Directors Report of Quasar India Ltd.

Mar 31, 2015

To,

The Members,

The Directors have pleasure in presenting the 36th Annual Report together with the Audited Statement of Accounts for the Financial Year ended March 31, 2015.

FINANCIAL PERFORMANCE/ SUMMARY

Particulars Financial year ended (in Rupees) 31st March, 2015 31st March, 2014

Total Income 10,48,39,836 2,19,57,448

Total expenditure 10,37,09,103 2,17,02,490

Profit/(Loss) before tax 11,30,733 2,54,958

Profit/ (Loss) after tax 7,98,078 1,76,488

Paid- up Share Capital 5,35,25,000 5,35,25,000

Reserves and Surplus 15,40,543 7,30,005

DIVIDEND

To maintain the liquidity of funds, the Board of Directors has decided not to declare any dividend for this financial year 2014-2015. The Board assures you to present a much strong financial statements in coming years.

SHARE CAPITAL

During the year under review the company has not issued any shares or debentures or any other convertible instruments.

a. BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

b. SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

c. BONUS SHARES

No Bonus Shares were issued during the year under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

FIXED DEPOSIT

The Company has not accepted any fixed deposit during the year under review falling within the purview of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

TRANSFER TO GENERAL RESERVES

As the company has not declared any dividend, therefore, the Company has not proposes to carry any sum to the General Reserves of the Company for the period under consideration.

CHANGE IN THE NATURE OF BUSINESS

The Company is engaged in the business of trading in and manufacture all types of plywood, paper and rayon pulp, board, multiple ply including craft, tissues, carbon and block papers, writing and printing papers, absorbent and blotting papers, newsprint, filter and antique paper, coated and art papers, bond papers, cloth lined paper, azurelaid and wove paper, cream laid paper, grease proof paper, etc.

It also deals in trading and manufacture of articles made from paper, board or pulp such as, stationery and book binding and to carry on the business of Traders, Importers and Exporters in all kind of goods either manufacture, semi-manufactured or raw materials and to deal in manufacturing and supply fabrics, garments, fabric related items etc.

During the year review the Company has added the following business into its main objects:- To carry on business as traders in all commodities and commodity derivatives, and to act as providing services for commodities and to carry on business of acquiring, dealing, trading in shares, securities, currency including their derivatives and F&O and to carry on business as importers, exporters, traders, distributers, stockiest , buyers, sellers, agents or merchants in all kind of electronic goods, general goods and construction material goods.

MATERIAL CHANGES AND COMMITMENTS

There is no material change which may affect the financial position of the Company between the financial year and up to the date of this report.

DETAILS OF SUBSIDIARY, JOINT VENTURE, ASSOCIATE COMPANIES DURING THE YEAR

The Company has no subsidiaries, joint ventures or associated companies therefore disclosures in this regards are not provided in this report.

PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES

The company has no subsidiaries, joint venture companies so there is no requirement of description of performance of Subsidiaries and Joint Venture companies.

AUDITORS

Statutory Auditor

At the Annual General meeting held on 13th August, 2014, M/s V.N. Purohit & Co., Chartered Accountants, were appointed as statutory auditors of the Company pursuant to provisions of Section 139 and 142 and other applicable provisions, if any, of the Companies Act,2013 to hold office from the conclusion of that Annual General Meeting till the conclusion of 5th consecutive Annual General Meeting subject to ratification by the members at every Annual General Meeting at a remuneration to be decided by board of directors in consultation with Auditors plus applicable service tax and reimbursement of travelling and out of pocket expenses incurred by them for the purpose of audit.

Accordingly, the Board recommends to the members of the Company for ratification of appointment of M/s V.N. Purohit & Co., Chartered Accountants as statutory auditors of the Company.

In this regard M/s V.N. Purohit & Co., Chartered Accountants have submitted their written consent that they are eligible and qualified to be re- appointed as statutory auditors of the Company in terms of Section 139 of the Companies Act, 2013 and also satisfy the criteria provided in Section 141 of the Companies Act, 2013.

Auditor's Report

All Observations made in the Independent Auditors' Report and Notes forming part of the Financial Statements are self explanatory and do not call for any further comments under section 197(12) of the Companies Act, 2013.

Secretarial Auditor

Ms. Rachna Bhasin, Practicing Company Secretary was appointed by the Board to conduct the secretarial audit of the Company for the F.Y 2014-2015, as required under Section 204 of the Companies Act, 2013 and Rules thereunder. The Secretarial audit Report for FY 2014-2015 forms part of the annual report as Annexure I.

Internal Auditor

M/s Anil Hariram Gupta & Co., Chartered Accountants performs the duties of internal auditors of the company and its report for F.Y. 2014-2015 is reviewed by the Audit Committee from time to time.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulators and courts or tribunals impacting the going concern status and Company's operations in future.

EXTRACT OF ANNUAL RETURN

In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of annual return in the prescribed format is appended as Annexure II.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use for disposition of its assets. All the transactions are probably authorized, recorded and reported to the Management. The Company is following all applicable accounting standards for properly maintaining the books of accounts and reporting financial statements. The internal Auditor of the company checks and verifies internal control and monitors them in accordance with policy adopted by the company. The Company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of business.

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

Information required to be given pursuant to section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 and forming part of Board's Report for the year ended March 31, 2015 are given as below:

A. Conservation of Energy

The provision related conservation of energy does not apply to company, therefore the information as required under the Companies (Accounts) Rules, 2014 is not given. However the company is conscious about its responsibility to conserve energy, power, and other energy sources wherever possible. We emphasis towards a safe and clean environment and continue to adhere to all regulatory requirements and guidelines.

B. Technology Absorption

Your company has not imported any technology. However, we believe and use information technology extensively in all spheres of our activities to improve efficiency levels.

Expenditure on Research and Development

During the period under review company has not incurred any expenditure on R & D.

S. No. Parameters F.Y. 2014-2015 F.Y.2013-2014

a) Capital Expenditure 0.00 0.00

b) Recurring 0.00 0.00

RISK MANAGEMENT POLICY

The Company has implemented Risk Management Policy (annexed as Annexure III) and the Board of Directors has prepared a comprehensive framework of risk management for assessment of risks and to determine the responses to these risks so as to minimize their adverse impact on the organization. The policy as approved by the Board of Directors is uploaded on Company's website http://www.quasarindia.in/investor.php

CORPORATE SOCIAL RESPONSIBILITY

The provision of Companies Act, 2013 regarding Corporate Social Responsibility shall not be applicable to companies having net worth not exceeding Rs. 500 Cr or turnover not exceeding Rs. 1,000 Cr or net profit not exceeding Rs. 5 Cr or more during any financial year, as on the last date of previous financial year. In this connection, we wish to inform you that in respect of our company as on the last audited balance sheet as at March 31, 2015 neither the net worth exceeds Rs. 500 Cr nor turnover exceeds Rs. 1,000 Cr nor net profit exceeding Rs. 5 Cr. Hence, the provisions of Companies Act, 2013 regarding Corporate Social Responsibility would not be applicable.

NUMBER OF MEETINGS OF THE BOARD

The Boards of Directors duly met 13 (Thirteen) times during the Financial Year 2014- 15, the details of which are given in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between any two board meetings was within the period prescribed by the Companies Act, 2013.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The current policy is to have an appropriate mix of Executive and Independent directors to maintain the independence of the board, separate its function of Governance and Management. As on March 31, 2015, the Board consists of 3 members, one of whom are executive or whole time directors, and other two are independent Director. The Board periodically evaluates the need for change in its composition and its size.

The policy of the company on directors' 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 of the companies Act, 2013, adopted by the Board, is appended as Annexure IV to the Board's Report. We affirm that remuneration paid to the directors is as per the terms laid out in the remuneration policy of the company.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declaration from each Independent Director under section 149(7) of the Companies Act, 2013 that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing agreement.

BOARD EVALUATION

Clause 49 of the listing agreement mandates that the Board shall monitor and review the Board evaluation framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the board on its own performance and that of its committees and individual directors. Schedule IV of the Companies Act, 2013 states that performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.

The evaluation of all the directors and the board as a whole was conducted based on the criteria and frame work adopted by the Board. The evaluation process has been explained in this Annual report. The Board approved the evaluation results as collated by the nomination and remuneration committee.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

Every new independent director of the board attends an orientation program. To familiarize the new inductees with the strategy, operations and functions of our Company, the executive directors/ senior managerial personnel make presentations to the inductees about the Company's strategy, operations, product and service offerings, markets, software delivery, organization structure, finance, human resources, technology, quality, facilities and risk management.

Further, at the time of appointment of an independent director, the Company issues a formal letter of appointment outlining his/her role, function, duties and responsibilities as a director. The format of the letter of appointment is available on our website i.e. http://www.quasarindia.in/investor.php

INDUCTIONS

On the recommendation of nomination and remuneration committee, the Board appointed Mrs. Usha Sharma as an Additional Director of the Company w.e.f 30.03.2015.

Mr. Ganesh Prasad Gupta, Independent Director has given declaration that he meets the criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013 and Listing Agreement.

DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTORS INTER-SE

None of the directors are directly/ indirectly related to each other.

CHANGE IN DIRECTORS

During the year, Mr. Yogesh Bansal has resigned from the Directorship of the Company w.e.f April 16, 2015 and Mrs. Usha Sharma has been appointed as Additional Director of the Company w.e.f March 30, 2015.

DETAILS OF KEY MANAGERIAL PERSONNEL

The following 3 (Three) persons were formally appointed/ designated as Key Managerial Personnel of the Company in compliance with the provisions of Section 203 of the Companies Act, 2013.

1. Mr. Ankit Agarwal – Whole Time Director

2. Mr. Narender Kumar Gaur- Chief Financial Officer

3. Mr. Sandeep Kumar- Company Secretary

COMMITTEES OF THE BOARD

Currently, the Board has 4 (Four) Committees; the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Risk Management Committee.

A detailed note on the Board and its committees is provided under the Corporate Governance report section in this annual report. The Composition of committees and compliances, as per applicable provisions of the act and rules, are as follows:

Name of the Committee Composition of Committee Highlights of Duties, responsibilities and activities

Audit Committee 1. Mr. Ganesh Prasad Gupta 1. All recommendations made (Chairman) by the audit committee during

2. Mr. Ankit Agarwal the year were accepted by the 3. Mrs. Usha Sharma Board.

2. The Company has adopted 4. Mr. Sandeep Kumar the whistleblower mechanism (Company Secretary) for directors and employees to report concerns about unethical behavior, actual or suspected fraud, violation of the Company's Code of Conduct and Ethics. The whistleblower policy is appended as annexure V to the Board's report.

3. In accordance with the requirement of the listing Agreement, the Company has formulated policies on related party transactions on material subsidiaries. The policies including the whistleblower Policy, are available on our website

Nomination and 1. Mr. Ganesh Prasad Gupta 1. The Committee oversees and Remuneration (Chairman) administers executive Committee 2. Mr. Ankit Agarwal compensation, operating

3. Mrs. Usha Sharma under a written charter Committee adopted by our Board of Directors.

2. The committee has a right to directly retain independent advisors to assist it

3. The nomination and remuneration committee has framed the nomination and remuneration policy. A copy of the policy is appended as annexure IV to the Board's report.

Stakeholders 1. Mr. Ankit Agarwal 1. The committee reviews and Relationship Committee (Chairman) ensures redressal of Investor 2. Mr. Ganesh Prasad grievances Gupta

3. Mrs. Usha Sharma

Risk Management 1. Mr. Ankit Agarwal 1.To recommend to the Board Committee (Chairman) and then formally announce, 2. Mr. Ganesh Prasad Gupta implement and maintain a

3. Mrs. Usha Sharma sound system of risk oversight, management and internal control which identifies, assesses, manages and monitors risk.

2. To considers ethical and broader stakeholder values in its assessment and management of risks and internal procedures.

3. The Committee can consider other matters relating to risk management that it considers desirable.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM/ WHISTLE BLOWER POLICY FOR DIRECTORS AND EMPLOYEES

In order to ensure that the activities of the company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior of the company has adopted a vigil mechanism policy. The aim of the policy is to provide adequate safeguards against victimization of whistle blower who avails of the mechanism and also provide direct access to the Chairman of audit Committee, in appropriate and exceptional cases.

Accordingly, 'whistle Blower policy' has been formulated with a view to provide a mechanism for the Directors and employees of the Company to approach the Ethics Counselor or the Chairman of the audit Committee of the Company.

The purpose of this policy is to provide a framework to promote responsible and secure whistle blowing. It protects employees willing to raise a concern about irregularities within the Company.

This policy is also posted on the website (http://www.quasarindia.in/investor.php ) of the company.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to members of the Board and all employees in the course of day to day business operations of the company. The Code has been placed on the Company's website www.quasarindia.in. The Code lays down the standard procedure of business conduct which is expected to be followed by the directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code.

PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS UNDER SECTION 186

Particulars of Loans and Guarantees are provided in the financial statements (please refer the Note 13 to the financial Statements).

RELATED PARTY TRANSACTIONS

The Company has entered into a contract and arrangements with related party and complied with the provisions of section 188 of the Companies Act, 2013. (Details of Such Contracts and Arrangements are enclosed as Annexure- VI in Form AOC-2).

REPORT ON CORPORATE GOVERNANCE

A report on corporate governance is annexed herewith. As required by Clause 49 of the Listing Agreement, Certification on Corporate Governance from PCS is enclosed to the Board's Report.

PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the company are as follows:

The particulars of the employees who are covered by the provisions contained in Rule 5(2) and rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are:

a) Employed throughout the Year Nil

b) Employed for part of the year Nil

The remuneration paid to all key managerial personnel was in accordance with remuneration policy adopted by the company.

In terms of Section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employees' particulars which is available for inspection by members at the registered office of the company during business hours on working days of the company up to the date of ensuing Annual General Meeting. If any member is interested in inspecting the same, such member may write to the Chief Financial Officer in advance.

SEXUAL HARASSMENT

The Company has in place a Prevention of Sexual harassment policy in line with the requirements of the sexual harassment of Women at workplace ( Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

During the Year 2014-2015, no complaints were received by the Company related to sexual harassment.

BUSINESS RESPONSIBILITY REPORT

Clause 55 of the Listing Agreement is not applicable to our Company. Since no initiative with respect to environmental, social etc has been taken.

DIRECTOR'S RESPONSIBILITY STATEMENT

In terms of the provisions of Section 133 of the Companies Act, 2013 and read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act (to the extent notified) and guidelines issued by the Securities and Exchange Board of India (SEBI). There are no material departures from prescribed accounting standards in the adoption of these standards.

The directors confirm that:

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

- 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.

- 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 had prepared the annual accounts on a 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 that such systems were adequate and operating effectively.

STOCK EXCHANGE LISTING

The Equity Shares of the Company are listed at the BSE Ltd (formerly Bombay Stock Exchange Ltd) and Delhi Stock Exchange Limited (DSE). The Company has already paid listing fees for the financial Year 2015-16.

CAUTIONARY NOTE

The statements forming part of the Board's Report may contain certain forward looking remarks within the meaning of applicable securities laws and regulations. Many factors could cause the actual results, performances or achievements of the Company to be materially different from any future results, performances or achievements that may be expressed or implied by such forward looking statements.

ACKNOWLEDGEMENT

The Board expresses its sincere gratitude to the shareholders, bankers and clients for their continued support. The Board also wholeheartedly acknowledges with thanks the dedicated efforts of all the staff and employees of the Company.

For and on behalf of the Board

For Quasar India Limited

Sd/- Sd/-

Place: New Delhi Ankit Agarwal Ganesh Prasad Gupta

Date: 29.05.2015 Whole Time Director Director

DIN: 05254327 DIN: 03611693

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Mar 31, 2014

Dear Members

The Directors present the Annual Report of your Company together with the Audited Annual Accounts for the financial year ended 31st March, 2014.

Financial Highlights

Particulars Financial Year ended (in Rupees)

31st March, 2014 31st March, 2013

Total Income 2,19,57,448 4,00,000

Total Expenditure 2,17,02,489.85 2,90,416

Profit/ (Loss) before tax 2,54,958.15 1,09,584

Profit/ (Loss) after tax 1,76,488.15 63,262

Paid-up Share Capital 5,35,25,000 24,75,000

Reserves and Surplus 7,30,005.15 5,53,517

Material changes and commitment affecting the financial position of the Company after the close of financial year

Save as mentioned else where in this Report, no material changes and commitments affecting the financial position of the Company has occurred between the end of the financial year of the Company- 31st March, 2014 till the date of this report.

Dividend

In view of marginal profits made by the Company, your Directors regret their inability to recommend any dividend.

Public Deposits

During the year under report, your Company did not accept any deposits from the public in terms of the provisions of section 58A of the Companies Act, 1956.

Auditors

M/s V.N. Purohit & Co., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. A certificate under section 224(1) of the Companies Act, 1956 regarding their eligibility for the proposed re-appointment has been obtained from them. Your Directors recommend their re-appointment.

Auditors'' Report

Comments made by the Statutory Auditors in the Auditors’ Report are self-explanatory and do not require any further clarification.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

a. Conservation of Energy & Technology Absorption: Since the Company is not engaged in any manufacturing activity, issues relating to conservation of energy and technology absorption are not quite relevant to its functioning.

b. Export Activities: There was no expert Activity in the Company during the year under review. The Company has no immediate plans for export in the near future as well.

c. Foreign Exchange Earnings and Outgo: There was no Foreign Exchange earnings and outgo during the year under review.

Particulars of Employees

During the financial year under review. none of the Company''s employees was in receipt of remuneration as prescribed under section 217(2A) of the Companies Act, 1956. read with the Companies (Particulars of Employees) Rules, 1975, and hence no particulars are required to be disclosed in this Report.

Establishment of Vigil Mechanism

The Board of Directors have established Vigil Mechanism for directors and employees.

Changes among Directors

During the year under review, there has been no change in the composition of the Board of Directors of the Company,

Appointment of Company Secretary

During the year under review, Mr. Sandeep Kumar has been appointed as the Company Secretary of the Company as on 1st March, 2014.

Directors'' Responsibility Statement

In terms of the provisions of section 217 (2AA) of the Companies Act, 1956, and to the best of their knowledge and belief and according to the information and explanations obtained by them and save as mentioned elsewhere in this Report, the attached Annual Accounts and the Auditors Report there on, your Directors confirm that:

a. in preparation of the annual accounts, the applicable accounting standards have been followed:

b. the Directors have 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 stale of affairs of the Company as at 31st March, 2014 and of the profit of the Company for the year ended on that date:

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. the Directors have 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 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 systems were adequate and operating effectively.

Stock Exchange Listing

The Equity Shares of the Company are listed at the Delhi Stock Exchange (DSE), The Company has already paid listing fees for the financial year 2013- 14 to the DSE.

Equity shares of the Company also got listed at Bombay Stock Exchange (BSE) on 16th June, 2014.

Audit Committee

Pursuant to Clause 49 of Listing Agreement and Section 292A of the Companies Act, 1956, the Audit Committee has been constituted as on 18th February, 2014 with three directors as its members namely Mr. Yogesh Bansal. Mr. Ankit Agarwal and Mr. Ganesh Prasad Gupta.

Corporate Governance

Clause 49 of the Listing Agreement relating to the Corporate Governance is applicable to the Company and the Company is complying with the provisions of Clause 49 of the Listing Agreement,

Acknowledgement

Your Directors take this opportunity to place on record their sincere appreciation for the co-operation and assistance the Company has received from Banks and various Government Departments. The Board also places on record its appreciation of the devoted services of the employees; support and co-operation extended by the valued business associates of the Company.

For and on Behalf of the Board For Quasar India Limited

Sd/- Sd/- Date : 12th July, 2014 Ankit Agarwal Ganesh Prasad Gupta Place: Delhi Director Director (DIN- 05254327) (DIN: 03611693)

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Mar 31, 2013

Dear Members

The Directors have pleasure in presenting the 34^ Annua) Report of your Company together with the Audited Annual Accounts for the financial year ended 31st March, 2013.

Financial Highlights

During the year under review total Income of the Company was Rs. 4 Lac as against Rs. 0.4 lac in the previous year. The Company made a profit after tax of Rs. 63,262 as against a profit after tax of Rs. 4,294 in the previous year. Your Directors are putting in their best efforts to improve the performance of the Company.

Material changes and commitments affecting the financial position of the Company after the ctose of financial year Save as mentioned else where in this Report, no material changes and commitments affecting the financial position of the Company has occurred between the end of the financial year of the Company- 31st March, 2013 till the date of this report.

Dividend

In view of marginal profits made by the Company, your Directors regret their inability to recommend any dividend.

Public Deposits

During the year under report, your Company did not accept any deposits from the public in terms of the provisions of section 58A of the Companies Act, 1956.

Conservation of Energy, Technofogy Absorption, Foreign Exchange Earnings and Outgo

a. Conservation of Energy & Technofogy Absorption: Since the Company is not engaged in any manufacturing activity, issues relating to conservation of energy and technofogy absorption are not quite relevant to its functioning.

b. Export Activities: There was no export activity in the Company during the year under review. The Company has no immediate plans for export In the near future as well.

c. Foreign Exchange Earnings and Outgo: There was no Foreign Exchange earnings and outgo during the year under review.

Particulars of Emptoyees

During the financial year under review, none of the Company''s emptoyees was in receipt of remuneration as prescribed under section 217{2A) of the Companies Act, 1956, read with the Companies (Particulars of Emptoyees) Rules, 1975, and hence no particulars are required to be disctosed in this Report.

Conges among Directors

During the year under review, Mr. Tripurari Prasad Roy appointed as director of the Company w.e.f 29/09/2012 and Mi. Rajeev Baksht resigned from the directorship w.e.f 29/09/2012. Mr. Ankit Agarwal appointed as director of the Company w.e.f. 15-10-2012. Mr. Canesh Prasad Gupta and Mr. Yogesh Bansal appointed as directors of the Company w.e.f. 05-08-2013

Auditors

M/s V.N. Purohit & Co., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. A certificate under section 224(1) of the Companies Act, 1956 regarding their eligibility for the proposed re- appointment has been obtained from them. Your Directors recommend their re-appointment.

Auditors'' Report

Comments made by the Statutory Auditors in the Auditors'' Report are self-explanatory and do not require any further clarification.

Secretarial Compliance Certificate

In terms of the provisions of section 383A of the Companies Act, 1956 read with the Companies (Compliance Certificate) Rules, 2001, the Company has obtained the necessary Compliance Certificate from Ms Sarika Dugar, Company Secretaries, Delhi. The Compliance Certificate is annexed herewith and forms part of this Report. Comments made in the Compliance Certificate are self-explanatory and do not require any further clarification.

Directors'' Responsibility Statement

In terms of the provisions of section 217(2AA) of the Companies Act, 1956, and to the best of their knowledge and belief and according to the information and explanations obtained by them and save as mentioned elsewhere in this Report, the attached Annual Accounts and the Auditors'' Report thereon, your Directors confirm that:

a. in preparation of the annua! accounts, the applicable accounting standards have been foftowed;

b. the Directors have selected such accounting poficies 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 as at 31st March, 2013 and of the profit of the Company for the year ended on that date;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. the Directors have prepared the Annual Accounts on a going concern basis.

Stock Exchange Listing

The Equity Shares of the Company are listed at Delhi Stock Exchange.

Acknowledgement -

Your Directors take this opportunity to place on record their sincere appreciation for the co-operation and assistance the Company has received from Banks and various Government Departments. The Board also places on record its appreciation of the devoted services of the emptoyees; support and co-operation extended by the valued business associates of the Company.

For and on Behalf of the Board of Quasar India Limited

Sd/- Sd/- Canesh Prasad Cupta Yogesh Bansal Date: 5th September, 2013 Place: Delhi Director Director

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Mar 31, 2012

Dear Members,

The Directors have pleasure in submitting herewith their 33rd annual report with audited statement of accounts for the year ending 31st March 2012.

1. Financial Results

Your Directors are trying very hard to strengthen the financial position of company. The company earned a loss of Rs. 4295.00 during the year. In view of the Loss the Board of Directors are unable to declare any dividend.

2. Fixed Deposits

During the year, the company has not accepted deposits from the public.

3. Auditors

M/S SINGH AGARWAL & Associates, Chartered Accountants, the Statutory Auditors are retiring on the conclusion of the forthcoming Annual General Meeting and have shown their willingness for being reappointed as the Statutory Auditors and have confirmed that if they are reappointed as the ensuing Annual General Meeting as the Statutory Auditors the same will be within the limits specified in section 224(IB) of the Companies Act, 1956. Members are requested to appoint Auditors and fix their remuneration.

4. Conservation of energy, technology absorption, foreign exchange Earnings and outgo.

The Company is doing business unrelated to energy consumption, Technology absorption. The Company has not spent/earned any foreign exchange during the period.

5. As required under section 217(2AA) of the Companies Act, the Directors hereby confirm that:

I. That in the preparation of the annual accounts, the applicable accounting standards had 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 true & fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the Company for the period.

III. That the directors had taken proper and sufficient care of the maintenance of 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.

IV. That the directors had prepared the annual accounts on going concern basis.

6. EMLOYEES

Information u/s 217 (2A) of the Companies Act 1956 , read with the Companies (Particulars of Employees) Rules, 1975 is not furnished as there were no employees drawing a salary in excess of the limits specified in the said section. None of the employees of the company are relative of any director of the company.

7. There was no buy back of any shares during the financial year.

8. Compliance Certificate U/S 383 A from the Company Secretary

A Secretarial Compliance Certificate furnished by a whole time practicing Company Secretary, pursuant to section 383 A of the Companies Act, 1956, and in accordance with the Companies(Compliance Certificate) Rule,2001 is attached herewith.

For Quasar India Limited

Sd/- Sd/- Rakesh Paliwal Baljinder Singh Dated: 09.06.2012 Place: New Delhi

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Mar 31, 2011

Dear Members,

The Directors have pleasure in presenting their 32nd Annual Report on the operations of the company together with the Audited Statement of Account for the Year ended at 31st March 2011.

FINANCIAL RESULTS

Net Profit for the yr. Rs 779.41

AUDITOR ''S COMMENTS

To Auditors in their Report have referred to the notes forming part of the accounts. The notes are self-explanatory and need no comments.

Thfrompaify during the period under review did fine business, your Directors are mXg efforts to improve operations and have received good response for its services.

IvflSish Paiiwal director of the company retires by rotation and being eligible offers himself for re-appointment.

Mr Baliinder Singh was appointed as non-executive director to hold office up to the c!ndution of ensuing AnnS General Meeting, accordingly resolution ,s proposed for appointment as director liable to retire by rotation.

AUDITORS

M/S SINGH AGARWAL & ASSOCIATES, Chartered Accountants Lucknow as the Sttutoly Auditor of the Company will retire at the conclusion of ensuing Annual general Meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEES

Information as per Section 217 2A of the Companies act, 1956 as amended by the companies Amendment act 1988 read with the comapnies particulars of emplotess rule 1975 not required as there was no employee on the rolls of the company covered therein.

DIRECTORS'' RFRPONSIBILITY STATEMENT

Pursuant to the requirements of section 21/ (2AA) of the Compan.es Act, 1956, H is hereby confirmed:

1. That in the preparation of the annual accounts, the applicable accounting standards have been followed;

2. That the Directors 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 the financial year and of the profit or Loss of the company the period under review;

3. That the Directors have taken proper and sufficient care for 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;

4. That the Directors have prepared the annual accounts for the year ended 31.03.11 on a going concern basis.

SECRETARIAL COMPLIANCE AS REQUIRED U/S 383A OF THE COMPANIES ACT, 1956

Secretarial compliance report is enclosed as required u/s 383A of the companies Act, 1956

CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

Since your company is not engaged in manufacturing activities, disclosure of information in respect of conservation of energy and technology absorption is not applicable to the company.

FOREIGN EXCHANGE EARNING AND EXPENDITURE

There was no transaction during the period involving foreign exchange.

ACKNOWLEDGEMENT

Your Directors wish to thanks to the Government and semi government agencies, bankers and staff for the support and co-operation extended by them to the management.

For, Quasar India Limited

Director Director (Rakesh Paliwal) (Baljinder Singh) Place:-New Delhi Dated: 03.09.2011