Grand Foundry Ltd. के अकाउंट के लिये नोट

Mar 31, 2025

(ix) Provisions

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that
the company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end reporting
period, considering the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to
settle the present obligations its carrying amount is the present value of those cash flows (when the effect of the time value of money is
material)

When some or all the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is
recognized as an asset if it is virtually certain that reimbursement will be received, and the amount of the receivable can be measured reliably.

(x) Cash and Cash Equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, Current bank balances
held at call with banks.

(xi) Earning Per Share

Basic earnings per share is computed by dividing the profit/ (loss) after tax by the weighted average number of equity shares outstanding
during the year. The weighted average number of equity shares outstanding during the year is adjusted for treasury shares, bonus issue,
bonus element in a rights issue to existing shareholders share split and reverse share split. Diluted earnings per share is computed by
dividing the profit/(loss) after tax as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes)
relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per
share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity
shares including the treasury shares held by the company to satisfy the exercise of the share options by the employees.

The Company is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not
readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are
considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that
period or in the period of the revision and future period, if the revision current and future period.

A Key sources of estimation uncertainty

I Contingencies

In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company. Potential liabilities that
are possible but not probable of crystallizing or are very difficult to qualify reliably are treated as contingent liabilities. Such liabilities are
disclosed in the notes are not recognized.

II Provisions and liabilities

Provisions and liabilities are recognized in the period when it becomes probable that there will be a future outflow of funds resulting from past
operations or events that can reasonably be estimated.

The timing of recognition requires application of judgement to existing facts and circumstances, which may be subject to change.

The amounts are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the
time value of money and the risks specific to the liability.

III Useful lives of fixed assets

Management reviews the useful lives of fixed assets at once in a year. Such lives are dependent upon an assessment of both the technical
lives of the assets and also their likely economic lives based on various internal and external factors including relative efficiency and operating
costs.

Accordingly depreciable lives are reviewed annually using the best information available to the management.

d) The company has only one class of equity shares having a par value of Rs. 4 per share. Each holder of equity shares is entitled to one vote per share. Equity
Shareholders are eligible to dividend proposed by the Board of Directors as approved by Shareholders in the ensuing Annual General Meeting.

e) In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential
amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

f) Securities Premium Account: This account is created when shares are issued at premium. The Company may issue fully paid-up bonus shares to its members out of the
security premium account and company can use this account for buyback of its shares.

(a) Financial risk management objective and policies

This section gives an overview of the significance of financial instruments for the company and provides additional
information on the balance sheet. Details of significant accounting policies, including the criteria for recognition, the basis of
measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset,
financial liability and equity instrument.

(b) FINANCIAL RISK MANAGEMENT OBJECTIVE AND POLICIES:

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other
payables and advances from Customers. The Company''s principal financial assets include Investment, loans and
advances, trade and other receivables and cash and bank balances that derive directly from its operations. The
Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the
management of these risks. The Board of Directors reviews and agrees policies for managing each of these risks,
which are summarised below.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial assets will fluctuate because of changes in
market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as
equity price risk and commodity risk. Financial Assets affected by market risk include loans and borrowings, deposits
and derivative financial instruments.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates relates
primarily to the Company''s long-term debt obligations with floating interest rates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates
primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

Credit Risk

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade
receivables).

Trade Receivables

Customer credit risk is managed by each business unit subject to the Company''s established policy, procedures and
control relating to customer credit risk management. Outstanding customer receivables are regularly monitored. An
impairment analysis is performed at each reporting date on an individual basis for major clients.

Financial Instruments and Cash Deposits

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in
accordance with the Company''s policy. Investments of surplus funds are made only with approved authorities. Credit
limits of all authorities are reviewed by the Management on regular basis.

Liquidity Risk

The Company monitors its risk of a shortage of funds using a liquidity planning tool.The Company''s objective is to
maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, Letter of Credit
and working capital limits.

19 Capital Management

For the purpose of the Company''s capital management, capital includes issued equity capital, securities premium and all
other equity reserves attributable to the equity holders of the Company. The primary objective of the Company''s capital
management is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its
business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. The funding requirement is met through a mixture of equity and internal accruals.

20 Post Reporting Events

No adjusting or significant non-adjusting events have occurred between the reporting date and the date of authorisation.

²¹ Material Uncertainity related to Going Concern

The Company has incurred net loss of INR 69.83 lakhs during the current year ended 31 march 2025 and as that date has
accumulated losses amounting to INR 1901.26 lakhs which has resulted in accumulated loss exceeding the Net Worth of the
Company by INR 565.24 lakhs The management feels that this erosion is temporary in nature and the Company''s future
business plans and prospects will help the Company to turn around in future. The promoters of the Company have assured
infusion of funds as and when required, hence the Company continues to prepare its Financial Statements on going concern
basis.

22 The company has not obtained registration under PF & ESIC Act, as required under the prevailing law, since the number of
employees employed exceeded the prescribed limit. The company is planning to obtain such registration under the
respective act after receiving an expert opinion on the matter. The liability arising on such an account is not determined.

23 The Board of director of the company is chief operating desicion maker (CODM) monitors the operating result of the
company. CODM has identified only one repotable segment as the company is providing cable television network and allied
services only. The operations of the Company are located in India.

24 There is no contingent liability as on March 31,2025.

25 Information in respect of micro and small enterprises as at 31st March 2025 as required by Micro, Small and Medium
Enterprises Development Act, 2006

(Based on the information, to the extent available with the company)

The principal amount and the interest due thereon remaining unpaid to any MSME supplier as at the end of each accounting
year:-

27 Other information required under Schedule III of the Companies Act 2013:

a) Company does not have any undisclosed income, which has not been recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessment under the Income tax Act, 1961 (such as, search
or survey or any other relevant provisions of the Income Tax Act,1961).

b) No proceeding have been initiated or pending against the company for holding any benami property under the Benami
Transaction (Prohibition) Act, 1988(45 of 1988) and the rules made there under.

c) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.

d) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

e) Company has not been declared wilful defaulter by any banks /Financial Institution.

f) Company has not held any transaction with another company whose name has been struck off.

g) Company has not approved any scheme of arrangement.

h) Company does not have any immovable properties whose title deeds are not in the name of the company.

i) Company has not granted loan to promoter director and KMPs and related parties, severally or jointly with any other person
during the year.

j) Provision of Section 135 of the Companies Act 2013 related to Corporate Social Responsibility is not applicable to the
company.

k) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

As per our report of even date attached
For and on behalf of

For and on Behalf of Board of Directors

Ashwani & Associates

Firm Registration Number: 000497N

by the hand of

Sanjeeva Narayan Nalini Singh Shivani Jain Vijay Paul Kaushal

Partner Company Secretary Director Director

Membership No. 084205_Membership No. A72133 DIN: 10187386_DIN: 10197853_

---

Mar 31, 2024

2.20 Provisions and contingencies

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation,
and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and
uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows
(when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that
reimbursement will be received and the amount of the receivable can be measured reliably.

2.21 Share issue expenses

Share issue expenses are adjusted against the Securities Premium Account as permissible under Section 52 of the Companies Act, 2013, to the extent any balance is available for utilisation in the
Securities Premium Account. Share issue expenses in excess of the balance in the Securities Premium Account,if any is expensed in the Statement of Profit and Loss.

2.22 Fair value measurement

Fair value is the price that would be received to sell an asset or settle a liability in an ordinary transaction between market participants at the measurement date. The fair value of an asset or a
liability is measured using the assumption that market participants would use when pricing an asset or a liability acting in their best economic interest. The Company used valuation techniques,
which were appropriate in circumstances and for which sufficient data were available considering the expected loss/ profit in case of financial assets or liabilities.

2.23 Insurance claims

Insurance claims are accounted for on the basis of claims admitted / expected to be admitted and to the extent that the amount recoverable can be measured reliably and it is reasonable to expect
ultimate collection.

2.24 Service tax input credit

Service tax input credit is accounted for in the books in the period in which the underlying service received is accounted and when there is reasonable certainty in availing/ utilising the credits.

2.25 Operating Cycle

Based on the nature of activities of the Company and the normal time between acquisition of assets and their realisation in cash or cash equivalents, the Company has determined its operating
cycle as 12 months for the purpose of classification of its assets and liabilities as current and non-current.

2.26 Current and non Current classfication :

i. The assets and liabilities in the Balance Sheet are based on current/ non - current classification. An asset as current
when it is:

1 Expected to be realised or intended to be sold or consumed in normal operating cycle

2 Held primarily for the purpose of trading

3 Expected to be realised within twelve months after the reporting period, or

4 Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months
after the reporting period

All other assets are classified as non - current.
ii A liability is current when:

1. Expected to be settled in normal operating cycle

2. Held primarily for the purpose of trading

3. Due to be settled within twelve months after the reporting period, or

4. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period

All other liabilities are treated as non - current.

Deferred tax assets and liabilities are classified as non - current assets and liabilities.

2.27 Recent accounting pronouncements

2.28.1 Standards issued but not yet effective

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to IndAS 7, ''Statement of cash flows'' and Ind AS 115 Revenue
from Contracts with Customers These amendments are in accordance with the recent amendments made by International Accounting Standards Board (IASB) to IAS 7, ''Statement of cash flows and IFRS 15 Revenue
from contracts with customers respectively The amendments are applicable to the Company from April 1, 2017 and April 1, 2018 respectively

Amendment to Ind AS 7:

The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities,
including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for
liabilities arising from financing activities, to meet the disclosure requirement.

The Company is evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

Ind As 115 - Revenue from contracts with customers

Ind As 115 was issued in Febuary 2015 and establishes a five step model to account for revenue arising from the contract with customrs. Under Ind AS 115 revenue is recognised at an
amount that reflects the consideration to which an entity expects to be entitled in the exchange for transferring goods or servics to a customer. The new revenue standard will
supersede all current revenue recongnition requirements under Ind As. This standard will come into forse from accounting period commencing on or after 1st April, 2018. The company
will adopt the new standard on the required effective date. During th current year, the Company is evaluating the requirements of the amendment and the effect on the financial
statements is being evaluated

d) The company has only one class of equity shares having a par value of Rs. 4 per share. Each holder of equity shares is entitled to one vote per share. Equity
Shareholders are eligible to dividend proposed by the Board of Directors as approved by Shareholders in the ensuing Annual General Meeting.

e) In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all
preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

f) Securities Premium Account: This account is created when shares are issued at premium. The Company may issue fully paid-up bonus shares to its members out of
the security premium account and company can use this account for buyback of its shares.

23 Financial Instruments

(a) Financial risk management objective and policies

This section gives an overview of the significance of financial instruments for the company and provides additional
information on the balance sheet. Details of significant accounting policies, including the criteria for recognition, the
basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial
asset, financial liability and equity instrument.

(b) FINANCIAL RISK MANAGEMENT OBJECTIVE AND POLICIES:

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and
other payables and advances from Customers. The Company''s principal financial assets include Investment, loans
and advances, trade and other receivables and cash and bank balances that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management
oversees the management of these risks. The Board of Directors reviews and agrees policies for managing each of
these risks, which are summarised below.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial assets will fluctuate because of
changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other
price risk, such as equity price risk and commodity risk. Financial Assets affected by market risk include loans and
borrowings, deposits and derivative financial instruments.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates
relates primarily to the Company''s long-term debt obligations with floating interest rates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates
relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign
currency).

Credit Risk

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily

trade receivables).

Trade Receivables

Customer credit risk is managed by each business unit subject to the Company''s established policy, procedures
and control relating to customer credit risk management. Outstanding customer receivables are regularly
monitored. An impairment analysis is performed at each reporting date on an individual basis for major clients.

Financial Instruments and Cash Deposits

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department
in accordance with the Company''s policy. Investments of surplus funds are made only with approved authorities.
Credit limits of all authorities are reviewed by the Management on regular basis.

Liquidity Risk

The Company monitors its risk of a shortage of funds using a liquidity planning tool.The Company''s objective is to
maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, Letter of
Credit and working capital limits.

24 Capital Management

For the purpose of the Company''s capital management, capital Includes Issued equity capital,
securities premium and all other equity reserves attributable to the equity holders of the
Company. The primary objective of the Company''s capital management is to safeguard
continuity, maintain a strong credit rating and healthy capital ratios in order to support its
business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in
economic conditions and the requirements of the financial covenants. The funding requirement is
met through a mixture of equity and internal accruals.

25 Post Reporting Events

No adjusting or significant non-adjusting events have occurred between the reporting date and
the date of authorisation.

26 Authorisation Of Financial Statements

The financial statements for the year ended March 31, 2023 were approved by the Board of
Directors on 22TH MAY 2023. The management and authorities have the power to amend the
Financial Statements in accordance with Section 130 and 131 of The Companies Act, 2013."

27 The company has not obtained registration under PF & ESIC Act, as required under the
prevailing law, since the number of employees employed exceeded the prescribed limit. The
company is planning to obtain such registration under the respective act after receiving an
expert opinion on the matter. The liability arising on such an account is not determined.

28 In the opinion of the Management, Current Assets, Loans and Advances are of the value stated,
if realized in the ordinary course of business, subject to confirmation and realisation.

29 The Board of director of the company is chief operating desicion maker (CODM) monitors the
operating result of the company. CODM has identified only one repotable segment as the
company is providing cable television network and allied services only. The operations of the
Company are located in India.

30 There is no contingent liability as on March 31. 2023.

31 In the opinion of the Board, the current assets are approximately of the value stated, if realised
in the ordinary course of business. The provision for all known liabilities are adequate and not in
excess of amount reasonably necessary.

32 Information in respect of micro and small enterprises as at 31st March 2023 as required by
Micro, Small and Medium Enterprises Development Act, 2006

(Based on the information, to the extent available with the company)

The principal amount and the interest due thereon remaining unpaid to any MSME supplier as at
the end of each accounting year:-

34 Other information reauired under Schedule III of the Companies Act 2013:

a) Company has not revalued the Plant, Property and Equipment during the year or in previous
year.

b) Company does not have any undisclosed income, which has not been recorded in the books of
accounts that has been surrendered or disclosed as income during the year in the tax
assessment under the Income tax Act, 1961 (such as, search or survey or any other relevant
provisions of the Income Tax Act,1961).

c) No proceeding have been initiated or pending against the company for holding any benami
property under the Benami Transaction (Prohibition) Act, 1988(45 of 1988) and the rules made
there under.

d) The Company have not traded or invested in Crypto currency or Virtual Currency during the
financial year.

e) The Company do not have any charges or satisfaction which is yet to be registered with ROC
beyond the statutory period.

f) Company has not been declared wilful defaulter by any banks /Financial Institution.

g) Company has not held any transaction with another company whose name has been struck off.

h) Company has not approved any scheme of arrangement.

i) Company does not have any immovable properties whose title deeds are not in the name of the
company.

j) Company has not granted loan to promoter director and KMPs and related parties, severally or
jointly with any other person during the year.

k) Provision of Section 135 of the Companies Act 2013 related to Corporate Social Responsibility is
not applicable to the company.

l) The Company do not have any charges or satisfaction which is yet to be registered with ROC
beyond the statutory period.

---

Mar 31, 2015

1. In the opinion of the Board of Directors

The Hon'ble BIFR has examined the DRS and circulated the same. In the hearing to be held in the month of November 2014, the order for the same would be passed and subject to the direction of BIFR, the paid up share capital of the Company of Rs.104300000 consisting of 10430000 equity shares of Rs.10/- each fully paid up shall be written off to Rs.41720000 consisting of 10430000 equity shares of Rs.4/- each by effecting a reduction of Rs.62580000 from the paid up capital of the company by Rs.6/- per equity share of Rs.10/- each.Simultaneously with writing down of existing equity share capital of Rs.1043 lacs by 60% through write of accumulated losses against face value of share and thus reduce Face Value of Share from Rs. 10 to Rs.4/-. Therefore, fresh issue of equity shares of Rs.600 lacs (150 lacs shares at Rs. 4 per share) to the promotersfor expansion of business. And subject to the approval of this scheme of Rehabilitation and subject to thedirection of BIFR, the BSE/NSE to open the trading which has been suspended by the stock exchanges and also to list the further issued capital as provided in the scheme.

SECURITY EXCHANGE BOARD OF INDIA (SEBI) to consider :

To grant exemption to the company from the provisions of SEBI Guidelines for Preferential Allotment of Shares,SEBI (Substantial Acquisition of shares & Takeovers) Regulations, 1997, SEBI (Disclosure & Investor Protection) Guidelines, 2000, SEBI (Central Listing Authority) Regulations,2003 and ceiling on promoters holding and any other applicable Rules and Regulations for the issue of equity shares to the Promoters as envisaged under the Scheme, provided such equity shares shall be locked in for a period of three years in case allottees are non-promoters. NATIONAL STOCK EXCHANGE/BOMBAY STOCK EXCHANGE to consider: Stock Exchange(s) on which the shares of the company are listed shall:

i) Revoke the suspension of trading of the equity shares forthwith and list the reduced shares as well as shares allotted in terms of the sanctioned scheme without any cost of charges;

ii) Exempt the Company from the provisions of the Companies Act, SEBI Guidelines and the listing requirements

2. Payment to Directors

Payment made to Directors Includes reimbursement of Club Expenses and Other Expenses of Rs. 157924.37 plus mobile Expenses of Rs. 118373/- (Previous Year Club Expenses Rs.211344/- and Mobile Expenses Rs. 180183/-

3. Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable with the Current years figures.

4. Details relating to balances due to S.S.I. units are not readily available and thus not shown.

5. Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below:

(i) Other related parties like Associates

* B.R.Corporation*

* Dhiraj Iron & Steel Ltd.*

* K.M.Properties Ltd

* Dhiraj Alloy & Stainless Steel Pvt.Ltd.*(previously known as Dhiraj Mercantile Pvt. Ltd.)

ii) Key Management Personnel

* Mr. Kiran D. Jangla Managing Director

* Mr. Hiten D. Jangla, Jt. Managing Director

* Indicate no transactions during the year with these related parties.

---

Mar 31, 2014

1. In the opinion of the Board of Directors

The Hon''ble BIFR has examined the DRS and circulated the same. In the hearing to be held in the month of November 2014, the order for the same would be passed and subject to the direction of BIFR, the paid up share capital of the Company of Rs. 104300000 consisting of 10430000 equity shares of Rs. 10/-each fully paid up shall be written off to Rs. 41720000 consisting of 10430000 equity shares of Rs. 4/- each by effecting a reduction of Rs.62580000 from the paid up capital of the company by Rs. 6/- per equity share of Rs. 10/- each.

Simultaneously with writing down of existing equity share capital of Rs. 1043 lacs by 60% through write of accumulated losses against face value of share and thus reduce Face Value of Share from Rs. 10 to Rs. 4.

Therefore, fresh issue of equity shares of Rs. 600 lacs (150 lacs shares at Rs. 4 per share) to the promoters for expansion of business. And subject to the approval of this scheme of Rehabilitation and subject to the direction of BIFR, the BSE/NSE to open the trading which has been suspended by the stock exchanges and also to list the further issued capital as provided in the scheme.

SECURITY EXCHANGE BOARD OF INDIA(SEBI) to consider:

To grant exemption to the company from the provisions of SEBI Guidelines for Preferential Allotment of Shares, SEBI (Substantial Acquisition of shares & Takeovers) Regulations, 1997, SEBI (Disclosure & Investor Protection) Guidelines ,2000, SEBI (Central Listing Authority) Regulations,2003 and ceiling on promoters holding and any other applicable Rules and Regulations for the issue of equity shares to the Promoters as envisaged under the Scheme, provided such equity shares shall be locked in for a period of three years in case allottees are non-promoters.

NATIONAL STOCK EXCHANGE/BOMBAY STOCK EXCHANGE to consider:

Stock Exchange(s) on which the shares of the company are listed shall:

i) Revoke the suspension of trading of the equity shares forthwith and list the reduced shares as well as shares allotted in terms of the sanctioned scheme without any cost ofcharges;

ii) Exempt the Company from the provisions of the Companies Act, SEBI Guidelines and the listing requirements

iii) Waive listing fees and other arrears including interest and penalties; and

iv) Allow trading of shares

2. Payment to Directors

Payment made to Directors Includes reimbursement of Club Expenses and Other Expenses of Rs.211344 plus mobile.

Expenses of Rs.180189/- (Previous Year Club Expenses Rs.105166/- and Mobile Expenses Rs. 53960/-)

3. Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable with the Current years figures.

4. Details relating to balances due to S.S.I. units are not readily available and thus not shown.

5. Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below:

(i) Other related parties like Associates

* B.R.Corporation*

* Dhiraj Iron & Steel Ltd.*

* K.M.Properties Ltd

* Dhiraj Alloy & Stainless SteeI Pvt. Ltd .*

(previously known as Dhiraj Mercantile Pvt. Ltd.)

(ii) Key Management Personnel

* Mr. Kiran D. Jangla Managing Director

* Mr. Hiten D. Jangla, Jt. Managing Director

* Indicate no transactions during the year with these related parties.

6. Balance dues from Sundry Debtors and advances given are subject to confirmation.

---

Mar 31, 2013

1 In the opinion of the Board of Directors :-

Against the order of BIFR dated 21.12.2009 the company appealed before AAIFR. AAIFR set aside the impugned order and remand the case to the BIFR with the direction to consider the DRS submitted by the appellant company and proceed further in accordance with Law vide AAIFR Order dated 22.03.2012.

2 Payment to Directors

Payment made to Directors Includes reimbursement of Club Expenses and Other Expenses of Rs.105166 plus mobile Expenses of Rs.53960/- (Previous Year Club Expenses Rs.166184/- and Mobile Expenses Rs. 161653/-)

3 Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable with the Current years figures.

4 Details relating to balances due to S.S.I, units are not readily available and thus not shown.

5 Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below :

(i) Other related parties like Associates

- B.R.Corporation*

- Dhiraj Iron & Steel Ltd.*

- K.M.Properties Ltd

- Dhiraj Alloy & Stainless Steel Pvt.Ltd.*(previously known as Dhiraj

Mercantile Pvt. Ltd.)

(ii) Key Management Personnel

- Mr. Kiran D. Jangla Managing Director

- Mr. Hiten D. Jangla, Jt. Managing Director

6 Balance dues from Sundry Debtors and advances given are subject to confirmation.

---

Mar 31, 2012

1. In the opinion of the Board of Directors :- Contingent Liabilities have not been provided for :-

(a) Sales Tax demand of Rs. 3,61,78,263/- against which the company has preferred an appeal before higher authorities.

(b) Interest to others(ICD) Rs. 1,45,06,038/- and Penal Interest payable to different financial institutions as well as Hire purchases parties is to the extent of RS. 3,97,82,603- for delay in the payment of instalments etc., as reported last year. The Company is confident for waiver/non-levy of Interest/Penal interest.

(c) Liability in respect of Import Duty of Rs. 6,28,71,249/- that may arise, if the export obligation of Rs. 9,24,20,888/- is not completed within the required time limit.

(d) Against the order of BIFR dated 21.12.2009 the company appealed before AAIFR. AAIFR set aside the impugned order and remand the case to the BIFR with the direction to consider the DRS submitted by the appellant company and proceed further in accordance with Law vide AAIFR Order dated 22.03.2012.

2. Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable with the Current years figures.

Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable

3. Details relating to balances due to S.S.I. units are not readily available and thus not shown.

4. Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below :

(i) Other related parties like Associates

- B.R.Corporation*

- Dhiraj Iron & Steel Ltd.*

- K. M. Properties Ltd

- Dhiraj Alloy & Stainless Steel Pvt. Ltd. * (previously known as Dhiraj Mercantile Pvt. Ltd.)

(ii) Key Management Personnel

- Mr. Kiran D. Jangla Managing Director

- Mr. Hiten D. Jangla, Jt. Managing Director

* Indicate no transactions during the year with these related parties.

5. Balance dues from Sundry Debtors and advances given are subject to confirmation.

---

Mar 31, 2010

1. In the opinion of the Board of Directors :-

(i) Contingent liabilities have not been provided for :-

(a) Sales Tax demand of RS. 3,61,78,263/- (Previous Year RS. 3,61,78,263/-) against which the company has preferred an appeal before higher authorities

(b) Interest to ottiers(ICD) Rs. 1,45,06,038/- & Penal Interest payable to differentfinancial institutions & Hire purchase parries is to the extent of RS. 3,97,82,603/- {Previous year Rs. 3,97,62,603/-) in the payment of instalments etc. The Company is confident for waiver / non-levy of Interest / Penal interest.

(c) RS 6,28,71.249/- ( P. Y. RS. 6,28,71,249/- ) liability that may arise on account of import duty if the export obligation of RS. 9,24,20,888/- ( P. Y. RS. 9,24,20,886/-) is not completed within the required tone tank.

(d) Against the order of BIFR dated 21.12.2009 the company is in Appeal before AAIFR. The hearing is in process

(e) Pending the above appeal, the company proposes to file fresh application Under SICA Sec. 22 (a) to BIFR and the process of being filed.

2. Loss of 100% subsidiary company for 12 months amounting to RS.O - as on 31.03.2010 have been provided for in the Books (Previous Year Rs. Nil)

3. Previous years figures are regrouped, re-classified and rearranged wherever necessary taken them comparable with the Current years figures.

4. Details relating to balances due to S.S.I, units are not readily available and thus not shown.

5. Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below:

(a) Relationships:

(i) Subsidiary of the Company:

- Grand Bright Bars Ltd.

(ii) Other related parties like Associates

- B.R.Corporation*

- Dhiraj Iron & Steel Ltd.*

- K.M.Properties Pvt Ltd *

- Dhiraj Mercantiles Pvt.Ltd.*

(iii) Key Management Personnel

- Mr. Kiran O. Jangla Managing Director

- Mr. Hiten D. Jangla, Jt. Managing Director

* Indicate no transactions during the year with these related parties.

6. Balance dues from Sundry Debtors and advances given are subject to