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Directors Report of Savera Industries Ltd.

Mar 31, 2017

The Directors have pleasure in presenting the 48th Annual Report of Savera Industries Ltd (the company) along with the audited financial statements for the financial year ended 31st March, 2017.

FINANCIAL RESULTS (Rs. in lakhs)

2016-17

2015-16

Profit / ( Loss) before tax for the year after the

460.30

573.24

exceptional item of Rs.196.44 lakhs

Less : Provision for income tax for the year

(Including deferred tax liability)

222.61

330.15

Profit after tax

237.69

243.09

Profit brought forward

1934.04

1906.47

Profit available for appropriation

2171.73

2149.56

Transferred to General Reserve

Dividend and Dividend Distribution Tax

215.52

215.52

Profit carried forward to next year

1956.21

1934.04

OPERATING RESULTS

The income of the company rose to Rs.6867.00 lakhs from Rs.6690.98 lakhs representing 2.63% increase over last year. The occupancy of the main unit i.e. Savera Hotel, Chennai is 78.2% during the year as against 81% over the corresponding period last year.

During the year under review, the profit before tax and before exceptional item amounted to at Rs.656.74 lakhs and after an exceptional item ie. impairment loss of Rs.196.44 lakhs, but before Tax, the Profit stood at Rs.460.30 lakhs as compared to Rs.573.24 lakhs of last year, registering a decrease of 19.70%.

After the Balance Sheet date, Savera Purple situated at Bengaluru on leased lands was closed in view of losses. Accordingly, impairment loss was booked as required under the Accounting Standard.

STATE OF COMPANY’S AFFAIRS

Total expenditure for the period ended as at 31st March, 2017 worked out to Rs.6210.26 lakhs showing an increase of Rs.92.52 lakhs (1.51%) as compared to the previous year. The Profit (EBITDA) before depreciation, finance cost and tax for the year ended 31st March, 2017 amounted to Rs.1271.61 lakhs decreased by Rs.0.58 lakhs as compared to the corresponding period last year. The tax expense including deferred tax for the year ended 31st March, 2017 amounted to Rs.222.61 lakhs. The Profit after Tax for the year ended 31st March, 2017 stood at Rs.237.69 lakhs as against a profit of Rs.243.09 lakhs. No transfer was made to General Reserve during the year under review.

DIVIDEND

The Board of Directors of the Company has recommended a dividend of Rs.1.50 per equity share for the financial year ended 31.03.2017. The outflow towards dividend will be Rs.178.92 lakhs and the tax on dividend works out to Rs.36.60 lakhs, totalling Rs.215.52 lakhs.

DEPOSIT FROM PUBLIC

The Company has not accepted any deposit from public under the provisions of the Companies Act, 2013.

FINANCIAL HIGHLIGHTS OF THE COMPANY

The financial highlights of the company for last 10 years are furnished in the Annual Report.

FINANCIAL INFORMATION AND DETAILS OF ASSOCIATE COMPANY

The Financial Statement of the company is prepared in accordance with the Accounting Standard issued by the Institute of Chartered Accountants of India and forms part of the Annual Report. The company''s financials disclose the assets, liabilities, income, expenses and other details.

There is no subsidiary company, associate company and joint ventures within the meaning of section 2(6) of the Companies Act, 2013 (“Act”).

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors met five (5) times during the year under review and considered the financial results and the meeting dates are provided in the Corporate Governance Report.

During the year under review, Mr.G.Sitharaman, Independent Director and Chairman of the Audit Committee had resigned from the Directorship of the company with effect from 25.3.2017 due to his personal reasons and his other professional pre-occupations. The Board placed on record its appreciation for the professional guidance given by Sri G. Sitharaman to the Board from time to time.

Pursuant to the provisions of the Companies Act, 2013, Ms. A. Nivruti, Director retires by rotation and is eligible for reappointment. The Board recommends her appointment and accordingly resolution seeking approval of the members for her appointment has been included in the notice of the forthcoming Annual General Meeting of the company along with her brief profile.

The Key Managerial Personnel of the company presently are Mr. A. Ravikumar Reddy, Managing Director, Mr. N. S. Mohan, Company Secretary and Mr.I.Sivakumar, Chief Financial Officer.

DIRECTORS’ RESPONSIBILITY STATEMENT

On the basis of internal financial controls and systems relating to compliance maintained by the company, work done by the internal, statutory and secretarial auditors, the reviews performed by the management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the company''s internal financial controls were adequate and effective during the financial year 2016-17.

Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, and based on the representations received from the management, the directors hereby confirm that:

i. In the preparation of the Annual Accounts for the year 2016-17, the applicable accounting standards have been followed and there are no material departures;

ii. They have 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 31st March,2017 and of the profit of the company for that period;

iii. They have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act. They confirm that there are adequate systems and controls for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. They have prepared the annual accounts on a going concern basis;

v. They have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating properly;

vi. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

INTERNAL CONTROL & SYSTEM

The Company has internal control and systems commensurate with the size of the complexity of the business operations and it has well defined internal audit functions. For the purpose of independence, the internal audit dept. reports to Chairman of the Audit Committee and the Board of Directors.

SECRETARIAL AUDITOR

Mr. R. Balasubramaniam, Practicing Company Secretary has been appointed as the Secretarial Auditor during the year. The Secretarial Audit Report given by him shall form part of this report.

STATUTORY AUDITORS

Our existing Auditors M/s. D. A. Reddy & Co., who were appointed by the members at their 45th Annual General Meeting held on 22.9.2014 shall hold office upto the conclusion of the forthcoming 48th Annual General Meeting and his term gets completed on the said date. The Board placed on record their professional advices and they are not eligible for reappointment under the provisions of the Companies Act, 2013.

Further, in pursuance of the provisions of section 139 of the Companies Act, 2013 and the rules framed thereunder, the Board of Directors of the company has recommended M/s. S. Venkatram & Co., Chartered Accountants, 218, T.T.K. Road, Chennai - 600 018 for appointment as Statutory Auditors of the Company for a period of 5 years as a First Term to hold the office from the conclusion of the ensuing Annual General Meeting (48th Annual General Meeting) until the conclusion of the 53rd Annual General Meeting on the remuneration as may be fixed by the Board of Directors of the company, subject to the approval of the shareholders at the ensuing Annual General Meeting.

SIGNIFICANT AND MATERIAL ORDERS

There were no significant and material orders passed by the regulators or courts or tribunals affecting the going concern status and future operations of the company.

INDEPENDENT DIRECTORS DECLARATION

Mr. A. Sudhakar Reddy, who is an independent director, has submitted a declaration that he meets the criteria of independence as provided in sub-section (6) of section 149 of the Act.

Further, the first term of Mr.B.Ranga Reddy and Mr.S.Sridhara Rao as independent directors, shall get completed on 21.9.2017. Keeping in view their performance, the Board has recommended them for the second term for a period of 5 years from 22.09.2017 to 21.09.2022 to the members for their approval through Special Resolutions.

STATUTORY AND SECRETARIAL AUDITORS REPORT

There are no qualifications, reservations or adverse remarks or disclaimers in the Statutory Auditors and Secretarial Auditors Report.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013.

LOANS & INVESTMENTS :

During the year under review, the company has disinvested 44000 equity shares of the face value of Rs.10 each in M/s. Clarion Wind Farm Pvt Ltd for Rs.4,40,000/- to comply with the terms of Energy Wheeling Agreement entered into with them for the supply of electricity through Wind Mills.

TRANSACTIONS WITH THE RELATED PARTIES

All related party transactions that were entered into during the financial year were in compliance with the applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations 2015.

Further all contracts or arrangements with related parties entered into during the financial year ended 31-3-2017 were on an arm''s length basis and in the ordinary course of business.

The particulars of contracts or arrangements with related parties referred to in sub-section (1) of section 188 are furnished in Form AOC-2.

RISK MANAGEMENT

The Board takes responsibility in overseeing the risk management plan for the company. The Risk Management Policy facilitates in identifying the risks associated with the operations of the company and in giving suitable measures/solutions to mitigate the same. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis.

CORPORATE SOCIAL RESPONSIBILITY.

The CSR Policy of the company and the details about the initiatives taken by the company on CSR during the year as per the Companies (Corporate Social Responsibility Policy) Rules, 2014 have been disclosed in Annexure 1 to this Report . Further details of composition of the Corporate Social Responsibility Committee and other details are provided.

NOMINATION AND REMUNERATION POLICY

The company''s policy on directors appointment and remuneration and other matters provided in section 178(3) of the Companies Act, 2013 like last year has been disclosed in the corporate governance report, which forms part of the directors'' report.

BOARD EVALUATION

Like last year the performance evaluation of the Board, its Committees and individual directors was conducted and the same was based on questionnaire and feedback from all the Directors on the Board as a whole, committees and self-evaluation.

Directors, who were designated, held separate discussions with each of the Directors of the company and obtained their feedback on overall Board effectiveness as well as each of the other directors. Based on the questionnaire and feedback, the performance of every director was evaluated in the meeting of the Nomination and Remuneration Committee (NRC).

A separate meeting of the independent directors was convened, which reviewed the performance of the Board (as a whole), the non-independent directors and the Chairman. After the annual independent directors meeting, the collective feedback of each of the independent directors was discussed by the Chairman of Nomination and Remuneration Committee with the Board''s Chairman covering performance of the Board as a whole, performance of the non-independent directors and the performance of the Board Chairman.

White undertaking Board Evaluation, the Company also followed the required principles covered under the Guidance Note issued by SEBI.

Important key criteria for performance evaluation are as follows.

DIRECTORS PERFORMANCE EVALUATION

Attendance at Board or Committee Meetings Contribution at Board or Committee Meetings

Guidance/support to management outside Board/Committee meetings.

Performance evaluation of Board and Committees

Structure of the Board and Board composition

Establishment and delineation of responsibilities to Committees.

Effectiveness of Board processes, information and functioning.

Board culture and dynamics

Quality of relationship between Board and management.

Efficacy of communication with external stakeholders.

LISTING

The equity shares of the Company are listed on Bombay Stock Exchange Limited (BSE) and Madras Stock Exchange Limited.(MSE). The listing fees have been paid to Bombay Stock Exchange Ltd only.

CORPORATE GOVERNANCE

In terms of Regulation 34 (2) & (3) of SEBI (LODR) Regulations 2015, a report on Corporate Governance, the Auditors'' Certificate on the compliance of conditions of Corporate Governance and the report on Management Discussion and Analysis form part of the Annual Report.

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

The information required under Section 134 (3) (m) of the Act, read with the companies (Accounts) Rules 2014 is furnished hereunder.

The company is practicing green energy methods as 3R. Reduce, Reuse and Recycle in every day operations. Through the green energy (wind energy) 90% of the power consumption is met and 90% of the hot water is generated through the solar water heater panels. The company has changed almost 95% of the lighting with LED light fittings resulting in the reductions of 85% of the electrical consumption on lighting.

The company is reusing the waste water from the sewage and sewerage water by its STP water treatment plant. Solid organic wastes are converted into manure with the organic waste convertor machine .

Hotel being a service industry, technology absorption, transfer etc., are not applicable. The company has installed Wi-Fi internet, group mobile system, wireless systems for its security for faster communication and is upgrading with the latest technology periodically.

Earnings in convertible foreign exchange for the year amounted to Rs.487.04 lakhs for the services rendered to Foreign Tourists (Previous year Rs.370.26 lakhs). Expenditure in Foreign Currency is Rs.42.12 lakhs (Previous Year Rs.44.77 lakhs).

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013.

The Company has in place an Anti-Sexual harassment Policy in line with the requirement of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual and trainees) are covered under this policy. The following is a summary of sexual harassment complaints received and disposed off during the year 2016-17.

Number of complaints received during the year - NIL

Number of Complaints disposed off - NIL

EXTRACT OF THE ANNUAL RETURN

As Provided under section 92(3) of the Act, the extract of annual return is given in Annexure 2 in the prescribed form MGT -9 which forms part of this report.

PARTICULARS OF EMPLOYEES

The information required under section 197(12) of the Act, read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel ) Rules, 2014 is furnished in the Annexure 3 to this report.

Your directors wish to place on record their appreciation for the good services rendered by the employees at all levels of the company.

GENERAL :

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review.

Issue of equity shares with differential rights as to dividend, voting or otherwise Issue of shares (including sweat equity shares) to employees of the company under any scheme.

ACKNOWLEDGEMENTS

The directors would like to thank the Central Bank of India, and other financial institutions for extending their financial support. They further express their thanks to the Central Government, State Government and other stakeholders for their patronage, support and guidance.

For and on behalf of the Board

Chennai A. Ravikumar Reddy A. Nina Reddy

30th May, 2017 Managing Director Joint Managing Director


Mar 31, 2016

To the members of Savera Industries Ltd,

The Directors are pleased to present the 47th Annual Report of Savera Industries Ltd (the company), and the audited financial statements for the financial year ended 31st March, 2016.

FINANCIAL RESULTS (Rs. in lakhs)

2015-16

2014-15

Profit / ( Loss) before tax for the year

573.22

396.23

Less : Provision for income tax for the year

330.15

107.00

(Including deferred tax liability)

Profit after tax

243.07

289.23

Profit brought forward

1906.49

1789.69

Profit available for appropriation

2149.56

2078.92

Transferred to General Reserve

-

-

Dividend and Dividend Distribution Tax

215.52

172.43

Profit carried forward to next year

1934.04

1906.49

OPERATING RESULTS

The revenues of the company increased by Rs.382.34 lakhs from Rs.6309.03 lakhs to Rs.6691.37 lakhs registering a growth of 6.06% as compared to last year. The occupancy of the main unit i.e. Savera Hotel, Chennai rose to 81% during the year under review as against 76% over the corresponding period last year.

As can be seen above, the profit before tax stood at Rs.573.22 lakhs as against Rs.396.23 lakhs of last year, registering an increase of 44.67%.

During the year under review, the company’s wholly owned subsidiary M/s. Elkhill Agrotech Private Limited made an application to the Registrar of Companies on 17-02-2016 for striking off the name of the company from the Register of Companies, as the said subsidiary was unable to carry on any business on account of the leased lands, on which floriculture was carried on, which were surrendered. The balance sheet of the said subsidiary was drawn up as on 31-01-2016 with no liabilities & assets. The holding company viz M/s. Savera Industries Limited written off the investments in shares of the said subsidiary company amounting to Rs.282.23 lakhs and an amount of Rs.7.05 lakhs due from the said subsidiary company. Therefore there is no consolidated financial statements for this year.

STATE OF COMPANY’S AFFAIRS

Total expenditure for the year ended 31st March, 2016 amounted to Rs.6118.15 lakhs as against Rs.5912.80 lakhs thus there is an increase of Rs.205.35 lakhs representing 3.47% over last year. The Profit (EBITDA) before depreciation, finance cost and tax for the year ended

31st March, 2016 amounted to Rs.1272.19 lakhs increased by Rs.59.68 lakhs representing 4.92% over the corresponding period last year. The tax expense including deferred tax for the year ended 31st March, 2016 amounted to Rs.330.15 lakhs. The Profit after Tax for the year ended 31st March, 2016 stood at Rs.243.07 lakhs as against a profit of Rs.289.23 lakhs. No transfer was made to the General Reserve during the year under review.

DIVIDEND

The Board of Directors of the Company has declared an Interim Dividend of Rs.1.20 per equity share for the financial year ended 31.03.2016 on 11th March, 2016. Further, the Board of Directors of the Company has recommended a final dividend of Rs.0.30 per equity share for the financial year ended 31.03.2016. Thus the total dividend for the year is Rs.1.50 per share as against Rs.1.20 last year resulting to 25% increase over last year. The total outflow towards dividend including interim dividend worked out to Rs.178.92 lakhs and the tax on dividend worked out to Rs.36.60 lakhs.

FIXED DEPOSIT

The Company has not accepted any fixed deposits under the provisions of the Companies Act, 2013.

FINANCIAL HIGHLIGHTS OF THE COMPANY

The financial highlights of the company for last 10 years are furnished in the Annual Report in Page No. 66.

FINANCIAL INFORMATION AND DETAILS OF SUBSIDIARY

There is no associate company within the meaning of section 2(6) of the Companies Act, 2013 (“Act”).

Although the subsidiary company was closed (strike off) under the Exit Scheme from the Register of Companies, the information relating to the subsidiary company is furnished in the Annexure 2.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors met five (5) times during the year under review and considered the financial results and the meeting dates are provided in the Corporate Governance Report.

Pursuant to the provisions of the Companies Act, 2013, Mr. A. Tarun Reddy, Director retires by rotation and is eligible for reappointment. The Board recommends his appointment and accordingly resolution seeking approval of the members for his appointment has been included in the notice of the forthcoming Annual General Meeting of the company along with his brief profile.

During the year under review, Mr. I.Sivakumar was appointed as the Chief Financial Officer, in the place of Mr.R.Dayakar Naidu who resigned.

The Key Managerial Personnel of the company are Mr. A. Ravikumar Reddy, Managing Director, Mr. N. S. Mohan, Company Secretary and Mr.I.Sivakumar, Chief Financial Officer.

DIRECTORS’ RESPONSIBILITY STATEMENT

On the basis of internal financial controls and systems relating to compliance maintained by the company, work done by the internal, statutory and secretarial auditors, the reviews performed by the management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the company’s internal financial controls were adequate and effective during the financial year 2015-16.

Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, and based on the representations received from the management, the directors hereby confirm that:

i. In the preparation of the Annual Accounts for the year 2015-16, the applicable accounting standards have been followed and there are no material departures;

ii. They have 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 31st March,2016 and of the profit of the company for that period;

iii. They have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act. They confirm that there are adequate systems and controls for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. They have prepared the annual accounts on a going concern basis;

v. They have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating properly;

vi. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

INTERNAL CONTROL & SYSTEM

The Company has internal control and systems commensurate with the size of the complexity of the business operations and it has well defined internal audit functions. For the purpose of independence, the internal audit dept. reports to Chairman of the Audit Committee of the Board of Directors.

SECRETARIAL AUDITOR

Mr. R. Balasubramaniam, Practising Company Secretary has been appointed as the Secretarial Auditor during the year. The Secretarial Audit Report given by him shall form part of this report.

STATUTORY AUDITORS

In accordance with statutory provisions of Section 139 the Companies Act, 2013, and the rules framed there under, the Statutory Auditors, M/s. D.A. Reddy & Co., Chartered Accountants, were appointed as statutory auditors of the company from the conclusion of the 45th Annual General Meeting of the company held on 22.09.2014 till the conclusion of the 48th Annual General Meeting (AGM) to be held in the year 2017, subject to ratification of their appointment at every AGM.

SIGNIFICANT AND MATERIAL ORDERS

There were no significant and material orders passed by the regulators or courts or tribunals affecting the going concern status and future operations of the company.

INDEPENDENT DIRECTORS DECLARATION

Mr. G. Sitharaman, Mr. A. Sudhakar Reddy, Mr. B. Ranga Reddy, and Mr. S. Sridhara Rao who are independent directors, have submitted a declaration that each of them meets the criteria of independence as provided in sub-section (6) of section 149 of the Act. Further, there is no change in their status as independent director during the year.

STATUTORY AND SECRETARIAL AUDITORS REPORT

There are no qualifications, reservations or adverse remarks or disclaimers in the Statutory Auditors and Secretarial Auditors Report.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013.

LOANS & INVESTMENTS :

The company has made an investment of Rs.4,00,000/- comprising 40000 equity shares of the face value of Rs.10 each in M/s. Clarion Wind Farm Pvt Ltd to comply with the terms of Energy Wheeling Agreement entered into with them for the supply of electricity through Wind Mills.

TRANSACTIONS WITH THE RELATED PARTIES

All related party transactions that were entered into during the financial year were in compliance with the applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations 2015.

Further all contracts or arrangements with related parties entered into during the financial year ended 31-3-2016 were on an arm’s length basis and in the ordinary course of business.

The particulars of contracts or arrangements with related parties referred to in sub-section (1) of section 188 are furnished in Form AOC-2.

RISK MANAGEMENT

The Board takes responsibility in overseeing the risk management plan for the company. The Risk Management Policy facilitates in identifying the risks associated with the operations of the company and in giving suitable measures/solutions to mitigate the same. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis.

CORPORATE SOCIAL RESPONSIBILITY.

The CSR Policy of the company and the details about the initiatives taken by the company on CSR during the year under review as per the Companies (Corporate Social Responsibility Policy) Rules, 2014 have been disclosed in Annexure 1 to this Report . Further details of composition of the Corporate Social Responsibility Committee and other details are provided in the Corporate Governance Report which forms part of this report.

NOMINATION AND REMUNERATION POLICY

The company’s policy on directors appointment and remuneration and other matters provided in section 178(3) of the Companies Act, 2013 like last year has been disclosed in the corporate governance report, which forms part of the directors’ report.

BOARD EVALUATION

Like last year the performance evaluation of the Board, its Committees and individual directors was conducted and the same was based on questionnaire and feedback from all the Directors on the Board as a whole, committees and self-evaluation.

Directors, who were designated, held separate discussions with each of the Directors of the company and obtained their feedback on overall Board effectiveness as well as each of the other directors. Based on the questionnaire and feedback, the performance of every director was evaluated in the meeting of the Nomination and Remuneration Committee (NRC). A separate meeting of the independent directors was convened, which reviewed the performance of the Board (as a whole), the non-independent directors and the Chairman. After the annual independent directors meeting, the collective feedback of each of the independent directors was discussed by the Chairman of Nomination and Remuneration Committee with the Board’s Chairman covering performance of the Board as a whole, performance of the non-independent directors and the performance of the Board Chairman.

Important key criteria for performance evaluation are as follows.

DIRECTORS PERFORMANCE EVALUATION

Attendance at Board or Committee Meetings Contribution at Board or Committee Meetings Guidance/support to management outside Board/Committee meetings. Performance evaluation of Board and Committees Structure of the Board and Board composition Establishment and delineation of responsibilities to Committees. Effectiveness of Board processes, information and functioning. Board culture and dynamics Quality of relationship between Board and management. Efficacy of communication with external stakeholders.

LISTING

The equity shares of the Company are listed on Bombay Stock Exchange Limited (BSE) and Madras Stock Exchange Limited.(MSE). The listing fees have been paid to Bombay Stock Exchange Ltd only. The listing fees has not been paid to Madras Stock Exchange Ltd., which is not functioning.

CORPORATE GOVERNANCE

In terms of Regulation 34 (2) & (3) of SEBI (LODR) Regulations 2015, a report on Corporate Governance, the Auditors’ Certificate on the compliance of conditions of Corporate Governance and the report on Management Discussion and Analysis form part of the Annual Report.

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

The information required under Section 134 (3) (m) of the Act, read with the companies (Accounts) Rules 2014 is furnished hereunder.

The company is practicing green energy by getting 90% of the power required through the wind energy and 80% of the hot water generated through the solar thermal system. For the eco practices, the company has changed almost 90% of its lighting with LED lights which reduces the power consumption by 85% thereby the heat emission energy becomes very low. Through the STP, the sewerage and sewage water is treated and the treated water is recirculated.

The company also installed organic waste converter machine in which the organic wastes are converted into composite manure.

Hotel being a service industry, technology absorption, transfer etc., are not applicable. The company has installed Wi-Fi internet, group mobile system, wireless systems for its security for faster communication.

Earnings in convertible foreign exchange for the year amounted to Rs.370.26 lakhs for the services rendered to Foreign Tourists (Previous year Rs.393.90 lakhs). Expenditure in Foreign Currency is Rs.44.77 lakhs (Previous Year Rs.133.42 lakhs ).

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013.

The Company has in place an Anti-Sexual harassment Policy in line with the requirement of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual and trainees ) are covered under this policy. The following is a summary of sexual harassment complaints received and disposed off during the year 2015-16.

a. Number of complaint on sexual harassment received during the year - NIL

b. Number of complaint disposed of during the year - NIL

c. Number of case pending for more than 1 year -NIL

d. Nature of action taken by the company at the end of the year - NIL

EXTRACT OF THE ANNUAL RETURN

As Provided under section 92(3) of the Act, the extract of annual return is given in Annexure 3 in the prescribed form MGT 9 which forms part of this report.

PARTICULARS OF EMPLOYEES

The information required under section 197(12) of the Act, read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel ) Rules, 2014 is furnished in the Annexure 4 to this report Your directors wish to place on record their appreciation for the good services rendered by the employees at all levels of the company.

GENERAL :

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review.

Issue of equity shares with differential rights as to dividend, voting or otherwise Issue of shares (including sweat equity shares) to employees of the company under any scheme.

Neither the Managing Director nor the Joint Managing Director receive any remuneration or commission from its subsidiary.

ACKNOWLEDGMENTS

The directors would like to thank the Central Bank of India, and other financial institutions for extending their financial support. They further express their thanks to the Central Government, State Government, other stakeholders and employees for their patronage, support and guidance.

For and on behalf of the Board

Chennai A. Ravikumar Reddy A. Nina Reddy

2nd August, 2016 Managing Director Joint Managing Director


Mar 31, 2013

To the members,

The Directors have pleasure in presenting the 44th Annual Report of the Company, together with its audited statement of Profit and Loss for the year ended 31 st March, 2013 and the Balance Sheet as on that date.

Financial results

(Rs.in lakhs) 31.3.2013 31.3.2012

Profit/(Loss) before tax for the year 498.99 929.28

Less: Provision for Income Tax for the year 106.30 216.08

Profit After tax 392.69 713.20

Profit Brought Forward 1936.38 1460.86

Profit Available for Appropriation 2329.07 2174.06

Transferred to General Reserve 39.27 71.32

Dividend and Dividend Distribution Tax 166.36 166.36

Profit carried forward to next year 2123.44 1936.38

OPERATING RESULTS

The revenue from operations rose by 13.37% from Rs. 5074.64 lakhs XoX 5753.06 lakhs. The company maintained the occupancy ratio at 71 % as in the last year. The Income from the Rooms increased by 5.05% from Rs. 2241.48 lakhs to Rs. 2354.70 lakhs and increase in Average Room Rent by 2%, while Food and Beverages revenue increased by 14.57% from Rs.1905.91 lakhs to Rs.2183.53 lakhs. Other income increased by 31.01% from Rs. 927.25 lakhs to Rs. 1214.83 lakhs. The profit before tax stood at Rs.498.99 lakhs as compared to f 929.28 lakhs of last year, which includes an amount of ^260.74 lakhs towards sale of land and building at Coimbatore. The fall in the profit is attributed mainly on account of increase in the cost of raw materials, power & fuel , salaries and finance charges. The profit after tax stood at Rs. 392.69 lakhs as compared to Rs. 713.20 lakhs of last year.

To sustain the business and compete with the other Hotels, maintaining the quality, improving the standards and styles, changing the ambience of the guest rooms, upgrading the facilities are necessary on year on year basis. Accordingly, during the year under review, your company took up the renovation work which is in progress. Such renovation work has affected the profitability of the company.

CONSOLIDATED FINANCIAL RESULTS

The consolidated turnover of the company for the financial year ended 31.03.2013 stood at ^5844.69 lakhs as against ^5426.06 lakhs for the previous year. The Profit after Tax amounted to ^374.15 lakhs as against ^682.83 lakhs for the previous year.

DIVIDEND

The Board of Directors of the Company has recommended a dividend of R 1.20 per equity share for the financial year ended 31.03.2013. The total outflow towards dividend will be Rs.143.14lakhs and Rs.23.22 lakhs towards tax on dividend. The dividend, if approved, in the forthcoming Annual General Meeting will be paid within 30 days thereof to the members.

SUBSIDIARY COMPANY

In terms of Accounting Standards 21 prescribed by the Institute of Chartered Accountants of India, the accounts of the subsidiaries are consolidated with the accounts of the Company and the consolidated accounts form part of this Report.

As per the general Circular No.2/2011 and notification No.51/12/2007-CL- III dated 8.02.2011 issued by the Ministry of Corporate Affairs, Govt, of India, the information in aggregate for subsidiary companies such as Capital, Reserves, etc. are furnished separately in the Annual Report. .

The annual accounts of the subsidiary companies viz., Savera Hotels & Resorts Ltd and M/s. Elkhill Agrotech Pvt. Ltd and other detailed information will be made available to the investors seeking such information at any point of time. The annual accounts of the subsidiary companies will also be available for inspection at the Registered Office of the Company as well as the respective Registered Offices of subsidiary companies.

In view of the fact that there has been no business activities in the subsidiary company, viz., Savera Hotels & Resorts Ltd, the necessary application for striking off the name of the company under section 560 of the Companies Act, 1956 through the Fast Track Exit Mode has been made. Accordingly, the name of the said subsidiary company, Savera Hotels & Resorts Limited, has been struck off the Register by the Registrar of Companies, Chennai and the company is dissolved with effect from 26th June, 2013.

DIRECTORS

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company, two of the Directors Mr. B. Ranga Reddy and Mr. A. Tarun Reddy retire by rotation and are eligible for re-appointment. Both the directors have expressed their willingness and offer themselves for re-appointment.

During the year under review, Mrs. A. Nina Reddy took charge as the Joint Managing Director with effect from 14th February, 2013 on the existing terms and conditions (without any additional benefit) from the position of the Executive Director (Operations).

AUDITORS

The Auditors, M/s. D.A. Reddy & Co., Chartered Accountants retire at this Annual General Meeting in accordance with the Companies Act, 1956, and are eligible for re-appointment. The company has received a letter from them stating that the appointment, if made, shall be within the prescribed limit under section 224 (1B) of the Companies Act, 1956.

FIXED DEPOSIT

The Company has not accepted any fixed deposits under Section 58A of the Companies Act, 1956.

CORPORATE GOVERNANCE

In term of clause 49 of the Listing Agreement, a report on Corporate Governance, the Auditors'' Certificate on the compliance of conditions of Corporate Governance and the report on Management Discussion and Analysis form part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report in accordance with Clause 55 of the Listing Agreement is not a mandatory requirement for the company.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to''Section 217 (2AA) of the Companies Act, 1956, the Directors'' confirm the following.

a) That in the preparation of the Annual Accounts for the year ended 31st March, 2013, the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) That 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 a true and fair view of the state of affairs of the company at the end of financial year and of the profit of the Company for that year.

c) That the Directors have taken proper and sufficient care to the best of their knowledge and ability 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.

d) That the Directors have prepared the annual accounts on a going concern basis.

LISTING

The equity shares of the Company are listed on Bombay Stock Exchange Limited, and Madras Stock Exchange Limited. Besides, the equity shares of the company are also traded in National Stock Exchange of India Limited, Mumbai through MSE. The listing fees have been paid to Madras Stock Exchange Ltd and Bombay Stock Exchange Ltd.

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

The information required under Sec.217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (disclosure of particulars in the Report of the Board of Directors) Rules,1988 is furnished hereunder.

(a) The Company is closely following the conservation of energy and save the earth programme by following the systems. Centralized Solar Hot Water systems are put in place at the Chennai Unit. LED and CLF lighting systems are in place almost in all the units of the company. Besides, the company has centralized the LPG banking for its LPG distribution systems. Electrical consumptions and Diesel are closely monitored and controlled by constant audit and upgradation. Apart from this, the company has entered into power purchase agreement for the purchase of green power and this is helping the company to conserve electrical energy and thereby reduce the power cost.

The company is recycling the waste water and sewage water and is using the treated water for gardening, cooling tower and cleaning purposes. The company is having R.O. Plant with U.V. Filter for the safe drinking water for our staff. The company is also exploring the other possibilities like Solar Energy System.

(b) Hotel being a service industry, technology absorption, transfer etc., are not applicable.

(c) Earnings/ in convertible foreign exchange for the year amounted to 303.94 lakhs for the services rendered to Foreign Tourist (Previous year Rs. 363.85 lakhs). Expenditure in Foreign Currency is Rs.215.80 lakhs (Previous Year Rs. 479.32 lakhs).

PARTICULARS OF EMPLOYEES

No employee had drawn remuneration during 2012-13 more than the amount prescribed under Section 217(2A) of the Companies Act, 1956, read with Companies (particulars of employees) Rules, 1975.

Your directors wish to place on record their appreciation for the good services rendered by the employees at all levels of the company.

ACKNOWLEDGEMENTS

The Board of Directors take this opportunity to thank the Central Bank of India, and other financial institutions for extending their financial support. They further express their thanks to the Central Government, State Government and other stakeholders for their patronage,support and guidance.

For and on behalf of the Board

Place : Chennai A.Ravikumar Reddy

Date : 8th August, 2013 Chairman of the Board


Mar 31, 2012

The Directors have pleasure in presenting the 43rd Annual Report of the Company, together with its audited statement of Profit and Loss for the year ended 31st March, 2012 and the Balance Sheet as on that date.

FINANCIAL RESULTS

(Rs. in lakhs) For the Year Ended 31.3.2012 31.3.2011

Profit/(Loss) before tax for the year 929.28 880.07

Less: Provision for Income Tax for the year 216.08 312.77

Profit After tax 713.20 567.30

Profit Brought Forward 1460.86 1117.20

Profit Available for Appropriation 2174.06 1684.50

Transferred to General Reserve 71.32 56.73

Dividend and Dividend Distribution Tax 166.36 166.91

Profit carried forward to next year 1936.38 1460.86

OPERATING RESULTS

The revenues of the company rose to Rs. 50.75 crs. from Rs. 46.45crs. (9.25 % increase). This is because of increase in room revenue by 9.18%, increase in occupancy rate to 71% from 70%, increase in Food & Beverages Income by 4.53% and increase in Average Room Rent by 2.60%

As can be seen above, the profit before tax is at Rs. 9.30 crs compared to Rs. 8.80 crs of last year, thus registering a marginal increase in profit of 5.6%.

During the year, the renovation work at Chennai unit was taken up and it is in progress. Such renovation work has affected the turnover of Chennai unit during the year under review and likely to do so in the next fiscal also. Besides, the company's other units at Bengaluru, and Hyderabad are in gestation period, which also affected the turnover.

CONSOLIDATED FINANCIAL RESULTS

The consolidated turnover of the company for the financial year ended 31.03.2012 stood at Rs. 54.26 crs as against Rs. 47.65 crs for the previous year. The Profit after Tax amounted to Rs. 6.82 crs as against Rs. 5.81 crs for the previous year.

DIVIDEND

The Board of Directors of the Company has recommended a dividend of Rs. 1.20 per equity share for the financial year ended 31.3.2012. The total outflow towards dividend will be Rs. 143.14 lakhs and the tax on dividend works out to Rs. 23.22 lakhs which will be absorbed by the company.

SUBSIDIARY COMPANY

In terms of Accounting Standards 21 prescribed by the Institute of Chartered Accountants of India, the accounts of the subsidiaries are consolidated with the accounts of the Company and the consolidated accounts form part of this Report.

As per the general Circular No.2/2011 and notification No.51/12/2007-CL-III dated 8.02.2011 issued by the Ministry of Corporate Affairs, Govt. of India, the information in aggregate for subsidiaries companies such as Capital, Reserves, etc. are furnished separately in the Annual Report. .

The annual accounts of the subsidiaries companies viz., M/s. Elkhill Agrotech Pvt Ltd and M/s. Savera Hotels & Resorts Ltd. and other detailed information will be made available to the investors seeking such information at any point of time. The annual accounts of the Subsidiary Companies will also be available for inspection at the Registered Office of the Company as well as the respective Registered Offices of Subsidiary Companies.

DIRECTORS

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company, two of the Directors Mr. S. Rajaratnam and Mr. A. Sudhakar Reddy retire by rotation and are eligible for re-appointment. Both the directors have expressed their willingness and offer themselves for re-appointment.

AUDITORS

The Auditors, M/s. D.A. Reddy & Co., Chartered Accountants retire at this Annual General Meeting in accordance with the Companies Act, 1956, and are eligible for re-appointment. The company has received a letter from them stating that the appointment, if made, shall be within the prescribed limit under section 224 (1B) of the Companies Act, 1956. .

FIXED DEPOSIT

The Company has not accepted any fixed deposits under Section 58A of the Companies Act, 1956.

CORPORATE GOVERNANCE

In term of clause 49 of the Listing Agreement, a report on Corporate Governance, the Auditors' Certificate on the compliance of conditions of Corporate Governance and the report on Management Discussion and Analysis form part of the Annual Report.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant Section 217 (2AA) of the Companies Act, 1956, the Directors' confirm the following.

a) That in the preparation of the Annual Accounts for the year ended 31st March, 2012, the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) That 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 a true and fair view of the state of affairs of the company at the end of financial year and of the profit of the Company for that year.

c) That the Directors have taken proper and sufficient care to the best of their knowledge and ability 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.

d) That the Directors have prepared the annual accounts on a going concern basis.

LISTING

The equity shares of the Company are listed on Bombay Stock Exchange Limited, and Madras Stock Exchange Limited. Besides, the equity shares of the company are also traded in National Stock Exchange of India Limited, Mumbai through MSE. The listing fees have been paid to Madras Stock Exchange Ltd and Bombay Stock Exchange Ltd..

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

The information required under Sec.217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (disclosure of particulars in the Report of the Board of Directors) Rules,1988 is furnished hereunder.

(a) Your Company is closely following the conservation of energy and save the earth programme by following the systems. Centralized Solar Hot Water systems are put in place at the Chennai Unit. LED and CLF lighting systems are in place almost in all the units of the company. Further, the company has centralized the LPG banking for its LPG distribution systems. Electrical consumptions and Diesel are closely monitored and controlled by constant audit and upgradation. Apart from this, the company has entered into power purchase agreement for purchase of green power and this is helping the company to conserve electrical energy and thereby reduce the power cost.

(b) Hotel being a service industry, technology absorption, transfer etc., are not applicable. The company has installed Wi-Fi internet, group mobile system, wireless systems for its security for faster communication.

(c) Earnings in convertible foreign exchange for the year amounted to Rs. 363.85 lakhs for the services rendered to Foreign Tourist (Previous year Rs. 347.52 lakhs). Expenditure in Foreign Currency is Rs. 479.32 lakhs (Previous Year Rs. 20.99 lakhs).

PARTICULARS OF EMPLOYEES

No employee had drawn remuneration during 2011-12 more than the amount prescribed under Section 217(2A) of the Companies Act, 1956, read with Companies (particulars of employees) Rules, 1975.

Your directors wish to place on record their appreciation for the good services rendered by the employees at all levels of the company.

ACKNOWLEDGEMENTS

The Board of Directors take this opportunity to thank the Central Bank of India, and other financial institutions for extending their financial support. They further express their thanks to the Central Government, State Government and other stakeholders for their patronage, support and guidance.

For and on behalf of the Board

A.Ravikumar Reddy Managing Director

Place : Chennai Date : 6th August, 2012


Mar 31, 2011

Dear Members,

The Directors have pleasure in presenting the 42nd Annual Report of the Company, together with the ; Audited Accounts for the year ended 31st March, 2011.

FINANCIAL RESULTS

(Rs. in thousands)

FOR THE YEAR ENDED

31.3.2011 31.3.2010

Profit/(Loss) before tax for the year 8,80,08 4,99,04

Less: Provision for Income Tax for the year 3,12,76 1,91,55

Profit After tax 5,67,32 3,07,49



Profit Brought Forward 11,17,20 9,00,85

Profit Available for Appropriation 16,84,52 12,08,34

Transferred to General Reserve 56,73 7,68

Dividend and Dividend Distribution Tax 1,66,91 83,46

Profit carried forward to next year 14,60,88 11,17,20

REVIEW OF FINANCIAL PERFORMANCE

The company recorded 36% increase in turnover at Rs.4,728.56 lakhs during the year ended March 31, 2011, as compared to the revenue of Rs.3,485.61 lakhs earned during the previous year. This is because of increase in Room revenue by 46%, increase in occupancy rate to 70% from 47%, increase in Food & Beverages Income by 26%, despite the marginal decrease in the Average Room Rent by 2.50%. Profit before tax amounted to Rs.880.07 lakhs as against Rs.499.05 lakhs of the previous year resulting in an increase of 76%.

During the year under review, the company has started a hotel on the leased premises at Marathahalli, Bengaluru under the name of Lotus Park, and the marketing efforts are on to achieve the desired results.

CONSOLIDATED FINANCIAL RESULTS

The consolidated turnover of the company for the financial year ended 31.03.2011 stood at Rs.4,803.66 lakhs as against Rs.3,524.59 lakhs recorded during the previous year. The Profit after Tax amounted to Rs.580.51 lakhs as against Rs.254.37 lakhs recorded during the previous year.

BONUS SHARES

During the year under review, your company has capitalized the reserves by issuing Bonus Shares in the ratio of 1 : 1 to the members. After the bonus issue, the total paid up capital stood at Rs.11,92,80,000 consisting of 11928000 equity shares of face value of Rs.10/-each.

DIVIDEND

The Board of Directors of the Company has recommended a dividend of Rs.1.20 per equity share for the financial year ended 31.3.2011. The total outflow towards dividend will be Rs. 143.14 lakhs and the tax on dividend works out to Rs. 23.77 lakhs which will be absorbed by the company.

SUBSIDIARY COMPANY

In terms of Accounting Standards 21 prescribed by the Institute of Chartered Accountants of India, the accounts of the subsidiaries are consolidated with the accounts of the Company and the consolidated accounts form part of this Report.

As per the general Circular No.2/2011 and notification No.51/12/2007-CL-lll dated 8.02.2011 issued by the Ministry of Corporate Affairs, Govt, of India, the information in aggregate for subsidiaries companies such as Capital, Reserves, etc. are furnished separately in the Annual Report. The annual accounts of the subsidiaries companies viz., M/s. Elkhill Agrotech Pvt Ltd and M/s. Savera Hotels & Resorts Ltd. and other detailed information will be made available to the investors seeking such information at any point of time. The annual accounts of the Subsidiary Companies will also be available for inspection at the Registered office of the Company as well as the respective Registered offices of Subsidiary Companies.

DIRECTORS

In accordance with provisions of the Companies Act, 1956 and the Articles of Association of the Company, two of your Directors Mr. G.Sitharaman and Mrs. A.Nina Reddy retire by rotation and are eligible for re- appointment. Both the directors have expressed their willingness and offer themselves for re-appointment. AUDITORS

The Auditors, M/s. D.A. Reddy & Co., Chartered Accountants retire at this Annual General Meeting in accordance with the Companies Act, 1956, and are eligible for re-appointment. The company has received a letter from them stating that the appointment, if made, will be within the prescribed limit under section 224 (1B) of the Companies Act, 1956. The Audit Committee and Board recommends reappointment of M/s. D.A.Reddy & Co., Chartered Accountants, Chennai as Auditors of the Company.

FIXED DEPOSIT

The Company has not accepted any fixed deposits under Section 58A of the Companies Act 1956.

CORPORATE GOVERNANCE

In term of clause 49 of the Listing Agreement, a report on Corporate Governance and the Auditor's Certificate on the compliance of Corporate Governance form part of the Annual Report.

DIRECTORS'RESPONSIBILITY STATEMENT

Pursuant Section 217 (2AA) of the Companies Act, 1956, your Directors' confirm the following.

a) That in the preparation of the Annual Accounts for the year ended 31st March, 2011, the applicable '. accounting standards have been followed along with proper explanation relating to material i departures.

b) That 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 a true and fair view of the state of affairs of the company at the end of financial year and of the profit of the Company for that year.

c) That the Directors have taken proper and sufficient care to the best of their knowledge and ability 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.

d) That the Directors have prepared the annual accounts on a going concern basis.

LISTING

The equity shares of your Company are listed on the Bombay Stock Exchange Limited, and Madras Stock Exchange Limited. Besides, the equity shares of your company are also traded in National Stock Exchange of India Limited through MSE. The listing fees have been paid to the Madras Stock Exchange Ltd and Bombay Stock Exchange Ltd..

RECONCILIATION OF SHARE CAPITAL AUDIT

In terms of the Circular No. CIR/MRD/DP/ 30 /2010 dated 6.09.2010 issued by the SEBI, the reconciliation of share capital held in depositories and in physical form with the issued /listed capital of the company was carried out by Sri. R.Balasubramaniam, Practising Company Secretary for every quarter of the financial year 2010-11. The reconciliation of share capital audit report was placed before the Board and submitted to the stock exchanges where the company's shares are listed.

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

The information required under Sec.217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (disclosure of particulars in the Report of Board Directors) Rules 1988 is furnished hereunder.

a) Constant efforts are being made to optimize the consumption of Electricity, Diesel, Petrol and Cooking Gas etc. Energy Audits are conducted periodically at different centres of the Hotel and the suggestions are being implemented on an ongoing process. In this respect, the company started using LED lights that consumes less energy and eco-friendly.

b) Hotel being a service industry, technology absorption, transfer etc. are not applicable. Your company J strives for updating the technology adopted by other companies in the Industry throughout the world and adopts the same in its operations for regular customer satisfaction.

This includes upgrading of technology in House Keeping, Kitchen Equipments, Online Reservations, Air Conditioning, Audio & Visual Display Systems, Security Systems like Metal Frame Detector, Hand Detector, Closed Circuit Cameras etc., Sewage Treatment Plant Latest Technology), Wi-Fi Internet, Networking, Hotel Software, Hoardings, LED Lighting, Closed User Group Mobile Systems to staff for faster response in attending to various activities of the company, if any.

c) The company has gone one step ahead and launched Eco Green practice by Reduce, Reuse and Recycle. For reduce, the company is closely monitoring and controlling the wastages. For reuse, all the unwanted or extra items are put in a Red Band area and the items will be taken back by any other department which requires the same. Through this, most of the items are in reuse. For recycle, Sewage Treatment Plant (STP) treated water is used for the company's garden.

d) Earnings in convertible foreign exchange for the year amounted to Rs. 347.52 lakhs for the services rendered to Foreign Tourist (Previous year Rs.246.01 lakhs). Expenditure in Foreign Currency is Rs. .99 lakhs (Previous year Rs.18 lakhs).

e) Necessary steps are taken to upgrade the guest rooms, restaurants, banquet halls of the hotel to attract more customers.

INFORMATION ON EMPLOYEES UNDER SECTION 217(2A) OF THE COMPANIES ACT, 1956.

No employee had drawn remuneration during 2010-11 more than the amount prescribed under Section 217(2A) of the companies Act, 1956, read with Companies (particulars of employees) Rules, 1975.

RELATIONSHIP WITH THE EMPLOYEES

Industrial Relations with employees are cordial. The company is providing opportunities to its employees for continuous learning and development to keep pace with challenges taking place in the hospitality industry. Many training programmes were conducted to develop the personality and outlook of the employees. The company has, through its internal sources undertaken employees' satisfaction survey to get the feedback from the employees and to see that their morale and motivation are improved. Highly engaged, talented and innovative people are leading the business excellence. The wage settlement agreements are entered into with the employees union at periodical intervals.

Your directors wish to place on record their appreciation for the good services rendered by the employees at all levels of the company. ACKNOWLEDGEMENTS

The Directors express their gratitude to Central Bank of India, and other financial institutions for extending their financial support. They further express their gratitude to the Central Government, State Government and other stakeholders for their patronage, guidance and support.

For and on behalf of the Board



A. Ravikumar Reddy Managing Director

Chennai 4.08.2011


Mar 31, 2010

The Directors have pleasure to present the 41st Annual Report of the Company together with the audited accounts for the year ended 31st March 2010.

FINANCIAL RESULTS

(Rs in Thousands)

For the Year Ended Particulars

31st March 2010 31st March 2009

Profit before tax for the year 4,99,05 3,34,72

Less: Provision for Income Tax for the year 1,91,56 2,43,45

Profit After tax 3,07,49 91,27

Profit Brought Forward 9,00,85 8,79,36

Profit available for Appropriation 12,08,34 9,70,63

Transferred to General Reserve 7,69 -

Dividend and Dividend Tax 83,45 69,78

Profit carried forward to Next year 11,17,20 9,00,85

COMPANY PERFORMANCE

The total income for the year ended March 31,2010 from operations is Rs. 3486 Lakhs; (Previous year Rs. 3939 Lakhs) which is lower than that of the previous year by 11.52 %.

The above reduction indicates the recessional trends in the economy that has affected the flow of tourists and reduction in the travel by Corporates in India.

Though the companys performance during the year was lower than the previous year, the profitability has considerably increased due to strict cost control measures and closure of Loss making Units.

INDUSTRY SCENARIO, RISK FACTORS AND FUTURE OUTLOOK

With the Global economic machinery almost stuttering to a halt during the year 2009-10; the corporate world was engaged in cost cutting via drastic cutbacks on non-essential expenses. The resultant drop in corporate travel, coupled with the travel advisories following the terror attacks and recession and threat of H1N1 Flu led to an adverse effect on the industrys performance.

The slowdown in the tourism sector has had a cascading effect in the hospitality industry with a decrease in the occupancy and Average Room Rates. To combat the drop in revenue due to the global events, stringent cost control measures with no compromise in quality were implemented.

With demand having shrunk, hotels started competing aggressively to capture more business and lure back their old loyalists, who had shifted to lower category hotels because

of the sharp rise in Average Room Rates in the previous few years. At the same time, reservations lead times had diminished considerably and were severely impacting room inventory management.

When compared to the previous year, the current year (2010-11) performance has improved considerably and the economy seems picking up and the result is improving in occupancy rates and increase in the Average Room Rates. This is a positive sign and we hope the economy will improve during the current financial year. Constant efforts are made to upgrade the Hotel to attract the Foreign Tourists.

DIVIDEND

In recognition of the fact that economy is recovering and that tourism growth is expected to continue, your Directors are pleased to recommend a dividend of 12% (Rs.1.20 Ps. per Equity Share) for the year ended March 31, 2010.

SUBSIDIARY COMPANIES

Your Company has obtained an exemption from Ministry of Corporate Affairs from publication of the accounts of its subsidiaries under the provisions of Section 212 of the Companies Act, 1956. The accounts of the subsidiaries are not separately included in the Annual Report. However the consolidated financial statement of its subsidiaries, in accordance with the relevant accounting standards of the Institute of Chartered Accountants of India, duly audited by the Statutory Auditors form a part of this Annual Report and is reflected in the consolidated accounts.

The Financial statements of the subsidiary companies and other detailed information will be made to the investors seeking such information at any point of time. The annual accounts of the subsidiary companies will also be available for inspection at the Registered Office of the Company as well as the respective Registered Offices of Subsidiary Companies.

DIRECTORS

In accordance with the Companies Act, 1956, and the Articles of Association of the Company; three of your Directors viz., Sri M. Chakravarthy, Ms. A. Nivruti Reddy and Sri B. Ranga Reddy retire by rotation and are eligible for re-appointment. The retiring directors being eligible offered themselves for reappointment as Directors in the Company.

AUDITORS

The Auditors M/s. D.A. Reddy & Co., Chartered Accountants, Chennai retire at the forthcoming Annual General Meeting and offered themselves for reappointment.

The Members are requested to reappoint at this Annual General Meeting to the hold the office from the conclusion of ensuing Annual General Meeting to the conclusion of the next Annual General Meeting and authorise the Board of Directors to fix their remuneration.

FIXED DEPOSITS

Your Company has not accepted any Fixed Deposits under the provisions of Section 58A of the Companies Act, 1956 and rules made there under.

CORPORATE GOVERNANCE

As required by Clause 49 of the Listing Agreement with the Stock Exchanges, the report on Management Discussion and Analysis, Corporate Governance as well as the Auditors Certificate regarding compliance of conditions of Corporate Governance, form part of the Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956, the Board of Directors, based on the representations received from the Operating Management, hereby confirms that:

a) in the preparation of the annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

b) it has in the selection of accounting policies, consulted the Statutory Auditors and has 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 at March 31, 2010 and of the profit of the Company for that period.

c) it has 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, to the best of its knowledge and ability. There are however, inherent limitations, which should be recognized while relying on any system of internal control and records; and

d) it had prepared the annual accounts on a going concern basis.

LISTING

The ordinary shares of your Company are listed on the Bombay Stock Exchange Limited, Madras Stock Exchange Limited and National Stock Exchange of India Limited through Madras Stock Exchange Limited.

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

The information required under Sec. 217(1)(e) of the Companies Act, 1956 read with Rule 2 of the Companies (Disclosure of particulars in the report of Board Directors) Rules 1988 is furnished hereunder:

a) Constant efforts are being made to optimise the consumption of Electricity, Diesel, Petrol and Cooking Gas etc. Energy Audits are conducted periodically at different centres of the Hotel and the suggestions are being implemented as a continuous process. The company has started concentrating on the Carbon Credits in energy consumption. In this respect, the company started using LED Lights that consumes less energy and eco - friendly.

b) Hotel being a service industry, technology absorption, transfer etc. is not applicable. Your company strives for updating of the technology adopted by other companies in the Industry throughout the world and adopts the same in its operations for regular customer satisfaction. This includes upgrading of technology in House Keeping, Kitchen Equipments, Online Reservations, Air Conditioning, Audio & Visual Display Systems, Security Systems like Metal Frame Detector, Hand Detector, Closed Circuit Cameras etc., Sewage Treatment Plant (Latest Technology), Wi-Fi Internet, Networking, Hotel Software, Hoardings, LED Lighting, Closed User Group Mobile Systems to staff for faster response to attending to complaints from Guests.

c) Earnings in convertible Foreign Exchange for the year amounted to Rs.2,46,01 Thousands (Previous year Rs.2,11,49 Thousands) for the services rendered to Foreign Tourists. Expenditure in Foreign Currency is Rs.45,18 Thousands (Previous year 31,95 Thousands).

d) Constant efforts are made to upgrade the hotel to attract foreign customers.

INFORMATION ON EMPLOYEES UNDER SECTION 217(2A) OF THE COMPANIES ACT 1956.

The particulars of employees, who were in receipt of a remuneration of Rs.24 Lakhs or more per annum; if employed throughout the year or Rs.2 Lakhs or more if employed for any part of the year is Nil.

RELATIONSHIP WITH EMPLOYEES

The Directors express their appreciation for the contribution made by the employees to the significant improvements in the operations of the company and for the support received from all other stakeholders, including shareholders, customers, suppliers and business partners. Your Directors also wish to place their appreciation for the support given by the Savera Hotel Employees Union during the year under review.

ACKNOWLEDGEMENTS

The Board of Directors take this opportunity to express their gratitude to Central Bank of India, State Bank of Hyderabad, Indian Overseas Bank, South Indian Bank Ltd., and State Bank of Mysore for extending their financial support by way of Loans. They further express their gratitude to the State Governments and Central Government of India for their guidance and support.

For and on behalf of the Board

Place: Chennai A. Ravikumar Reddy A. Nina Reddy

Date: 28. 06.2010 Managing Director Executive Director (Operations)

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