Directors Report of Mohit Paper Mills Ltd.

Mar 31, 2015

Dear Members,

The Board of Directors have pleasure in presenting the 23ndAnnual Report together with the Audited Accounts of the Company for the year ended, 31st March, 2015. The working of the company during the year under review has been highlighted below:

1. FINANCIAL RESULT

(Amount Rs.)

Current Year 31.03.2015

Gross Sales & Other Income 95,65,41,955

-before Interest, Depreciation & Tax

Interest & Finance Charges 7,82,34,441

Operating Profit 2,87,46,159

Depreciation 3,82,50,774

Less : Depreciation for earlier years written back & Dep. on revalued Assets 11,82,511 3,70,68,263

Net of Adjustments:

Depreciation on revalued Assets 11,82,511

Less: Amount Transferred from

capital reserve 11,82,511

NET PROFIT BEFORE TAX 1,24,20,019

Current Year 31.03.2014

Gross Sales & Other Income 92,79,32,283

-before Interest, Depreciation & Tax

Interest & Finance Charges 7,47,89,832

Operating Profit 2,81,09,408

Depreciation 3,65,20,815

Less : Depreciation for earlier years written back & Dep. on revalued Assets 13,87,410 3,51,33,405

Net of Adjustments:

Depreciation on revalued Assets 13,87,410

Less: Amount Transferred from

capital reserve 13,87,410

NET PROFIT BEFORE TAX 1,15,47,019

The Company has not transferred any amount to the reserves during the current year except the surplus in the Statement of Profit & Loss for the year ended on 31.03.2015, which has been carried over in the Balance Sheet. Gross Sales and Other Income for the year was Rs.95.65 crores as against Rs. 92.79 crores in the previous year.

Corporate Overview

During the year the production was 24,188.600 M.T. as compared to 24,012.560 M.T. in the previous year .Gross Sales has increased from 92.79 crores to Rs. 95.651 crores. Net Profit before tax of the Company has increased from Rs.115.47 Lacs to 124.20 Lacs. The Performance of the Company was better than the last year. The situation of the global market has improved which shows in the improvement of the performance of your Company.

Share Capital

Authorized Share Capital of the Company is Rs. 17,50,00,000/- divided into 17500000 Equity Shares of Rs.10/- each and Issued, Subscribed and Paid-up Capital of the Company is Rs.14,00,00,000/- divided into 14000000 Equity Shares of Rs. 10/- each. There was no change in the Share Capital during the year.

Dividend

The Directors do not recommend any dividend for the year under review.

Deposits

During the year, the Company has not accepted any deposits from the public falling within the purview of section 73 of the Act, read with the (Companies Acceptance of Deposits) Rules, 2014.

Particulars of loans, guarantees or investments

Loans, guarantees and investments covered under Section186 of the Companies Act, 2013 forms part of the notes to the financial statements provided in this Annual Report.

Transfer to General Reserve

The Company have not transferred any amount to the reserves during the current year except the surplus in the statement of profit and loss for the year ended on 31.03.2015, which has been carried over in the Balance Sheet.

Subsidiaries, Associate Companies '

There are no subsidiaries or associate company so there is no requirement of statement in FORM AOC-1 ,under section 129(3)

rule 5 of the Companies (Accounts) Rules, 2014

Particulars of contracts or arrangements made with related parties

Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013 in the prescribed Form AOC-2 is appended as Annexure-B to the Boards report

Material changes and commitments affecting the financial position between the end of the financial year and date of report

There have been no material changes and commitments affecting the financial position between the end of the financial year and date of the report.

Nomination and Remuneration Policy

As Company is covered under sub-section (1) of section 178, companies policy on directors appointment and remuneration including criteria for dertermining qualifications, positive attributes, independence is formulated and annexed as "Annexure F".

Directors

Mrs Anju Jain retires from office by rotation and being eligible offers herself for re-appointment and was re-appointed in the annual general meeting held on 30.09.2014 During the year Independent directors Mr. Rakesh Kansal, Mr. Devendra Shankar Vishnoi and Mrs. Rashmi Kansal retired by rotation at the annual general meeting held on 30.09.2014.

Mr. Rachit Jain and Mr. Sanjeev Kumar Jain were appointed as Independent directors on the Board for five years by the shareholders in the annual general meeting held on 30.09.2014 in place of the retiring directors.

Mrs. Shubhi Jain retires at the ensuing annual general meeting and being eligible offer herself for re-appointment.

Mr. Sushil Kumar Tyagi retires by rotation at the ensuing annual general meeting and being eligible offers himself for re-appointment as Independent Director for 5 years.

Mr. Arvind Kumar Dixit was appointed as Chief Financial Officer by the Board of Directors with effect from 21.06.2014 The Company has received declarations from the independent directors of the Company confirming that they meet with the criteria of independence as prescribed both under section 149(7) of the Companies Act, 2013 and under clause 49 of the Listing Agreement with the Stock Exchange.

Extract of Annual Return

The extract of the Annual Return in Form MGT-9 is annexed herewith as Annexure-C.

Number of Meetings of the Board

The Board met 6 times during the financial year, the details of which are given in the corporate governance report that forms part of this Annual Report.

Declaration by Independent Director

The Company have received necessary declaration from each independent director under section 149(7) of the Companies Act, 2013

Director's responsibility statement as required under Section 134(3)(c ) of the Companies Act,2013

Pursuant to the requirement under section 134(3)(c ) of the Companies Act,2013 with respect to directors responsibility statement, it is hereby confirmed that:

* In preparation of the annual accounts for the financial year ended March 31,2015, the applicable accounting standards have been followed.

* The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give 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 the period.

* The directors have taken proper and sufficient care towards the maintenance of adequate accounting 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.

* The directors have prepared the annual accounts on- going concern basis.

* The directors have laid down internal financial controls, which are adequate and are operating effectively.

The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

Internal Financial Control System

Companies Internal Financial Control System is designed to help and ensure the effectiveness and efficiency of operations, proper financial reporting and compliance of laws and regulations. Internal Auditor is appointed who along with the audit committee formulates the system and ensures the effectiveness and adequacy of the system.

Evaluation of Board, Committee and Directors

Pursuant to the Provisions of the Act and Clause 49 of the Listing Agreement, the Board have carried out the evaluation of its own, committees and directors. The manner has been detailed in the corporate governance report.

Auditors

Statutory Auditors Ajay Shreya & Co. (Chartered Accountants) were appointed as statutory auditor at the annual general meeting held on 30.09.2014 to hold office till the conclusion of the 25th annual general meeting, the auditors appointment shall be placed for ratification at every annual general meeting. Accordingly, the appointment of Ajay Shreya & Co. (Chartered Accountants), is placed for ratification by the shareholders. In this regard the Company have received a certificate from the auditors to the effect that if they are re-appointed, it would be in accordance with the provisions of Section 141, of the Companies Act, 2013. The remarks as contained in the auditor's report read with Notes forming part of the accounts are self-explanatory Cost Auditors Mr. Harkesh Tara was appointed as auditor for conducting audit for the year 2014-2015. But as per the order and new cost audit rules of the Central Government our Company does not come under purview of cost audit so cost audit for the year 2014-2015 is not required. So no cost auditor is appointed for conducting cost audit for the year 2015-2016. Secretarial Auditors Pursuant to the provisions of Section 204 of the Act, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed P. Balodia & Co., Practicing Company Secretaries, to undertake the secretarial audit of the Company. The Secretarial Audit Report is annexed herewith as "Annexure H ". There is no adverse remarks or qualification in the report.

Managerial Remuneration and Particulars of employees

The information 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 is annexed herewith as "Annexure F".

The information required under section 197(12) of the Companies Act, 2013 read with rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable to our Company as there is no employee getting remuneration as prescribed in the rule.

Risk Management

Company has implemented an integrated risk management approach through which it review and assess significant risks on a regular basis to help ensure that there is a robust system of risk control and mitigation.

Senior Management periodically reviews this risk management framework to keep updated and address emerging challenges. Major risk identified for the Company by the management is price of raw-materials and fuel, Currency Fluctuation, Compliance, financing. The management is of the view that none of the above risks may threaten the existence of the Company as risk mitigation process is put in place to ensure that there is nil or minimum impact on the Company in case any of these risk materialize.

Vigil Mechanism

The Company has set up vigil mechanism viz. Whistle Blower Policy to enable the employee and directors to report genuine concerns and irregularities, is any in the Company noticed by them. The policy is annexed as "Annexure E".

Corporate Governance Report and Management Discussion and analysis

In terms of the provisions of Clause 49 of the Listing Agreement, Corporate Governance Report and the Management's discussion and analysis is annexed as Annexure-I and Annexure-J.

Conservation of energy, research and development, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed under Sub-section (3) (m) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 are enclosed as Annexure-A to the Board's Report.

Acknowledgement

Your Directors would like to express their thanks to the financial institutions and banks for their co-operation and assistance from time to time. The directors would also like to record appreciation to the members of staff and workers, who despite of constraints have been working hard for the company and are maintaining cordial relations.

FOR AND ON BEHALF OF BOARD OF DIRECTORS

SANDEEP JAIN (CHAIRMAN) DIN-00458048

PLACE :NEW DELHI DATED :13/08/2015

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Mar 31, 2014

Dear members,

The Board of Directors have pleasure in presenting the 22nd Annual Report together with the Audited Accounts of the Company for the year ended, 31st March, 2014.

The working of the company during the year under review has been highlighted below:

(Amount in Rs.)

1 FINANCIAL RESULTS Current Year Current Year 31.03.2014 31.03.2013

Gross Sales & Other Income 92,79,32,283 71,29,40,081

Operating Profit

-before Interest, Depreciation& Tax 7,47,89,832 4,40,85,990

Interest & Finance 2,81,09,408 2,25,55,752 Charges

Depreciation 3,65,20,815 2,89,92,723

Less : Depreciation for earlier years written back & Dep. on revalued Assets 13,87,410 3,51,33,405 1,78,65,990 1,11,26,733

Net of Adjustments:

Depreciation on 13,87,410 14,55,271 revalued Assets

Less: Amount Transferred from capital reserve 13,87,410 - 14,55,271 -

NET PROFIT BEFORE TAX 1,15,47,019 1,04,03,505

The Company has not transferred any amount to the reserves during the current year except the surplus in the Statement of Profit & Loss for the year ended on 31.03.2014, which has been carried over in the Balance Sheet. Gross Sales and Other Income for the year was Rs.92.79 crores as against Rs.71.29 crores in the previous year.

2. DIVIDEND

The Directors do not recommend any dividend for the year under review.

3. PUBLIC DEPOSITS

During the year, the company has not accepted any Public Deposits during the year under review.

4. SHARE CAPITAL

Authorized Share Capital of the Company is Rs.17,50,00,000/- divided into 17500000 Equity Shares of Rs.10/- each and Issued, Subscribed and Paid - up Capital of the Company is Rs.14,00,00,000/- divided into 14000000 Equity Shares of Rs.10/- each. There was no change in the Share Capital during the year.

5. CORPORATE OVERVIEW

During the year the production has increased from 20297.766 M.T. to 24012.560 M.T. Gross Sales has increased from Rs.71.29 crores to Rs.92.79 crores. Net Profit before tax of the Company has increased from Rs.104.04 Lacs to Rs.115.47 Lacs.

The Performance of the Company was better than the last year. The situation of the global market has improved which shows in the improvement of the performance of your Company.

6. DIRECTORS

Mrs. Anju Jain retires by rotation at this AGM and being eligible offer herself for re-appointment.

Mr. Rakesh Kansal ,Mrs. Rashmi Kansal also retires at this AGM and the company have received notices in writing from members proposing Mr. Rachit Jain, Mr. Sanjeev Kumar Jain in place of them for appointment of independent directors for five consecutive years.

Mr. Devendra Shankar Vishnoi retires at this AGM and does not seek re-appointment. The vacancy is not to be filled for the time being.

Mr. Hardesh Kumar Gupta resigned from the office of whole-time-director on 11.04.2013.

Mr. Sushil Kumar Patidar was appointed as whole-time-director on 11.04.2013 and the approval of the shareholders was taken in the AGM held on 30.09.2013

Mrs. Shubhi Jain (formerly Shubhi Goyal) was appointed as additional director on 15.07.2013 and was appointed as Director by Shareholders in the AGM held on 30.09.2013.

The Company has received declarations from the independent directors of the Company confirming that they meet with the criteria of independence as prescribed both under section 149 of the Companies Act, 2013 and under clause 49 of the Listing Agreement with the Stock Exchange.

7. INSURANCE

The Assets of the company including Buildings, Plant & Machinery, Stocks and Stores have been adequately secured.

8. AUDITORS AND AUDITOR''S REPORT

Your Company''s Auditors, M/s Ajay Shreya & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and, being eligible, have offered themselves for re-appointment. The Board, on the recommendation of the Audit Committee, has recommended the re-appointment of M/s Ajay Shreya & Co., Chartered Accountants for a period of 3 years in accordance with Section 139 of the Companies Act, 2013. Appropriate resolution seeking your approval to the said re-appointment is appearing in the Notice convening the 22nd Annual General Meeting of the Company.

The Auditor''s Report on the Accountants is self-explanatory and no comments are required.

9. COST AUDITORS

Your company had appointed M/s H.Tara & Co. for audit of Cost Records in respect of Paper, Soda Ash and Power for Financial Year 2012-13. The Cost Audit Report was filed by Cost Auditor on 26.09.2013 within the due date of 30.09.2013.

In respect of Financial Year ended 31.03.2014, your company has appointed M/s H.Tara & Co. for Audit of Cost Record in respect of Paper, Soda Ash and Power. The due date for filing Cost Audit Reports is 30.09.2014

10. DISCLOSURE OF PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956.

Under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988, the detailed information is enclosed as per Annexure (A).

11. DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956

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 financial year ended 31st March, 2014 the applicable Accounting Standards had been followed and there has been no material departures;

ii. That the selected accounting policies were applied consistently and the directors 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 as at the end of financial year and of the profit of the Company for the year under review;

iii. That 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. That the annual accounts have been prepared on ''going concern basis''.

12. CORPORATE GOVERNANCE

Your Company has complied with all the mandatory requirements of Corporate Governance. A detailed report on Corporate Governance and Management Discussion and Analysis forming part of the Director''s Report is enclosed as Annexure (B).

13. PARTICULARS OF EMPLOYEES

None of the employee of the Company was in receipt of total remuneration of Rs.60,00,000/- during the financial year under review or Rs.5,00,000/- per month. Hence, the information U/s 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 are not required to be furnished.

14. SAFETY AND ENVIRONMENT

The company continued to maintain a good safety record. The plants of the company are environment friendly and maintain all safety measures.

15. INDUSTRIAL RELATIONS

Industrial relations remained cordial during the year. The company received full cooperation and support from all its employees without which it would not have been possible to achieve consistent good performance.

16. DISCLOSURE PURSUANT TO CLAUSE 43A OF THE LISTING AGREEMENT

The equity shares of the Company, are Listed at the following stock exchanges:

1. The Delhi Stock Exchange Ltd.

DSE House, 3/1, Asaf Ali Road New Delhi-110002

2. The Bombay Stock Exchange Ltd.

Phiroze Jeejeebhoy Towers,

25th Floor, Dalal Street Mumbai-400001

17. ACKNOWLEDGEMENT

Your Directors would like to express their thanks to the financial institutions and banks for their co-operation and assistance from time to time. The directors would also like to record appreciation to the members of staff and workers, who despite of constraints have been working hard for the company and are maintaining cordial relations.

FOR AND ON BEHALF OF BOARD OF DIRECTORS

SANDEEP JAIN (CHAIRMAN)

PLACE :NEW DELHI DATED :13/08/2014

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Mar 31, 2013

To the Members,

The Board of Directors has pleasure in presenting the 21" Annual Report together with the Audited Accounts of the Company for the year ended, 31s1 March, 2013.

The working of the company during the year under review has been highlighted below: .

1. FINANCIAL RESULTS

Current Year (Rs.) Previous Year (Rs.) 31.03.2013 31.03.2012

Gross Sales & Other Income 71,29,40,081 68,12,98,922

Operating Profit before Interest & Depreciation 4,40,85,990 3,06,95,524

Interest & Finance Charges 2,25,55,752 60,90,751

Depredation 2,89,92.722 2,80,26,717

Less: Depreciation for earlier years

written back & Dep. on revalued '' Assets 1,78,65,990 1,11,26,733

2.31.15.178 49,11,539

Net of Adjustments:

Depreciation on revalued Assets 1,45,52,71 17,06,340

Less: Amount Transferred from .

capital reserve 1,45,52,71 17,06,340

net profit Before tax 1,04,03,505 96,93,234

The Company has not transferred any amount to the reserves during the current year except the surplus in the Profit & Loss Account for theyear ended on 31.03.2013, which has been carried over in the Balance Sheet. Gross Sales and Other Inoome for the year was Rs. 71.29 crores as against Rs. 68.12 crores in the previous year.

2. DIVIDEND

The Directors do not recommend any dividend for the year under review.

3. PUBLIC DEPOSITS UNDER SECTION 58 A

During the year, the company has not accepted any Public Deposits during the year under review.

4. SHARE CAPITAL

The Authorized was increased to Rs,17,50,00,000/- divided 1,75,00,000 equity shares of Rs,10 each The comapny have issued Equity shares of Rs,3,00,00,000 equity shares of Rs,10/- each to the Non Promoters on prefered basis during the year Rs.14,00,00,000 divided into 1,40,00,000 equity shares of Rs. 10/- each.

5. CORPORATE OVERVIEW

During the year the production has increased from 19980.674 M.T. to 20297.766 .M.T. gROSS SALES HAS INCREASED FROM rS,68.12 CRORES TO rS,71.29 CRORES nET PROFIT BEFORE OF THE COMPANY has incresed from Rs,96.93 Lacs to Rs.104.04 Lacs. .

The Performance of the Company was better than the last year. The situation of the global market has improved which shows i n the improvement of the performance of your Company.

6. DIRECTORS

Mr.Rakesh kansal and Mrs. Rashmi kansal retires by ratation at this Annual General Meeting and being eligible offer themselves for re-appointment Mr,Devendra Shankar Vishnoi have resigned from the office of Dircetors Mr, Hardesh Kumar Gupta have resigned from the office of which whole time director and Mr,sussil kumar patidar has been appointment as whole time director in the Board Meeting held on 11.04.2013 subject to the approval of shareholders in the Annual General Meeting.

7. INSURANCE

I The Assets of the company including Buildings, Plant & Machinery, Stocks and Stores have been adequately secured.

8. AUDITORS

M/s AJAY SHRFYA&CO CHARTERED ACCOUNTANTS, Auditors of the Company, retire from their office. TheY ARE ELIGIBLE FOR RE-APPOINTMENT AND HAVE FURNISHED CERTIFIED TO THE EFFECT THAT THEIR APPOINTMNET IF MADE WILL BE IN ACCORDANCE WITH THE LIMITS SPECIFIED IN SUB-SECTION (1b) OF SECTION recommend their re-appointment for the Accounting Year 2013-2014.

9. AUDITORS REPORT

The Auditor''s Report on the Accounts is self-explanatory and no comments are required.

10. cost auditors

M/s H.Tara appointed as Cost Auditors for conducting the cost audit of the Company for the year ended March 31,2013.

11. DISCLOSURE OF PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956.

Under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988, the detailed information is enclosed as per Annexure (A).

12. DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956

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 financial year ended 31" March, 2013 the applicable Accounting Standards had been followed and there has been no material departures;

ii. That the selected accounting policies were applied consistently and the directors 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 as at the end of financial year and of the profit of the Company for the year under review;

iii. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies AGt, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. That the annual accounts have been prepared on ''going concern basis''.

13. CORPORATE GOVERNANCE

Your Company has complied with all the mandatory requirements of Corporate Governance. A detailed report on Corporate Governance and Management Discussion and Analysis forming part of the Director''s Report is enclosed asAnnexure(B).

14. PARTICULARS OF EMPLOYEES

None of the employee of the Company was in receipt of total remuneration of Rs. 60,00,000/- during the financial year under review or Rs. 5,00,0001- per month. Hence, the information U/s 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 are not required to be furnished.

15. SAFETY AND ENVIRONMENT

The company continued to maintain a good safety record. The plants of the company are environment friendly and maintain all safety measures.

16. INDUSTRIAL RELATIONS

Industrial relations remained cordial during the year. The company received full cooperation and support from all its employees without which it would not have been possible to achieve consistent good performance.

17. DISCLOSURE PURSUANT TO CLAUSE 43AOF THE LISTING AGREEMENT

The equity shares of the Company, are Listed at the following stock exchanges:

1. The Delhi Stock Exchange Ltd.

DSE House, 3/1, Asaf Ali Road New Delhi-110002

2. The Bombay Stock Exchange Ltd.

, PhirozeJeejeebhoy Towers,

25" Floor, Dalai Street Mumbai-400001

18. ACKNOWLEDGEMENT

Your Directors would like to express their thanks to the financial institutions and banks for their co-operation and assistance from time to time. The directors would also like to record appreciation to the members of staff and workers, who despite of constraints have been working hard for the company and are maintaining cordial relations.

FOR AND ON BEHALF OF BOARD OF DIRECTORS

SANDEEPJAIN

(CHAIRMAN)

PLACE : NEW DELHI

DATED :30/05/2013 .

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Mar 31, 2010

The Board of Directors have pleasure in presenting the 18th Annual Report together with the Audited Accounts of the Company for the year ended, 31st March, 2010.

The working of the company during the year under review has been highlighted below:

I.FINANCIAL RESULTS

(Amount/Rs.)

Current Year Previous Year

31.03.2010 31.03.2009

Gross Sales & Other Income 53,14,27,259 59,23,69,459

Operating Profit

-before Interest & Depreciation 2,31,21,241 5,89,00,870

Interest & Finance Charges 1,43,02,856 1,40,02,834

Depreciation 3,04,92,148 3,09,49,414

Less Depreciation for earlier years written back 2,01,29,995 -

Net of Adjustments

Depreciation on revalued assets 23,51,132 80/11,021 27,60,739 2,81,88,675

Less: Amount transferred from capital reserve 23,51,132 27,60,739

NET PROFIT BEFORE TAX 8,07,364 1,67,09,361

The Company has not transferred any amount to the reserves during the current year except the surplus in the Profit & Loss account for the year ended on 31.3.2010, which has been carried over in the Balance Sheet. Gross sales and other income for the year was Rs. 53.14 crores as against Rs. 59.23 in the previous year.

Profit before Depreciation, Interest and Taxes was Rs. 2.31 crores as against Rs.5.89 crores in the previous year.

2. DIVIDEND

The Directors do not recommend any dividend for the year under review.

3. PUBLIC DEPOSITS UNDER SECTION 58 A

During the year, the company has not accepted any Public Deposits during the year under review.

4. SHARE CAPITAL

The Authorised Share Capital has been increased from Rs.10,00,00,000 to Rs. 12,00,00,000. The Company has issued 20,00,000 Convertible Warrants of Rs.10 per warrant to the promoters on preferential basis out of which 6,66,667 Warrants have been converted into 6,66,667 Equity Shares of Rs.10 each during the financial year 2009- 2010. So the paid up capital of the Company stands increased from Rs. 9,00,00,000 to Rs. 9,66,66,670.

5. CORPORATE OVERVIEW

During the year the production has been decreased from 18693 M.T.To 18299.636 M.T.Gross Sales has decreased from Rs. 59.23 Crores to Rs. 53.14 crores. Net Profit of the Company has decreased from Rs. 1.67 crores to Rs. 8.07 Lacs.

The performance of the Company was mainly affected by the decrease in demand of paper due to the global slowdown in the Paper Industry, hike in raw material prices and decrease in the price of paper.

6. DIRECTORS

Mr. Devendra Shankar Vishnoi and Mrs. Anju Jain retires by rotation at this Annual General Meeting and being eligible offer themselves for re-appointment.

7. INSURANCE

the assets of the company including buildings, plant & machinery, stocks and stores have been adequately secured.

8. AUDITORS

M/s AJAY SHREYA & CO. CHARTERED ACCOUNTANTS, auditors of the Company, retire from their office. They are eligible for re-appointment and have furnished certificate to the effect that their appointment if made will be in accordance with the limits specified in sub-section (1B) of Section 224 of the Companies Act, 1956. Your directors recommend their re-appointment for the Accounting Year 2010-2011.

9. AUDITORS REPORT

The Auditors Report on the Accounts is self-explanatory and no comments are required.

10. DISCLOSURE OF PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956.

Under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988, the detailed information is enclosed as per Annexure (A).

11. DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT.1956

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 financial year ended 31st March, 2010 the applicable accounting standards had been followed and there has been no material departures;

ii. That the selected accounting policies were applied consistently and the directors 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 as at the end of financial year and of the profit of the Company for the year under review;

iii. That 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. That the annual accounts have been prepared on going concern basis.

12. CORPORATE GOVERNANCE

Your Company has complied with all the mandatory requirements of Corporate Governance, a detailed report on corporate governance and management discussion and analysis forming part of the Directors Report is enclosed as Annexure(B).

13. PARTICULARS OF EMPLOYEES

None of the employee of the Company was in receipt of total remuneration of Rs. 24,00,000/-during the financial year under review or Rs. 2,00,000/- per month. Hence, the information U/s 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 are not required to be furnished.

14. SAFETY AND ENVIRONMENT

The company continued to maintain a good safety record. The plants of the company are environment friendly and maintain all safety measures.

15. INDUSTRIAL RELATIONS

Industrial relations remained cordial during the year. The company received full cooperation and support from all its employees without which it would not have been possible to achieve consistent good performance.

16. DISCLOSURE PURSUANT TO CLAUSE 43A OF THE LISTING AGREEMENT

The equity shares of the Company, are listed at the following stock exchanges:

1. The Delhi Stock Exchange Association Ltd.

DSE House, 3/1, AsafAli Road

New Delhi-110002

2. The Bombay Stock Exchange Ltd.

Phiroze Jeejeebhoy Towers,

25th Floor, Dalai Street

Mumbai-400001

17. ACKNOWLEDGEMENT

Your directors would like to express their thanks to the financial institutions and banks for their co-operation and assistance from time to time. The directors would also like to record appreciation to the members of staff and workers, who despite of constraints have been working hard for the company and are maintaining cordial relations.

FOR AND ON BEHALF OF BOARD OF DIRECTORS

SANDEEP JAIN

(CHAIRMAN) PLACE : NEW DELHI

DATED : 31.07.2010