Directors Report of RSC International Ltd.

Mar 31, 2014

Dear Members,

The directors have pleasure in presenting the 21st Annual Report of the company together with the audited statements of accounts for the year ended 31st March, 2014

Financial results:

Particulars 31.03.2014 (in 31.03.2013 (in lacs) lacs)

Sales & Other Income 923,897 931,164

Profit before interest & 713,897 811,164 depreciation

Less: Interest - -

Profit before depreciation 1,637,794 1,742,328

Less: Depreciation 3,678 4,770

Profit after depreciation 1,634,116 1,737,558

Provision for Income Tax - -

Profit after tax 279,011 565,838

Acceptance of deposits

The company has not accepted any deposits from public during the year under review.

Disclosure of particulars with respect to conservation of energy etc:

Necessary information required by the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988 for conservation of energy, technology absorption and Foreign Exchange earnings and outgo are NIL.

Directors'' responsibility Statement:

As required under Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

I. That in the preparation of annual accounts, the applicable Accounting Standards have been followed;

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 and fair price of the state of affairs of the Company at the end of the financial year 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 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 a going concern basis.

Auditors

M/s Vimal Agrawal & Associates, Chartered Accountants, Jaipur, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Personnel:

The company has not employed any person who is in receipt of remuneration of more than Rs. 60,00,000/- for the whole year or Rs 5,00,000/- per month in the case of employment for part of the year.

Directors

Mr. Ankur Jain and Alka Jain, directors of the company retire at the ensuing Annual General Meeting and being eligible offer themselves for reappointment.

Mr. R.P. Agarwal, Mr. Kailash Chand and Mr. Jitendra Bansal, Independent Directors of the company were appointed as an Independent Directors of the company for 5 consecutive years, not liable to retire by rotation.

Report on Corporate Governance:

The report on Corporate Governance in accordance with Clause 49 of the Listing Agreement with the stock exchanges is attached to this report in annexure.

For an on behalf of the Board of Directors

(G.C. Jain) (Ankur Jain) Mg. Director Director

Place: Jaipur Date: 05th Sep, 2014

Registered Office: 66, Gangwal park, M. D. Road, Jaipur- 302004

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Mar 31, 2013

31.03.2013 31.03.2013 Sales & other Income (Rs. In lacs) (Rs. In lacs)

Profit before interest & depreciation (-) s 9.31 8.86

Less: Interest - 2.37

Profit before depreciation - -

Less: Depreciation (-) 5.61 2.37

Profit after depreciation 0.05 0.06

Provision for Income tax (-) 5.66 2.31

Profit after tax - 0-72

Acceptance of Deposits: (-) 5.66 1.59

The company has not accepted any deposits from public during ,he year under review.

Disclosure of particulars with respect to conservation of Energy etc.:

Necessary information required by the companies (Disclosure of particulars in the report of Bord of Directors) Rules 1988 for conservation of energy absorption and

Directors* Responsibility Sta

The Board of Directors of your Company state:

1 That in the preparation of annual accounts the applicable accounting standard had

II. that the directors had selected such accounting policies and applied then, 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 die Company at the of the finance year of the profit of the Company for that period;

III. the directors had token proper and sufficient care for the maintenance of adequate accounting records m accordance with the provisions of the Companies Act 1956

SAFEGUARDING RECORDS IN ACCORDANCE WITH and for Preventing and detecting fraud and TV. that the directors had prepared the annual accounts on a going concern basis.

Auditors

m/s Vimal Agrawal & Associates Chartered Accountants, Jaipur, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Personnel:

The company has not employed any person who in receipt of remuneration of more than Rs.60.00.000/- for the whole year or Rs.5.00.000/- per month in the case of employment for the year.

Directors:

Sh. Kailash Chand and Shri R. P. Agrawal directors of the company retire at the ensuing annual general meeting and being eligible, offer themselves for reappointment.

Report on Corporate Governance:

The report on corporate governance in accordance with clause 49 of the listing agreement with stock exchanges is attached to this report in Annexure.

Place: Jaipur For and on behalf of the Board of Directors

Dated: 19th Aug., 2013

(G. C. Jain) (Ankur Jain)

Mg. Director Director

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Mar 31, 2012

The directors have pleasure in presenting the Nineteenth Annual Report of the company together with the Audited Statements of Accounts for the year ended on 31 March,2012

Financial Results: 31.03.2012 31.03.2011 (Rs. In lacs) (Rs. In lacS)

Sales & other Income 8.86 9.02

Profit before interest & depreciation 2.37 1.90

Less: Interest - -

Profit before depreciation 2.37 1.90

Less: Depreciation 0.06 0.08

Profit after depreciation 2.31 1.82

Provision for Income tax 0.72 0.57

Profit after tax 1.59 1.25

Acceptance of Deposits:

The company has not accepted any deposits from public during the year under review.

Disclosure of Particulars with respect to Conservation of Energy etc:

Necessary information required by the Companies (Disclosure or Particulars in the report of Board of Directors) Ru1es, 1988 for conservation of energy, technology absorption and Foreign Exchange earnings and outgo are NIL.

Director' Responsibility Statement

The Board of Directors of your Company state:

I. that in the preparation of annual accounts, the applicable accounting standards had been followed:

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 and fair view of the state of affairs of the Company at the end of the financial year 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 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 a going concern basis.

Auditors

M/s Vimal Agrawal & Associates, Chartered Accountants, Jaipur, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Personnel:

The Company has not employed any person who was in receipt of remuneration of more Rs. 60,00,000/- for the whole year or Rs. 5,00,000/- per month in the case of employment for part of the year.

Director:

Sha Gyan Chand Jain and Shri Ankur Jain directors of the company retire at the ensuing annual general meeting and being eligible, offer themselves for reappointment.

Report on Corporate Governance:

The report on corporate governance in accordance with clause 49 of the listing agreement with stock exchanges is attached to this report in Annexure.

By order of the Board of Directors

(G. C. Jain) (Ankur Jain)

Mg. Director Director

Place: Jaipur

Dated: 13th August, 2012

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Mar 31, 2011

The directors have pleasure in presenting the Eighteenth Annual Report of the Company together with the Audited Statements of Accounts for the year ended on 31st March,2011

Financial Results: 31.03.2011 31.03.2010 (Rs. In lacs) (Rs. In lacs)

Sales & other Income 9.02 72.16

Profit before interest & depreciation 1.90 2.92

Less: Interest - -

Profit before depreciation 1.90 2.92

Less: Depreciation 0.08 0.12

Profit after depreciation 1.82 2.80

Provision for Income tax 0.57 0.87

Profit after tax 1.25 1.93

Acceptance of Deposits:

The company has not accepted any deposits from public during the year under review.

Disclosure of Particulars with respect to Conservation of Energy etc.:

Necessary information required by the Companies (Disclosure of Particulars in the report of Board of Directors) Rules, 1988 for conservation of energy, technology absorption and Foreign Exchange earnings and outgo are NIL. .

Directors' Responsibility Statement

The Board of Directors of your Company state:

I. that in the preparation of annual accounts, the applicable accounting standards had been followed;

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 and fair view of the state of affairs of the Company at the end of the financial year 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 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 a going concern basis.

Auditors

M/s Vimal Agrawal & Associates, Chartered Accountants, Jaipur, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Personnel:

The company has not employed any person who was in receipt of remuneration of more than Rs.60,00,000/ for the whole year or Rs.5,00,000/ per month in the case of employment for part of the year.

Directors:

Smt. Alka Jain and Shri Jitendra Bansai directors of the company retire at the ensuing annual general meeting and being eligible, offer themselves for reappointment.

Report on Corporate Governance:

The report on corporate governance in accordance with clause 49 of the listing agreement with stock exchanges is attached to this report in Annexure.

Place: Jaipur For and on behalf of the Board of Directors

Dated: 2nd Sept., 2011

(G. C. Jain) (Ankur Jain)

Mg. Director Director

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Mar 31, 2010

The directors have pleasure in presenting the Seventeenth Annual Report of the Company together with the Audited Statements of Accounts for the year ended on 31st March,2010

Financial Results: 31.03.2010 31.03.2009 (Rs. In lacs) (Rs. In lacs)

Sales & other Income 72.16 9.00

Profit before interest & depreciation 2.92 (-) 11.60

Less: Interest - -

Profit before depreciation 2.92 (-) 11.60

Less: Depreciation 0.12 0.11

Profit after depreciation 2.80 (-) 11.71

Provision for Income tax 0.87 0.87

Profit after tax 1.93 (-) 12.58

Acceptance of Deposits:

The company has not accepted any deposits from public during the year under review.

Disclosure of Particulars with respect to Conservation of Energy etc.:

Necessary information required by the Companies (Disclosure of Particulars in the report of Board of Directors) Rules, 1988 for conservation of energy, technology absorption and Foreign Exchange earnings and outgo are NIL.

Directors' Responsibility Statement

The Board of Directors of your Company state:

I. that in the preparation of annual accounts, the applicable accounting standards had been followed;

II. that the directors 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 at the end of the financial year 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 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 a going concern basis.

Auditors

M/s Vimal Agrawal & Associates, Chartered Accountants, Jaipur, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Personnel:

The company has not employed any person who was in receipt of remuneration of more than Rs.24,00,000/ for the whole year or Rs.2,00,000/ per month in the case of employment for part of the year.

Directors:

Sh. Ankur Jain, Shri R. P. Agrawal and Shri Kailash Chand directors of the company retire at the ensuing annual general meeting and being eligible, offer themselves for reappointment. Three independent directors S/ Shri R. P. Agarwal, Kailash Chand and Jitendra Bansal have been appointed on 20.07.2009.

Report on Corporate Governance:

The report on corporate governance in accordance with clause 49 of the listing agreement with stock exchanges is attached to this report in Annexure.

Place: Jaipur For and on behalf of the Board of Directors

Dated: 2nd Sept., 2010 (G. C. Jain) (Ankur Jain) Mg. Director Director