indicated their willingness to act as such. You are requested to appoint them as statutory auditors to hold office till the conclusion of next annual general meeting and fix their remuneration.

SECRETARIAL AUDIT

The secretaial compliance report pursuant to section 383A of the Companies Act, 1956, forms part of this annual report and is attached herewith.

INFORMATION REGARDING CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE

Your company is not engaged in any manufacturing activity and as such has no particulars to disclose under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, as regards conservation of energy and technology absorption. Further, during the year under review, your company has neither earned nor made any payment in foreign exchange.

PARTICULARS REGARDING EMPLOYEES

The company does not have any employee covered under the provisions of section 217 (2A) of The Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

DEPOSITS

During the year under review, the company has not accepted any deposit from the public.

APPRECIATION

Your directors would like to thank all its employees for rendering diligent services to the company. The deep sense of belonging and hard work of the employees has enabled the company to face up to the challenges in the competitive environment.

ACKNOWLEDGEMENTS

Your directors would take this opportunity to express their gratitude to the customers, vendors, investors and banks for their continued support. Your directors would also like to thank statutory authorities for their support and look forward to their continued support and guidance in future.

PLACE : AHMEDABAD FOR AND ON BEHALF OF THE BOARD

DATE: 30/06/2009 CHAIRMAN