Directors Report of Apollo Ingredients Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in submitting their 34thAnnual Report with the audited accounts for the year ended March 31, 2014.

OPERATIONS:

The operations of the company have resulted in a Profit After Tax of Rs. 11,80,976/- during the year ended March 31, 2014 as shown below

Financial data results (Amount in Rupees.)

Year ended Year ended 31st March 2014 31st March 2013

Profit / (Loss) Before Tax 16,84,425 44,11,852

Less: Provision for Tax 5,25,000 14,50,000

Less: Provision for Tax (earlier years) (21,551) -

Net Profit / (Loss) After Tax 11,80,976 29,61,852

Surplus brought from the previous year 84,29,162 54,67,310

Surplus / (Deficit) Carried to Balance Sheet 96,10,138 84,29,162

DIVIDEND:

In order to conserve the resources the Directors have not recommended any dividend for the financial year ended March 31, 2014.

DIRECTOR:

Mr. Kailash Chandra Dawda, Director of the Company retires at the ensuing Annual General Meeting, and being eligible, offers himself for re-appointment as Director.

AUDITORS AND AUDITORS OBSERVATIONS:

M/s. Shankarlal Jain and Associates, Chartered Accountants, retires as auditors of the Company at the ensuing Annual General Meeting and offer themselves for reappointment.

With regard to the Auditors observations, the same have been duly explained in the notes, hence does not require any further clarifications.

SECRETARIAL COMPLIANCE CERTIFICATE:

The Secretarial Compliance Certificate issued by a practicing Company Secretary pursuant to Section 383A of the Companies Act 1956 read with Rule 3 of Companies (Compliance Certificate) Rule, 2001 is annexed to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

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

i) that in the preparation of the Annual Accounts for the year ended March 31, 2014, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures.

ii) that 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 fair view of the state of affairs of the Company at the year ended March 31, 2014 and of the profit of the Company for that period.

iii) 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 fraud and other irregularities.

iv) that the Directors had prepared the Annual Accounts for the year ended March 31, 2014 on a going concern basis.

PARTICULARS OF EMPLOYEES:

The particulars of the employees under the provision of section 217 (2A) of the Companies Act, 1956 are not given as no employees was in receipt of remuneration exceeding Rs.60,00,000/- p.a., if employed for the full year or Rs. 5,00,000/-p.m. if employed for part of the year.

INFORMATION PURSUANT TO SECTION 217 (1) (a):

The Company does not carry out any manufacturing activity therefore Rule 2 of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules 1988, pursuant to Section 217 (1) (a) of the Companies Act, 1956 is not applicable.

PARTICULARS ON CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

This information is required as per Section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 and forming part of the Directors'' Report for the year ended March 31, 2014.

Since the Company''s operations involve low consumption of energy, the Company has no comments to offer as far as (a) conservation of energy and (b) Technology absorptions are concerned.

FOREIGN EXCHANGE:

The Foreign exchange earnings and foreign exchange expenditure during the period under consideration was NIL.



For and on behalf of the Board of Directors of INDSOYA LIMITED

Sd/- Sd/- Sarita Mansingka K. C. Dawda Director Director

PLACE: MUMBAI DATED: MAY 29, 2014

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Mar 31, 2012

The Directors have pleasure in submitting their 32nd Annual Report with the audited accounts for the year ended March 31, 2012.

OPERATIONS:

The operations of the company have resulted in a Net Profit of Rs. 1,302,187/- during the year ended March 31, 2012 as shown below

FINANCIAL DATA RESULTS:

(Amount in Rs.) Particulars Year ended Year ended 31st March 2012 31st March 2011

Sales 71,995,294 98,565,149

Other Income 4,553,263 3,319,598

Less :Expenditure 74,807,031 99,189,925

Depreciation 10,034 16,744

Profit / (Loss) before tax and 1,731,492 2,678,078

appropriations

Less: Provision for Current Tax 500,000 8,00,000

Less: Provision for earlier years (70,695) (37,043)

Net Profit / (Loss) after Tax 1,306,187 1,915,121

Add: Balance brought forward from 4,165,123 2,250,002

the previous year

Surplus / (Deficit) Carried to 5,467,310 4,165,123 Balance Sheet

DIVIDEND:

In order to conserve the resources of the Company, your Directors have not recommended any dividend for the financial year ended March 31, 2012.

DIRECTOR:

Mr. Prahlad Kumar Maheshwari, Director of the Company retires at the ensuing Annual General meeting and being eligible offers himself for reappointment as Directors.

AUDITORS AND AUDITORS OBSERVATIONS:

M/s. Shankarlal Jain and Associates, Chartered Accountants, retires as auditors of the Company at the ensuing Annual General Meeting and offer themselves for reappointment.

With regard to the Auditors observations, the same have been duly explained in the notes, hence does not require any further clarifications.

SECRETARIAL COMPLIANCE CERTIFICATE:

The Secretarial Compliance Certificate issued by a practicing Company Secretary pursuant to Section 383A of the Companies Act 1956 read with Rule 3 of Companies (Compliance Certificate) Rule, 2001 is annexed to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

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

i) that in the preparation of the annual accounts for the year ended March 31, 2012, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

ii) that 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 fair view of the state of affairs of the Company at the year ended March 31, 2012 and of the profit of the Company for that period.

iii) 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 fraud and other irregularities.

iv) that the Directors had prepared the annual accounts for the year ended March 31, 2012 on a going concern basis.

PARTICULARS OF EMPLOYEES;

The particulars of the employees under the provision of section 217(2A) of the Companies Act, 1956 are not given, as no employees was in receipt of remuneration exceeding Rs.60,00,000/- p.a., if employed for the full year or Rs. 5,00,000/- p.m. if employed for part of the year.

INFORMATION PURSUANT TO SECTION 217(lHa):

The Company does not carry out any manufacturing activity therefore Rule 2 of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules 1988, pursuant to Section 217(l)(a) of the Companies Act, 1956 is not applicable.

PARTICULARS ON CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

This information is required as per Section 217(l)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 and forming part of the Directors' Report for the year ended March 31, 2012.

Since the Company's operations involve low consumption of energy, the Company has no comments to offer as far as (a) conservation of energy and (b) Technology absorptions are concerned.

FOREIGN EXCHANGE:

The foreign exchange earnings and foreign exchange expenditure during the period under consideration was NIL.

For and on behalf of the Board of Directors of INDSOYA LIMITED

Sd/- Sd/- Sarita Mansingka K.C. Dawda Director Director

PLACE: MUMBAI

DATED: MAY 21, 2012

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Mar 31, 2010

The Directors have pleasure in submitting their 30th Annual Report with the audited accounts for the year ended March 31, 2010.

OPERATIONS :

The operations of the company have resulted in a Profit After Tax of Rs.7,66,596/- during the year ended March 31, 2010 as shown below

Financial data results (Amount in Rupees.)

Year ended Year ended 31st March 2010 31st March 2009

Profit / (Loss) Before Tax 11,94,881 9,26,660

Less: Provision for Tax 4,15,000 3,35,000

Less: Provision for Tax (earlier 13,285 - years)

Net Profit / (Loss) After Tax 7,66,596 5,87,660

Surplus brought from the 14,83,406 8,95,746 previous year

Surplus / (Deficit) Carried to 22,50,002 14,83,406 Balance Sheet

DIVIDEND :

In order to conserve the resources the Directors have not recommended any dividend for the financial year ended March 31, 2010.

DIRECTOR :

Mr. K.C. Dawda, Director of the Company retires at the ensuing Annual General meeting and being eligible offers himself for reappointment as Directors.

Mr. Ramchand Ajoomal, Director of the Company resigned from the directorship of the Company w.e.f 05/05/2010. The Board wishes to place on record his appreciation for the services rendered by him during his tenure with the Company.

Mr. P. K. Maheshwari and Mrs. Sarita Mansingka were appointed as Additional Directors by the board during the year and their appointment as director liable to retire by rotation is being sought in the ensuing Annual General Meeting, on being demanded by members for which necessary notices have been received by the Company

AUDITORS AND AUDITORS OBSERVATIONS ;

M/s. Shankarlal Jain and Associates, Chartered Accountants, retires as auditors of the Company at the ensuing Annual General Meeting and offer themselves for reappointment.

With regard to the Auditors observations, the same have been duly explained in the notes, hence does not require any further clarifications.

SECRETARIAL COMPLIANCE CERTIFICATE ;

The Secretarial Compliance Certificate issued by a practicing Company Secretary pursuant to Section 383A of the Companies Act 1956 read with Rule 3 of Companies (Compliance Certificate) Rule, 2001 is annexed to this Report.

DIRECTORS RESPONSIBILITY STATEMENT ;

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

i) that in the preparation of the Annual Accounts for the year ended March 31, 2010, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures.

ii) that 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 fair view of the state of affairs of the Company at the year ended March 31, 2010 and of the profit of the Company for that period.

iii) 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 fraud and other irregularities.

iv) that the Directors had prepared the Annual Accounts for the year ended March 31, 2010 on a going concern basis.

PARTICULARS OF EMPLOYEES :

The particulars of the employees under the provision of section 217 (2A) of the Companies Act, 1956 are not given as no employees was in receipt of remuneration exceeding Rs.24,00,000/- p.a., if employed for the full year or Rs. 2,00,000/-P.m. if employed for part of the year

INFORMATION PURSUANT TO SECTION 217 {1 (a):

The Company does not carry out any manufacturing activity therefore Rule 2 of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules 1988, pursuant to Section 217 (1) (a) of the Companies Act, 1956 is not applicable.

PARTICULARS ON CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION ;

This information is required as per Section 217(l)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 and forming part of the Directors Report for the year ended March 31, 2010.

Since the Companys operations involve low consumption of energy, the Company has no comments to offer as far as (a) conservation of energy and (b) Technology absorptions are concerned.

FOREIGN EXCHANGE ;

The Foreign exchange earnings and foreign exchange expenditure during the period under consideration was NIL.

For and on behalf of the Board of Directors of

INDSOYA LIMITED

Sarita Mansingka K. C. Dawda

DIRECTOR DIRECTOR

PLACE: MUMBAI

DATED: JULY 30, 2010

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Mar 31, 2009

The Directors have pleasure in presenting herewith their 29th Annual Report together with the Audited Accounts for the financial year ended on 31st March, 2009.

FINANCIAL RESULTS:

Year ended Year ended 31st March,2009 31st March,2008

Profit before tax 9,26,660 5,88,298

Deduct:

Provision for tax 3,35,000 1,85,000

Provision for fringe benefit tax 4,000 3,500

Net profit for the year 5,87,660 3,99,798

Surplus brought forward from Previous year 8,95,746 4,95,948

Surplus carried to the balance Sheet 14,83,406 8,95,746

DIVIDEND:

In order to conserve the resources the Directors have not recommended any dividend for the financial year ended on 31st March, 2009

DIRECTORS:

Shri KX.Dawda retires by rotation and being eligible offers himself for re-appointment.

DIRECTORS RESONSIBILITY:

Pursuant to Section 217(2AA) of the Companies Act, 1956 your directors confirm that:

(i) in the preparation of the annual accounts the applicable accounting standards has been followed

(ii) they 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 state of affairs of the company as on 31st March, 2009 and of the profit of the company for the year ended on 31st March, 2009

(iii) they 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) they had prepared the accounts on "going concern basis".

TECHNOLOGY ABSORPTION. RESEARCH & DEVELOPMENT:

Since the company is not involved in manufacturing activity, the information as required under Section 217(l)(e) of the Companies Act, 1956 is not furnished. Likewise the question of environment and pollution control does not arise.

FOREIGN EXCHNAGE:

There was no foreign exchange earning nor any foreign exchange outgoings as such during the year under report.

PARTICULARS OF EMPLOYEES:

The company has no employee of the category specified under section 217(2 A) of the Companies Act, 1956.

AUDITORS:

The Auditors M/s. Shankarlal Jain & Associates retire at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

K.C.Dawda

Director. Place: Mumbai Date: 31/7/2009.