Directors Report of First Fintec Ltd.

Mar 31, 2015

Dear members,

The Directors are pleased to present their 15th Annual Report together with the Audited Accounts of the Company highlighting the business operations and financial results for the year ended March 31, 2015.

A) FINANCIAL RESULTS :

The financial performance of the Company for the year ended March 31, 2015 is summarized below:

Sr. Particulars Year ended Year ended No. 31.03.15 31.03.14 (Amt. in Rs) (Amt. in Rs)

1 Net Sales / Interest Earned / Operating Income 283,707,241 458,564,755

2 Total Expenditure 255,180,498 470,873,865

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items 28,526,743 (12,309,110)

4 Depreciation 31,994,643 44,094,798

5 Profit/Loss Before Taxes and Extra ordinary Items (7,094,766) (56,403,908)

6 Extra Ordinary Items / Capital Loss (15,424,191) (1,608,161)

7 Profit Before Taxes (22,518,956) (58,012,069)

8 Provision For Taxation (4,532,968) (5,117,507)

9 Net Profit/(Loss) after Tax (17,985,988) (52,894,562)

10 Appropriations

Interim Dividend - -

Proposed Dividend - -

Corporate Tax on Dividend - -

11 Equity Share Capital 104,027,550 104,027,550

B) DIRECTORS

In accordance with the Provision of companies Act, 1956 and Articles of Association of the Company, the Directors of the company are as under.

Name of the Director Designation

Dr. Vivek Hebbar Chairman

Dr. Sriram Kumar Managing Director

Mr. Rajan V. Pillai Non Executive Director

Mr. Sailesh Pethe Non Executive Director

Mr. N. Shiva Non Executive Director

Dr. (Mrs.) Leena Vivek Non Executive Director

Mr. Jagadish B Non Executive Director

C) AUDITORS:

M/s. JBRK & Co, Chartered Accountants, who were appointed as the Statutory Auditors of the company by the Members at their previous Annual General Meeting (AGM) shall be retiring on the conclusion of the ensuing AGM and are eligible for re-appointment. Members are requested to consider their re-appointment from the conclusion of ensuing Annual General Meeting (AGM) upto the conclusion of the next Annual General Meeting.

D) Information on conservation of Energy, Technology absorption and Foreign Exchange earnings/out goings.

Your company's operations does not involve large scale use of energy. The disclosure of particulars under this head is not applicable as your company operates in the service sector. Although your company is not a large scale energy user, acknowledges, the concept of conservation of energy. Your company has received foreign exchange during the year under review.

E) Particulars of Employees:

As required under the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particular of

Employees) Rules, 1975 as amended, during the year under review the remuneration of each employee of your company are within the prescribed limits.

F) Listing Fees:

All the compliances including payment of annual listing fees for the year under review have been paid to the Bombay Stock Exchange Limited, where your Company's shares are listed, within the stipulated time.

G) PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any fixed deposits from the public and as on 31st March, 2015, the Company had no unclaimed deposits or interest thereon due to any depositor.

H) CORPORATE SOCIAL RESPONSIBILITY:

Board of Directors, the Management and all of the employees subscribe to the philosophy of compassionate care. We believe and act on an ethos of generosity and compassion, characterized by a willingness to build a society that works for everyone. This is the cornerstone of our CSR Policy.

CORPORATE GOVERNANCE:

Your Company's management has placed Corporate Governance as one of their top most priority. Your Company's philosophy on Corporate Governance envisages attainment of highest level of transparency, accountability and fairness in respect of its operations and achievement of highest internal standards in Corporate Governance and believes that the initiatives on Corporate Governance will assist the management in the efficient conduct of the business and in meeting its responsibilities to all its stakeholders

Your company has complied with the provision of Clause 49 of the Listing Agreement relating to Corporate Governance. A report of the Corporate Governance, along with the certificate of compliance from the Auditors forms part of this Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirement of section 217 (2AA) of the Companies Act, 1956, the Directors hereby confirm that:

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

2. They 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 affairs of the Company at the end of financial year and of the profit or loss of the Company for the period under review.

3. They have 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

4. They have prepared the accounts for the period ended 31st March 2015 on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors would like to place on record their appreciation and sincere thanks to all the shareholders, customers, bankers, Central and State Government for the contribution made and support provided to the Company during the year under report. Your Company continues to enjoy the full cooperation of all its employees. The Directors wish to place on record their appreciation for the good performance achieved by them.

For and on behalf of Board of Directors

Regd Office: Dr.Vivek Hebbar 302, The Bureau Chambers, Chairman, Board of Directors Above State Bank of Patiala, Chembur, Mumbai - 400071 Maharashtra

Place: Mumbai. Date: 16th July, 2015

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Mar 31, 2014

Dear Members,

The Directors are pleased to present their 14th Annual Report together with the Audited Accounts of the Company highlighting the business operations and financial results for the year ended March 31, 2014.

A) FINANCIAL RESULTS :

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

Sr. Particulars Year ended Year ended No. 31.03.14 31.03.13 (Amt. in Rs) (Amt. in Rs)

1 Net Sales / Interest Earned / Operating Income 458,564,755 642,212,501

2 Total Expenditure 470,873,865 570,093,617

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items (12,309,110) 72,118,884

4 Depreciation 44,094,798 70,364,640

5 Profit/Loss Before Taxes and Extra ordinary Items (56,403,908) 1,754,245

6 Extra Ordinary Items / Capital Loss (1,608,161) -

7 Profit Before Taxes (58,012,069) 1,754,245

8 Provision For Taxation (5,117,507) (8,761)

9 Net Profit/(Loss) after Tax (52,894,562) 1,763,005

10 Appropriations

Interim Dividend - -

Proposed Dividend - -

Corporate Tax on Dividend - -

11 Equity Share Capital 104,027,550 104,027,550

B) DIRECTORS

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, the Directors of the company are as under.

Name of the Director Designation

Dr. Vivek Hebbar Chairman

Dr. Sriram Kumar Managing Director

Mr. Rajan V. Pillai Non Executive Director

Mr. Sailesh Pethe Non Executive Director

Mr. N. Shiva Non Executive Director

Dr. Chintan Bharwada Non Executive Director

C) Auditors

M/s. JBRK & Co, Chartered Accountants, who were appointed as the Statutory Auditors of the company by the Members at their previous Annual General Meeting (AGM) shall be retiring on the conclusion of the ensuing AGM and are eligible for re-appointment. Members are requested to consider their re-appointment from the conclusion of ensuing Annual General Meeting (AGM) upto the conclusion of the next Annual General Meeting.

D) Information on conservation of Energy, Technology absorption and Foreign Exchange earnings/out goings as per section 217(1) (e) of the Companies Act, 1956.

Your company''s operations does not involve large scale use of energy. The disclosure of particulars under this head is not applicable as your company operates in the service sector. Although your company is not a large scale energy user, acknowledges, the concept of conservation of energy. Your company has received foreign exchange during the year under review.

E) Particulars of Employees:

As required under the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particular of Employees) Rules, 1975 as amended, during the year under review the remuneration of each employee of your company are within the prescribed limits.

F) Listing Fees:

All the compliances including payment of annual listing fees for the year under review have been paid to the Bombay Stock Exchange Limited, where your Company''s shares are listed, within the stipulated time.

G) PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any fixed deposits from the public and as on 31st March, 2014, the Company had no unclaimed deposits or interest thereon due to any depositor.

CORPORATE GOVERNANCE:

The Company''s management has placed Corporate Governance as one of their top most priority. Your Company''s philosophy on Corporate Governance envisages attainment of highest level of transparency, accountability and fairness in respect of its operations and achievement of highest internal standards in Corporate Governance and believes that the initiatives on Corporate Governance will assist the management in the efficient conduct of the business and in meeting its responsibilities to all its stakeholders

Your company has complied with the provision of Clause 49 of the Listing Agreement relating to Corporate Governance. A report of the Corporate Governance, along with the certificate of compliance from the Auditors forms part of this Annual Report.

DIRECTORS RESPONSIBILTY STATEMENT:

Pursuant to the requirement of section 217 (2AA) of the Companies Act, 1956, the Directors hereby confirm that;

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

2. They 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 affairs of the Company at the end of financial year and of the profit or loss of the Company for the period under review.

3. They have 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

4. They have prepared the accounts for the period ended 31st March 2014 on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors would like to place on record their appreciation and sincere thanks to all the shareholders, customers, bankers, Central and State Government for the contribution made and support provided to the Company during the year under report. Your Company continues to enjoy the full cooperation of all its employees. The Directors wish to place on record their appreciation for the good performance achieved by them.

For and on behalf of Board of Directors

Regd Office: Dr.Vivek Hebbar 302, The Bureau Chambers, Chairman, Board of Directors Above State Bank of Patiala, Chembur, Mumbai - 400071 Maharashtra

Place: Mumbai. Date: 28th July, 2014

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Mar 31, 2013

Dear Shareholder,

The Directors are pleased to present their 13th Annual Report together with the Audited Accounts of the Company highlighting the business operations and financial results for the year ended March 31, 2013.

A) FINANCIAL RESULTS :

The financial performance of the Company for the year ended March 31, 2013 is summarized below:

Sr. No. Particulars Year ended Year ended 31.03.13 31.03.12 (Amt. in Rs) (Amt. in Rs)

1 Net Sales / Interest Earned / Operating Income 642,212,501 642,566,584

2 Total Expenditure 570,093,617 557,787,111

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items 72,118,884 84,779,472

4 Depreciation 70,364,640 78,835,869

5 Profit/Loss Before Taxes and Extra ordinary Items 1,754,245 5,943,603

6 Profit Before Taxes 1,754,245 4,928,783

7 Provision For Taxation (8761) 7,043,976

8 Net Profit/(Loss) after Tax 1,763,005 (2,115,193)

9 Appropriations

Interim Dividend

Proposed Dividend 1,560,413

Corporate Tax on Dividend 253,177

10 Equity Share Capital 104,027,550 104,027,550

B) DIRECTORS:

In accordance with the Provision of companies Act, 1956 and Articles of Association of the Company, the Directors of the company are as under.

Name of the Director Designation

Dr. Vivek Hebbar Chairman

Dr. Sriram Kumar Managing Director

Mr. N. Iyer Whole-time Director

Mr. Shailesh Pethe Non Executive Director

Mr. N. Shiva Non Executive Director

Mr. Rajan V. Pillai Non Executive Director

C) AUDITORS:

M/s. JBRK & Co, Chartered Accountants, who were appointed as the Statutory Auditors of the company by the Members at their previous Annual General Meeting (AGM) shall be retiring on the conclusion of the ensuing AGM and are eligible for re-appointment. Members are requested to consider their re-appointment from the conclusion of ensuing Annual General Meeting (AGM) upto the conclusion of the next Annual General Meeting.

M/s DJCA & Co., Chartered Accountants, Mumbai have been appointed as Internal and Taxation Auditors of the company to hold office from conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting.

D) Information on conservation of Energy, Technology absorption and Foreign Exchange earnings/out goings as per section 217(1) (e) of the companies act, 1956.

Your company''s operations does not involve large scale use of energy. The disclosure of particulars under this head is not applicable as your company operates in the service sector. Although your company is not a large scale energy user, acknowledges, the concept of conservation of energy. Your company has received foreign exchange during the year under review.

(G) EMPLOYEES:

As required under the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particular of Employees) Rules, 1975 as amended, during the year under review the remuneration of each employee of your company are within the prescribed limits.

(H) LISTING FEES:

All the compliances including payment of annual listing fees for the year under review have been paid to the Bombay Stock Exchange Limited, where your Company''s shares are listed, within the s tipulated time.

CORPORATE GOVERNANCE:

Your Company''s management has placed Corporate Governance as one of their top most priority. Your Company''s philosophy on Corporate Governance envisages attainment of highest level of transparency, accountability and fairness in respect of its operations and achievement of highest internal standards in Corporate Governance and believes that the initiatives on Corporate Governance will assist the management in the efficient conduct of the business and in meeting its responsibilities to all its stakeholders

Your company has complied with the provision of Clause 49 of the Listing Agreement relating to Corporate Governance. A report of the Corporate Governance, along with th e certificate of compliance from the Auditors forms part of this Annual Report.

DIRECTORS RESPONSIBILTY STATEMENT:

As required under the companies Act. 1956 your Director wish to state that:

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

2. They 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 a ffairs of the Company at the end of financial year and of the profit or loss of the Company for the period under review.

3. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provis ions of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities, and

4. They have prepared the accounts for the period ended 31st March, 2013 on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors would like to place on record their appreciation and sincere thanks to all the shareholders, customers, bankers, Central Government and State Governments for th e contribution made and support provided to the Company during the year under report. Your Company continues to enjoy the full cooperation of all its employees. The Directors wish to place on record their appreciation for the good performance achieved by them.

For and on behalf of Board of Directors

Regd Office: Dr.Vivek Hebbar

302, The Bureau Chambers Chairman, Board of Directors

Above State Bank of Patiala

Chembur, Mumbai – 400071 Maharashtra

Place: Mumbai.

Date: 14th August, 2013

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Mar 31, 2011

Dear Shareholders,

The Directors are pleased to present their 11th Annual Report on the business and operation of your Company and the Audited Financial Statements for the year ended March 31, 2011.

A) Snapshot of Financial Performance

The financial performance of the Company for the year ended March 31, 2011 is summarized below:

Sr. No. Particulars Year ended Year ended 31.03.11 31.03.10 (Amt. in Rs) (Amt. in Rs)

1 Net Sales / Interest Earned / Operating Income 611,502,525 249,350,784

2 Total Expenditure 511,263,174 197,311,571

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items 100,239,351 52,039,212

4 Depreciation 59,456,120 2,996,816

5 Profit/Loss Before Taxes and Extra ordinary Items 40,783,231 49,042,397

6 Extra Ordinary Items - Loss By Fire - 15,886,366

7 Profit Before Taxes 40,783,231 33,156,031

8 Provision For Taxation 15,069,255 10,156,383

9 Net Profit/(Loss) after Tax 25,713,976 22,999,649

10 Appropriations

Interim Dividend 1,000,551 1,914,930

Proposed Dividend - 1,000,551

Corporate Tax on Dividend 166,182 495,486

11 Profit after Appropriations 24,547,243 19,588,682

12 Equity Share Capital 104,027,550 191,492,990



B) Dividend

The company has paid a Dividend to all the Shareholders @ 0.5% on the Face Value of Rs.10/- per equity share capital of the Company during the financial year 2010-11. The total outgo on account of dividend, inclusive of dividend tax was Rs.11,66,733.

C) Share Capital

During the year under review, the company had made a preferential allotment of 8,61,720 equity shares to the Promoters, Strategic Investors and Others. The company had made this preferential allotment of equity shares to meet the diversification and expansion requirements mainly for its e-learning initiatives and setting up facilities in SEZs.

During the year under review, Firstobject has undertaken Capital Reduction/Consolidation exercise and also amalgamated M/s. Pre School Analytics Pvt Ltd with itself through requisite Hon'ble High court and Other Applicable Approvals.

The Merger of Pre School Analytics Pvt.Ltd will add substantially to the product offerings of the company as it brings products and educational content from Play School to Secondary School education level. The capital restructuring shall boost First object's financial capability as well as enhance investor wealth, enhance EPS and Return on Equity. The Scheme of Arrangement has come into effect from the Appointed Date for the Scheme, which is 1st April 2010.

D) Directors

In accordance with the Provision of companies Act, 1956 and Articles of Association of the Company, the Directors of the company are as under.

Name of the Director Designation

Dr. Vivek Hebbar Chairman

Mr. PRamnath Whole Time Director

Mr. N. Shiva Non Executive Director

Mr. Sailesh Pethe Non Executive Director

Mr. Sita Rama Sastry Non Executive Director

Mrs. Lakshmi Kameswari Associate Director & Chief Operating Officer

Mr. Sriram Kumar Associate Director & Chief Technology Officer Mr. J.Satya Surya Narayana has resigned from the position of Whole Time Director as well as Director from the Board due to his pre-occupation with effect from 14th November 2011. The Board wishes to thank him for his co-operation and contributions during the growth phase of the company.

E) Auditors

M/s. JBRK& Co, Chartered Accountants, Hyderabad appointed as Statutory Auditors of the company to hold office from conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting.

M/s Sumeet & Murali, K.S.M.Krishna, Chartered Accountants, Bangalore have been appointed as Internal and Taxation Auditors of the company to hold office from conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting.

F) Information on conservation of Energy, Technology absorption and Foreign Exchange earnings/out goings as per section 217(1) (e) of the companies act, 1956.

Your Company's operations does not involve large scale use of energy. The disclosure of particulars under this head is not applicable as your Company operates in the service sector. Although your company is not a large scale energy user, acknowledges, the concept of conservation of energy. Your company has received foreign exchange during the year under review.

G) Employees

Particulars Under Section 217(2A) of the Companies Act. 1956 read with the companies (Particular of Employees) Rules.1975 as amended, during the year under review the remuneration of each employee of your company are within the prescribed limits.

CORPORATE GOVERNANCE:

Your company has complied with the provision of Clause 49 of the Listing Agreement relating to Corporate Governance and believes that the initiatives on corporate governance will assist the management in the efficient conduct of the business and in meeting its obligation to all its stakeholders.

DIRECTORS RESPONSIBILTY STATEMENT:

As required under the companies Act, 1956 your Director wish to state that;

a) In the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) They 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 affairs of the Company at the end of financial year and of the profit or loss of the Company for the period under review.

c) They have 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) They have prepared the accounts for the period ended 31st March 2011 on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors express sincere thanks to the Bankers of the company for their support and encouragement.

Your Directors also wish to thank all the employees for their unstinted co-operation in achieving the good performance of your company.

For and on Behalf of the Board of Directors Sd/-

Dr.Vivek Hebbar

Chairman, Board of Directors

Regd Office:

1st Floor, Swayamkrishi

SMILINE Building, No: 8-3-952/10/2 & 2/1

Srinagar Colony

Hyderabad-500 073

Place: Hyderabad Date: 22.11.2011

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Mar 31, 2010

The Directors take pleasure in presenting the 10th Annual Report together with Audited accounts for the financial year ended 31st March, 2010. The report covers all major events till the date of report.

a) REVIEW OF OPERATIONS

The standalone results of the Company for the year are furnished as follows:

Sr. Particulars Year ended Year ended

No. 31.03.10 31.03.09 (Amt. in Rs) (Amt. in Rs)

1 Sales & Other Income 249,350,784 178,905,924

2 Total Expenditure 197,311,571 147,564,825

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items 52,039,212 31,341,099

4 Depreciation 2,996,816 17,299,326

5 Profit/Loss Before Taxes and Extra ordinary Items 49,042,396 14,041,773

6 Extra Ordinary Items - Loss By Fire 15,886,365 -

7 Profit Before Taxes 33,156,031 14,041,773

8 Provision For Taxation 10,156,383 (2,474,000)

9 Net Profit/(Loss) 22,999,649 16,515,773

10 Equity Share Capital 191,492,990 191,492,990



The Consolidated results of the Firstobject Technologies for the year are furnished as follows:

Sr. Particulars Year ended Year ended

No. 31.03.10 31.03.09 (Amt. in Rs) (Amt. in Rs)

1 Sales & Other Income 488,787,316 423,448,024

2 Total Expenditure 340,754,741 307,951,562

3 Profit/Loss Before Depreciation, Taxes and Extra ordinary Items 148,032,575 115,496,462

4 Depreciation 3,751,487 19,328,989

5 Profit/Loss Before Taxes and Extra ordinary Items 144,281,088 96,167,473

6 Extra Ordinary Items - Loss By Fire 15,886,365 -

7 Profit Before Taxes 128,394,723 96,167,473

8 Provision For Taxation 10,156,383 (2,474,000)

9 Net Profit/(Loss) 118,238,340 98,641,473

10 Equity Share Capital 191,492,990 191,492,990



During the year, a major fire broke out at our companys operational premises located at Srinagar Colony, Hyderabad due to an electric short circuit. The Company had to shift its operations to an alternative site located at Kukkatpally, Hyderabad. During the said period the work continued without any break. We are proud to say that the re-building of the facility has been completed in a record time and the facility has been once again made fully operational during the current year itself.

b) DIRECTORS:

In accordance with the Provision of Companies Act, 1956 and Articles of Association of the Company, the Directors of the Company are as under.

Name of the Director Designation

Dr. Vivek Hebbar Chairman

Mr. J. Satya Surya Narayana Whole Time Director

Mr. P.Ramnath Whole Time Director

Mr. N. Shiva Independent Director

Mr. P.Sailesh Independent Director

Mr. Sita Rama Sastry Independent Director

c) AUDITORS

M/s J.K.Agarwal & Co. Chartered Accountants, Mumbai appointed as Statutory Auditors of the Company to hold office from conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting. -

M/s H. Rao & Co, Chartered Accountants, Hyderabad and M/s Sumeet & Murali, K.S.M.Krishna, Chartered Accountants, Bangalore have been appointed as Internal and Taxation Auditors of the company to hold office from conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting.

d) EMPLOYEES

During the year under review none of the employees of your company were in receipt of remuneration in excess of the limits prescribed for disclosure as per section 217(2A) of the Companies Act, 1956 read with the companies (Particular of Employees) Rules. 1975 as amended from time to time.

Information on conservation of Energy, Technology absorption and Foreign Exchange earnings/out goings as per section 217(1) (e) of the Companies Act, 1956:

Your company has no activities relating to the conservation of energy and technology absorption. Your company has received foreign exchange during the year under review.

CORPORATE GOVERNANCE:

Your company has complied with the provision of Clause 49 of the Listing Agreement relating to Corporate Governance and believes that the initiatives on corporate governance will assist the management in the efficient conduct of the business and in meeting its obligation to all its stakeholders.

DIRECTORS RESPONSIBILITY STATEMENT:

As required under the Companies Act, 1956 your Director wish to state:

That in the preparation of the annual accounts the applicable accounting standards had been followed along with proper explanation relating to material departures.

That they 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 affairs of the Company at the end of financial year and of the profit or loss of the Company for the period under review.

That they have 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

That they have prepared the accounts for the period ended 31st March 2010 on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors express sincere thanks to the Bankers of the Company for their support and encouragement.

Your Directors also wish to thank all the employees for their unstinted co-operation in achieving the good performance of your company.

For and on Behalf of the Board of Directors

Sd/-

Dr.Vivek Hebbar

Chairman, Board of Directors

Regd Office:

1st Floor, Swayamkrishi,

SMILINE Building, No: 8-3-952/10/2 & 2/1

Srinagar Colony,

Hyderabad-500 073

Place: Hyderabad

Date: 04.09.2010